☒ |
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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☐ |
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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CHINA ELITE INFORMATION CO., LTD.
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(Exact name of Registrant as Specified in its Charter)
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BRITISH VIRGIN ISLANDS
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11-3462369
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(State or other jurisdiction of incorporation or organization)
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(IRS Employer Identification No.)
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c/o DeHeng Chen, LLC, 233 Broadway, Suite 2200, NY, NY
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10279
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(Address of Principal Executive Offices)
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(Zip Code)
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(212) 608-6500
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(Registrant’s telephone number, including area code)
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☐ Large accelerated filer
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☐ Accelerated filer
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☐ Non-accelerated filer
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☒ Smaller reporting company
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☐ Emerging growth company
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Page
Number
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1
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Item 1.
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1
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1
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|||
2
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|||
3
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|||
4
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Item 2.
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6
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Item 4.
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8
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9
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Item 1.
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9
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Item 2.
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9
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Item 3.
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9
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Item 4.
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9
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Item 5.
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9
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Item 6.
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9
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10
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PART I.
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FINANCIAL INFORMATION
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(Expressed in U.S. Dollars)
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May 31,
2018
(Unaudited)
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November 30,
2017
(Audited)
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||||||
Total assets
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$
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-
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$
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-
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||||
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY
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||||||||
Current liabilities
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||||||||
Accounts payable and accrued expenses
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$
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18,247
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$
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8,601
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||||
Loans from shareholder
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792,759
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780,915
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||||||
Total current liabilities
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811,006
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789,516
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||||||
Commitments and contingencies
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||||||||
Stockholders’ deficiency
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||||||||
Preferred stock: $0.01 par value; 10,000,000 shares authorized; issued and outstanding: none
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-
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-
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||||||
Common stock: $0.01 par value; 50,000,000 shares authorized; issued and outstanding: 11,200,000
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112,000
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112,000
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||||||
Additional paid-in capital
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154,465
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154,465
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||||||
Deficit accumulated
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(1,077,471
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)
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(1,055,981
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)
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||||
Total stockholders’ deficiency
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(811,006
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)
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(789,516
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)
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||||
Total liabilities and stockholders’ deficiency
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$
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-
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$
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-
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Six months ended
May 31,
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Three months ended
May 31,
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|||||||||||||||
(Expressed in U.S. Dollars)
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2018
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2017
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2018
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2017
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||||||||||||
Revenues
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$
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-
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$
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-
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$
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-
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$
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-
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||||||||
General and administrative expenses
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||||||||||||||||
General and administrative
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21,490
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19,704
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18,166
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6,655
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||||||||||||
Total general and administrative expenses
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21,490
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19,704
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18,166
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6,655
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||||||||||||
Operating loss
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(21,490
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)
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(19,704
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)
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(18,166
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)
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(6,655
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)
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||||||||
Other income (expense)
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||||||||||||||||
Total other income (expense)
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-
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-
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-
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-
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||||||||||||
Net loss
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$
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(21,490
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)
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$
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(19,704
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)
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$
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(18,166
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)
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$
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(6,655
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)
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||||
Basic net loss per share
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$
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(0.00
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)
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$
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(0.00
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)
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$
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(0.00
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)
|
$
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(0.00
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)
|
||||
Weighted average shares outstanding
|
11,200,000
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11,200,000
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11,200,000
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11,200,000
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(Expressed in U.S. Dollars)
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2018
|
2017
|
||||||
Cash flows from operating activities
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||||||||
Net loss
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$
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(21,490
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)
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$
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(19,704
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)
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||
Adjustments to reconcile net loss to net cash flows used in operating activities
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||||||||
Changes in assets and liabilities
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||||||||
Accounts payable and accrued expenses
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9,646
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(1,111
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)
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|||||
Net cash flows used in operating activities
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(11,844
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)
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(20,815
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)
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||||
Cash flows from financing activities
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||||||||
Loans from shareholder
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11,844
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20,815
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||||||
Net cash flows provided by financing activities
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11,844
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20,815
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||||||
Increase (decrease) in cash
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-
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-
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||||||
Cash, beginning of period
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-
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-
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||||||
Cash, end of period
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$
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-
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$
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-
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||||
Cash paid for interest and income taxes
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$
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-
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$
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-
|
||||
Supplemental noncash investing and financing activities
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$
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-
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$
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-
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PART II.
