UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

¨ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ________________

or

x TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from April 1, 2018 to June 30, 2018

Commission File Number 000-55319

Resort Savers, Inc.

(Exact name of registrant as specified in its charter)

Nevada	46-1993448
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

No. 10-2-4B, Jin Di Shang Tang Garden, Long Hua Xin Qu Shang Tang Road Shenzhen, Guangdong Province, the People’s Republic of China	518000
(Address of principal executive offices)	(Zip Code)

0086-0755-23106825

(Registrant’s telephone 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. x YES   o NO

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). x YES   o NO

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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	o		Accelerated filer	o
Non-accelerated filer	o	(Do not check if a smaller reporting company)	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 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) o YES   x NO

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of August 20, 2018, there were 520,976,241 shares of the issuer’s common stock, par value $0.0001 per share, outstanding.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	21
Item 4.	Controls and Procedures	21
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	22
Item 1A.	Risk Factors	22
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22
Item 3.	Defaults Upon Senior Securities	22
Item 4.	Mine Safety Disclosures	22
Item 5.	Other Information	22
Item 6.	Exhibits	23
SIGNATURES		24

2

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

RESORT SAVERS, INC.

Condensed Consolidated Balance Sheets

(Unaudited)

	June 30,			December 31,
	2018			2017
ASSETS
Current Assets
Cash and cash equivalents	$	150,096		$	989
Accounts receivable		1,151,597			129,435
Inventory		97,881			124,343
Prepaid and Other current assets		100,977			76,103
Amount due from related parties		15,980,182			157,863
Total Current Assets		17,480,733			488,733
Property and Equipment, net		717,601			760,278
Goodwill		3,199,594			-
TOTAL ASSETS	$	21,397,928		$	1,249,011
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	1,170,100		$	22,517
Accrued liabilities and other payable		113,455			58,388
Deferred revenue		432,995			163,418
Due to related parties		11,385,797			134,758
Tax payable		59,214			34,191
Total Current Liabilities		13,161,561			413,272
Deferred tax liabilities		58,741			78,414
TOTAL LIABILITIES		13,220,302			491,686
COMMITMENTS AND CONTINGENCIES		-			-
STOCKHOLDERS’ EQUITY
Preferred stock, $0.0001 par value; 15,000,000 shares authorized; no shares issued and outstanding		-
Common stock, $0.0001 par value; 1,000,000,000 shares authorized; 520,976,241 and 400,000,000 shares issued and outstanding		52,098			40,000
Additional paid-in capital		8,895,116			1,166,475
Accumulated deficit		(593,203	)		(464,343	)
Accumulated other comprehensive income (loss)		(183,890	)		15,193
Total Resort Savers, Inc. stockholders’ equity		8,170,121			757,325
Non-controlling interest		7,505			-
Total equity		8,177,626			757,325
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	21,397,928		$	1,249,011

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

3

RESORT SAVERS, INC.

Consolidated Statements of Operations and Other Comprehensive Income

(Unaudited)

	Three months ended						Six months ended
	June 30,						June 30,
	2018			2017			2018			2017
Revenue	$	4,571,526		$	105,563		$	4,782,558		$	594,294
Cost of goods sold		4,325,035			19,199			4,481,186			190,023
Gross Profit (loss)		246,491			86,364			301,372			404,271
Operating Expenses
General and administrative		119,565			220,849			310,168			705,006
Professional fees		22,837			-			22,837			-
Total Operating Expenses		142,402			220,849			333,005			705,006
Loss from Operations		104,089			(134,485	)		(31,633	)		(300,735	)
Other Expense
Other income		601			41,651			2,672			58,188
Other loss		(13,754	)		-			(13,754	)		-
Interest expense		(88,315	)		-			(88,315	)		-
Total Other Income Expenses		(101,468	)		41,651			(99,397	)		58,188
Loss Before Income Taxes		2,621			(92,834	)		(131,030	)		(242,547	)
Provision for income taxes		(19,005	)		(43	)		1,792			23,293
Net Loss		(16,384	)		(92,877	)		(129,238	)		(219,254	)
Net (income) loss attributable to the non-controlling interest		378			-			378			-
Net Loss Attributable to the Shareholders of Resort Savers, Inc.	$	(16,006	)	$	(92,877	)	$	(128,860	)	$	(219,254	)
Other Comprehensive Income (Loss)
Foreign currency translation adjustments		(228,603	)		16,684		$	(191,200	)	$	25,460
Total Comprehensive Loss		(244,987	)		(76,193	)		(320,438	)		(193,794	)
Comprehensive (income) loss attributable to the non-controlling interest		(7,505	)		-			(7,505	)
Total Comprehensive Loss Attributable to The Shareholders of Resort Savers, Inc.	$	(252,492	)	$	(76,193	)	$	(327,943	)	$	(193,794	)
Basic and Diluted Loss per Common Share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Basic and Diluted Weighted Average Common Shares Outstanding		295,811,406			400,000,000			186,003,865			400,000,000

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

4

RESORT SAVERS, INC.

