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Nature of Business and Ability to Continue as a Going Concern
6 Months Ended
Jun. 30, 2021
Nature Of Business And Ability To Continue As Going Concern  
Nature of Business and Ability to Continue as a Going Concern

1. Nature of Business and Ability to Continue as a Going Concern

 

The Company was incorporated in the State of Nevada as Turinco, Inc. on September 16, 1977, with authorized common stock of 2,500 shares par value $0.25. In 1998, authorized common stock was increased to 100,000,000 shares par value $0.001 followed by a forward common stock split of eight shares for each outstanding share. In 2005, the Company completed another forward common stock split of nine shares for each outstanding share. On July 24, 2006, stockholders approved a name change from Turinco, Inc. to Arvana Inc. On September 30, 2010, a reverse split of one share for twenty shares decreased authorized capital stock to 5,000,000 common shares par value $0.001. On April 1, 2021, the Company increased its authorized share capital to 500,000,000 common shares par value $0.001.

 

On March 17, 2016, the Company entered into a non-binding Memorandum of Understanding (“MOU”) with CaiE Food Partnership Ltd. (“CaiE”) for the purpose of acquiring it as a wholly-owned subsidiary. CaiE is in the business of manufacturing and distributing fresh Dim Sum food products from a facility based in Sparks, Nevada. The MOU required CaiE to provide audited financial statements and a business plan as conditions precedent to entering into a binding agreement. CaiE has not satisfied the conditions necessary for us to move forward. On November 11, 2020, CaiE was notified that the Company would no longer pursue the acquisition of its business given the delays attendant to obtaining its audited financial statements.

 

On June 30, 2021, the Company experienced a change of control on the grant of proxies over voting rights by the prior controlling stockholder and two related entities to a third person, in accordance with the provisions of a non-binding term sheet intended to secure a transaction that would lead to a combination with an enterprise owned or controlled by said person.

 

These condensed interim financial statements have been prepared on a going concern basis, which assumes the realization of assets and the settlement of liabilities in the normal course of business.

 

For the six-month period ended June 30, 2021, the Company recognized income of $417,849 as a result of other income and foreign exchange gain offset by general administrative expenses, professional fees and interest expenses. The Company had a working capital deficiency of $1,633,211 as of June 30, 2021, which deficiency raises substantial doubt about its ability to continue as a going concern.

 

The World Health Organization declared coronavirus COVID-19 a global pandemic in March 2020. COVID-19 is a contagious disease that continues to spread adversely affecting workforces, economies, and financial markets globally, which affects will likely result in an economic downturn. The Company cannot predict the duration or magnitude of the adverse results connected to COVID-19, nor can it predict the effect, if any, COVID-19 will have on the Company’s ability to sustain operations.

 

The Company’s present activities are focused on evaluating business opportunities presented by the controlling third person stockholder for merger or acquisition that are sufficient to support operations and increase stockholder value. During this period of evaluation the Company will require continued financial support from stockholders and creditors until it is able to generate its own cash flow from operations.

 

Failure to obtain the ongoing support of stockholders and creditors may indicate that the preparation of these financial statements on a going concern basis is inappropriate, in which case the Company’s assets and liabilities would need to be recognized at their liquidation values. The Company’s financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and liabilities that might arise from this uncertainty.