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OTHER INFORMATION
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(a) |
Exhibits:
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CHINA ELITE INFORMATION CO., LTD.
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|||
Date: July 16, 2018
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By
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/s/ Li Kin Shing
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Li Kin Shing
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President and Chief Executive Officer
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1. |
I have reviewed this quarterly report on Form 10-Q of China Elite Information Co., Ltd. for the three month period ended May 31, 2018;
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2. |
Based on my knowledge, this 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;
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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;
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4. |
I am 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:
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(a) |
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material
information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;
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(b) |
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my 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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(c) |
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report my 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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(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
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5. |
I have disclosed, based on my 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):
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(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
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(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.
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Date: July 16, 2018
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By
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/s/ Li Kin Shing
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Li Kin Shing
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President, Chief Executive Officer
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||
and Chief Financial Officer
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(1) |
the Report fully complies with the requirements of Sections 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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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.
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Date: July 16, 2018
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By
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/s/ Li Kin Shing
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Li Kin Shing
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President, Chief Executive Officer
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and Chief Financial Officer
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Document and Entity Information - shares |
6 Months Ended | |
---|---|---|
May 31, 2018 |
Jul. 16, 2018 |
|
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | May 31, 2018 | |
Entity Registrant Name | China Elite Information Co., Ltd. | |
Entity Central Index Key | 0001077561 | |
Current Fiscal Year End Date | --11-30 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2018 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 11,200,000 |
INTERIM BALANCE SHEETS - USD ($) |
May 31, 2018 |
Nov. 30, 2017 |
---|---|---|
ASSETS | ||
Total assets | ||
Current Liabilities | ||
Accounts payable and accrued expenses | 18,247 | 8,601 |
Loans from shareholder | 792,759 | 780,915 |
Total current liabilities | 811,006 | 789,516 |
Commitments and contingencies | ||
Stockholders' deficiency | ||
Preferred stock: $0.01 par value; 10,000,000 shares authorized; issued and outstanding: none | ||
Common stock: $0.01 par value; 50,000,000 shares authorized; issued and outstanding: 11,200,000 | 112,000 | 112,000 |
Additional paid-in capital | 154,465 | 154,465 |
Deficit accumulated | (1,077,471) | (1,055,981) |
Total stockholders' deficiency | (811,006) | (789,516) |
Total liabilities and stockholders' deficiency |
INTERIM BALANCE SHEETS (Parenthetical) - $ / shares |
May 31, 2018 |
Nov. 30, 2017 |
---|---|---|
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value per share | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common Stock, shares issued | 11,200,000 | 11,200,000 |
Common Stock, shares outstanding | 11,200,000 | 11,200,000 |
INTERIM STATEMENTS OF OPERATIONS (Unaudited) - USD ($) |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
May 31, 2018 |
May 31, 2017 |
May 31, 2018 |
May 31, 2017 |
|
Income Statement [Abstract] | ||||
Revenues | ||||
General and administrative expenses | ||||
General and administrative | 18,166 | 6,655 | 21,490 | 19,704 |
Total general and administrative expenses | 18,166 | 6,655 | 21,490 | 19,704 |
Operating loss | (18,166) | (6,655) | (21,490) | (19,704) |
Other income (expense) | ||||
Total other income (expense) | ||||
Net loss | $ (18,166) | $ (6,655) | $ (21,490) | $ (19,704) |
Basic net loss per share | $ (0.00) | $ (0.00) | $ (0.00) | $ (0.00) |
Weighted average shares outstanding | 11,200,000 | 11,200,000 | 11,200,000 | 11,200,000 |
INTERIM STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
May 31, 2018 |
May 31, 2017 |
May 31, 2018 |
May 31, 2017 |
|
Cash flows from operating activities | ||||
Net loss | $ (18,166) | $ (6,655) | $ (21,490) | $ (19,704) |
Changes in assets and liabilities | ||||
Accounts payable and accrued expenses | 9,646 | (1,111) | ||
Net cash flows used in operating activities | (11,844) | (20,815) | ||
Cash flows from financing activities | ||||
Loans from shareholder | 11,844 | 20,815 | ||
Net cash flows provided by financing activities | 11,844 | 20,815 | ||
Increase (decrease) in cash | ||||
Cash, beginning of period | ||||
Cash, end of period | ||||
Cash paid for interest and income taxes | ||||
Supplemental noncash investing and financing activities |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES |
6 Months Ended |
---|---|
May 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
The accompanying unaudited financial statements have been prepared in conformity with generally accepted accounting principles in the United
States of America. However, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted or condensed pursuant to the rules and
regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation have been included. The results for interim periods are not necessarily
indicative of results for the entire year. These condensed financial statements and accompanying notes should be read in conjunction with the Company’s annual financial statements and the notes thereto for the fiscal year ended November 30, 2017
included in its Annual Report on Form 10-K.