Consolidated Statements of Cash Flows

(Unaudited)

	Six months ended
	June 30,
	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(129,237	)	$	(219,254	)
Adjustments to reconcile net loss to net cash from operating activities:
Depreciation		58,848			50,811
Loss on disposal of plant and equipment		-			6,487
Impairment loss of investment		-			-
Goodwill impairment		-			-
Changes in operating assets and liabilities:
Amount due from related party		(16,324,038	)		(50,702	)
Accounts receivable		24,112,307			(415	)
Inventories		28,017			128,860
Other receivable		27,418			(7,054	)
Prepaid expenses and deposits		833			-
Accounts payable and accrued liabilities		(38,037	)		(119,138	)
Deferred revenue		(12,402	)		-
Amount due to related party		(6,909,848	)		122,497
Tax payable		(1,812	)		(23,905	)
Other payable		(1,943	)		-
Net cash provided by (used in) operating activities		810,106			(111,813	)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash received through business acquisition		88,738			-
Proceeds from disposal of plant and equipment		952			8,204
Purchase of plant and equipment		-			(1,273	)
Net cash provided by investing activities		89,690			6,931
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock		-			-
Proceeds from short-term loan		-			-
Repayment of short-term loan		(934,800	)		-
Loans from related parties		66,190			-
Repayments of loans from related parties		-			-
Net cash used in financing activities		(868,610	)		-
Effects on changes in foreign exchange rate		117,921			(1,996	)
Net increase (decrease) in cash and cash equivalents		149,107			(106,878	)
Cash and cash equivalents - beginning of period		989			51,492
Cash and cash equivalents - end of period	$	150,096		$	(55,386	)
Supplemental Cash Flow Disclosures
Cash paid for interest	$	-		$	-
Cash paid for income taxes	$	-		$	-
Non-Cash Investing and Financing Activity:
Cancellation of debt forgiveness by related party	$	(41,600	)	$	-
Common stock issued for conversion of debt	$	100,000		$	-
Beneficial conversion feature	$	100,000		$	-

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

 

5

RESORT SAVERS, INC.

Notes to the Consolidated Financial Statements

June 30, 2018

(Unaudited)

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Resort Savers, Inc. (“we,” “us,” “our,” the “Company,” “Resort Savers” or “RSSV”) is a Nevada corporation incorporated on June 25, 2012. It is based in Shenzhen, the People’s Republic of China (the “PRC”). The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company’s fiscal year end is December 31.

The Company makes investments and acquisitions into sound, transparent markets and industries throughout the world. The Company has invested in a company principally engaged in the development and production of beverages, investment in agricultural business and import and export of products in the food and beverage industry, and a company principally engaged in the trading of oil, gas and lubricant.

Admall Share Exchange and Recapitalization

Admall Sdn. Bhd.

On May 16, 2018, the Company closed the acquisition of Admall Sdn. Bhd., a limited liability company incorporated in Malaysia (“Admall”) by way of share exchange (the “Admall Acquisition”). The Company effected the Admall Acquisition pursuant to the terms of that certain Share Exchange Agreement (the “Admall Agreement”), dated February 9, 2018, by and between the Company, Admall, and Mr. Boon Jin “Patrick” Tan, an individual who prior to the closing of the Admall Acquisition held 100% of the outstanding equity interests of Admall. See Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities Exchange Commission on February 9, 2018, which is incorporated herein by reference, for a detailed description of the Admall Agreement.

At the closing of the Admall Acquisition, the Company acquired 100% of the outstanding equity interests of Admall from Mr. Tan, and the Company issued 400,000,000 shares of Common Stock to Mr. Tan, which at the time of closing represented approximately 81.47% of the Company’s outstanding Common Stock. As a result, Mr. Tan became a stockholder of the Company and Admall became a wholly-owned subsidiary of the Company. For federal income tax purposes, the Admall Acquisition was intended to qualify as a tax-free reorganization under the provisions of Section 368(a) of the Internal Revenue Code of 1986, as amended.

For financial accounting purposes, the Admall Agreement has been accounted for as a reverse acquisition by the Admall, and resulted in a recapitalization, with Admall being the accounting acquirer and the Company as the acquired entity. The consummation of the Admall Agreement resulted in a change of control of RSSV. Accordingly, the historical financial statements prior to the acquisition are those of the accounting acquirer, Admall, and have been prepared to give retroactive effect to the reverse acquisition completed on May 16, 2018 and represent the operations of Admall.

As a result of the above, these consolidated financial statements represent Admall as the accounting acquirer (legal acquiree) and RSSV from May 16, 2018 forward as the accounting acquiree (legal acquirer) and the legal capital stock (number and type of equity interests issued) is that of RSSV, the legal parent, in accordance with guidance on reverse acquisitions accounted for as a business combination. Therefore, the Company recognized goodwill of $3,199,594.

Change in Fiscal Year

On July 3, 2018, our Board of Directors approved a change in our Fiscal Year End from January 31 to December 31. The Company now operates on a fiscal year ending on December 31.

Reverse Stock Split

On July 3, 2018, our Board of Directors approved a reverse one-for-thirty (1-for-30) stock split (the “Reverse Split”) of the Company’s issued and outstanding common stock, par value $0.0001 per share. The Reverse Split will have no effect on the number of authorized common stock of the Company, nor will it effect the authorized or issued and outstanding shares of preferred stock, par value $0.0001 per share, since the Company has no shares of preferred stock issued or outstanding. The Reverse Split will be effective upon approval by FINRA. No adjustments have been made to the financial statements.

6

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The Company prepares its financial statements in accordance with rules and regulations of the SEC and generally accepted accounting principles (“GAAP”) in the United States of America. The accompanying interim financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X and presented in US dollars.

In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year. These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K filed with the SEC on May 16, 2018.

Principles of Consolidation

At June 30, 2018, the principal subsidiaries of the Company were listed as follows:

Entity Name	Acquisition Date	Ownership			Jurisdiction	Investments Held By	Nature of Operation	Fiscal Year
Admall Sdn. Bhd.	May 16, 2018	100		%	Malaysia	RSSV	Nutritional Services	December 31
Xing Rui International Investment Holding Group Co., Ltd. (“Xing Rui”)	December 22, 2014		100	%	Seychelles	RSSV	Holding Company	January 31
Xing Rui International Investment Group Ltd. (“Xing Rui HK”)	December 22, 2014		100	%	Hong Kong, the PRC	Xing Rui	Holding Company	January 31
Huaxin Changrong (Shenzhen) Technology Service Co., Ltd. (“Huaxin”) *	August 27, 2015		100	%	the PRC	Xing Rui	Holding Company	December 31
Shenzhen Amuli Industrial Development Company Limited (“Amuli”) *	October 1, 2015		60	%	the PRC	Huaxin	Beverage Producer	December 31
Beijing Yandong Tieshan Oil Products Co., Ltd. (“Tieshan Oil”) *	January 29, 2016 May 16, 2018		51 49	% %	the PRC	Huaxin	Trading of oil products	December 31

__________

* The English names used are translated only.

These consolidated financial statements include the accounts of the Company and its subsidiaries. All material intercompany balances and transactions have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments.

7

Foreign Currency Translation and Re-measurement

The Company translates its foreign operations to U.S. dollar in accordance with ASC 830, “Foreign Currency Matters”.

The Company’s functional currency and reporting currency is the U.S. dollar, subsidiaries’ functional currency is the Chinese Yuan Renminbi (“CNY”), Malaysian Ringgit (“MYR”) and Hong Kong Dollar (“HKD”).

The Company’s subsidiaries, whose functional currency is not the U.S. dollar, translate their records into U.S. dollar as follows:

· Assets and liabilities at the rate of exchange in effect at the balance sheet date

· Equities at historical rate

· Revenue and expense items at the average rate of exchange prevailing during the period

Adjustments arising from such translations are included in accumulated other comprehensive income in shareholders’ equity.