Loss Per Share
Basic loss per share is computed as net loss divided by the weighted average number of shares outstanding during the period. There is no
diluted per share information presented due to losses in all periods. In addition, there are no potentially dilutive securities outstanding.
|
GOING CONCERN |
6 Months Ended |
---|---|
May 31, 2018 | |
GOING CONCERN [Abstract] | |
GOING CONCERN | NOTE 2 – GOING CONCERN
The accompanying unaudited financial statements have been prepared in conformity with generally accepted accounting principles in the United
States of America, which contemplates continuation of the Company as a going concern. However, as is evident in the accompanying financial statements, Management has considered that the Company has no assets, limited operations and has sustained
substantial operating losses in recent years resulting in a substantial accumulated deficit of $1,077,471. For the six months ended May 31, 2018, the Company had a net loss of $21,490.
As a result of its evaluation of conditions and events, Management has concluded they are of such significance as to raise substantial doubt as to the Company’s ability to meet its financial obligations as they come due and continue as a going
concern.
The Company’s cash requirements for working capital have been satisfied for the past several years through loans from its majority shareholder
and the Company plans to seek additional capital as needed through shareholder loans and/or a debt or equity financing to continue its operations. The Company’s President, who is also the majority shareholder, has orally agreed to fund its
operations for at least the next twelve months. However, Management believes that the Company’s need for capital may change dramatically if it identifies and acquires a suitable business opportunity during that period. In view of these matters,
the continued existence of the Company and its ability to succeed in any future operations is dependent upon its ability to meet its financing requirements on a continuing basis.
There can be no assurance that such additional funds will be available for the Company on acceptable terms, if at all. The Company’s ability
to achieve these objectives cannot be determined at this time. If the Company is unsuccessful in its endeavors, it may have to cease operations. These financial statements do not include any adjustments that might result from this uncertainty.
Management currently has no specific plan to address these conditions except to continue to maintain its status as a reporting public shell for
the foreseeable future.
|
RELATED PARTY TRANSACTIONS |
6 Months Ended |
---|---|
May 31, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 3 – RELATED PARTY TRANSACTIONS
Amount due to a stockholder of $792,759 at May 31, 2018 (at November 30, 2017: $780,915) represents a series of advances from the majority
stockholder to fund working capital requirements. There is no note and the amounts are unsecured, interest-free, and repayable on demand. The majority stockholder, who is also the Company’s President, has orally agreed to fund the Company’s
operations for at least the next twelve months.
|
INCOME TAX STATUS |
6 Months Ended |
---|---|
May 31, 2018 | |
Income Tax Status | |
INCOME TAX STATUS | NOTE 4 – INCOME TAX STATUS
The entity is taxable only in a foreign jurisdiction where Net Operating Loss (“NOL”) carryforwards are not available.
|
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) |
6 Months Ended |
---|---|
May 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Loss Per Share | Loss Per Share
Basic loss per share is computed as net loss divided by the weighted average number of shares outstanding during the period. There is no
diluted per share information presented due to losses in all periods. In addition, there are no potentially dilutive securities outstanding.
|
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Details) |
6 Months Ended |
---|---|
May 31, 2018
shares
| |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Potential dilutive securities | 0 |
GOING CONCERN (Details) - USD ($) |
3 Months Ended | 6 Months Ended | |||
---|---|---|---|---|---|
May 31, 2018 |
May 31, 2017 |
May 31, 2018 |
May 31, 2017 |
Nov. 30, 2017 |
|
Going Concern Details | |||||
Deficit accumulated | $ 1,077,471 | $ (1,041,574) | $ 1,077,471 | $ (1,041,574) | $ 1,055,981 |
Net loss | $ 18,166 | $ 6,655 | $ 21,490 | $ 19,704 |
RELATED PARTY TRANSACTIONS (Details) - USD ($) |
May 31, 2018 |
Nov. 30, 2017 |
---|---|---|
Related Party Transactions [Abstract] | ||
Loans from shareholder | $ 792,759 | $ 780,915 |
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