	June 30,		December 31,
	2018		2017
Spot RMB: USD exchange rate	$	0.1510	$	-
Average RMB: USD exchange rate	$	0.1558	$	-
Spot HKD: USD exchange rate	$	0.129	$	-
Average HKD: USD exchange rate	$	0.129	$	-
Spot MYR: USD exchange rate	$	0.2480	$	0.2462
Average MYR: USD exchange rate	$	0.2538	$	0.2326

Concentrations of Credit Risk

The Company’s financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and cash equivalents, and accounts receivable. The Company places its cash and cash equivalents with financial institutions of high credit worthiness. At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits. The Company also review its accounts receivable on a timely manner. The Company’s management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited.

Tieshan Oil

During the six months ended June 30, 2018, one customer, who is a related party, accounted for 94% of revenues of Tieshan Oil.

As of June 30, 2018, three customers accounted for approximately 100% of accounts receivable.

Financial Instruments

The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, other receivable, prepaid expenses and deposits, amount due from related parties, accounts payable and accrued liabilities, short-term loan, deferred revenue and due to stockholders. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments.

Inventory

Inventories, consisting of raw material, are primarily accounted for using the first-in-first-out (“FIFO”). Inventories are measured at the lower of cost and net realizable value. The Company estimates the net realizable value of inventories based on an assessment of expected sales prices. Demand levels and pricing competition could change from time to time. If such factors result in an adverse effect on the Company’s products, the Company might be required to reduce the value of its inventories.

8

Property and equipment

Fixed assets are recorded at cost. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. The useful lives are as follows:

Computer and software	3 years
Furniture and fittings	6 years
Office equipment	4 years
Plant and machinery	5 ~ 10 years
Renovation	3.3 years

Maintenance and repairs are charged to operations as incurred. Expenditures which substantially increase the useful lives of the related assets are capitalized. When properties are disposed of, the related costs and accumulated depreciation are removed from the accounts and any gain or loss is reported in the period the transaction takes place.

Accounting for the impairment of long-lived assets

The long-lived assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of assets may not be recoverable. It is reasonably possible that these assets could become impaired as a result of technology or other industry changes. Determination of recoverability of assets to be held and used is by comparing the carrying amount of an asset to future net undiscounted cash flows to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. During the six months ended June 30, 2018 and 2017, the Company did not impair any long-lived assets.

Revenue Recognition

Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements:

· identify the contract with a customer;

· identify the performance obligations in the contract;

· determine the transaction price;

· allocate the transaction price to performance obligations in the contract; and

· recognize revenue as the performance obligation is satisfied.

Income Taxes and Deferred Taxes

Tax expense in profit or loss comprises current and deferred tax. Current tax and deferred tax are recognized in profit or loss except to the extent that it relates to a business combination or items recognized directly in equity or other comprehensive income.

Deferred tax is recognized using the liability method for all temporary differences between the carrying amounts of assets and liabilities in the statement of financial position and their tax bases. Deferred tax is not recognized for the temporary differences arising from the initial recognition of goodwill, the initial recognition of assets and liabilities in a transaction which is not a business combination and that affects neither accounting nor taxable profit or loss. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the end of the reporting period.

9

Recent Accounting Pronouncements

Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

NOTE 3 - GOING CONCERN

The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet had sufficient revenues to cover its operating cost, and requires additional capital to commence its operating plan. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These factors raise substantial doubt about its ability to continue as a going concern.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan to obtain such resources for the Company include: sales of equity instruments; traditional financing, such as loans; and obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 4 – ACCOUNTS RECEIVABLE

The Company has performed an analysis on all of its accounts receivable and determined that all amounts are collectible by the Company. As such, all accounts receivable are reflected as a current asset and no allowance for bad debt has been recorded as of June 30, 2018 and December 31, 2017. No bad debts were written off for the six months ended June 30, 2018 and 2017. The Company’s accounts receivable consists of only trade receivables from customers which are unrelated to the Company. Trade receivables from customers which are related to the Company are categorized in amount due from related parties (Note 14). As at June 30, 2018 and December 31, 2017, the Company had accounts receivable of $1,151,597 and $129,435, respectively.

NOTE 5 - PREPAID AND OTHER CURRENT ASSETS

Prepaid expense and other current assets at June 30, 2018 and December 31, 2017 consist of the following

	June 30,		December 31,
	2018		2017
Other receivables	$	41,884	$	3,250
Deposits		14,064		13,961
Prepaid expenses		45,029		58,892
	$	100,977	$	76,103

10

NOTE 6 – PLANT AND EQUIPMENT

Property and equipment at June 30, 2018 and December 31, 2017 consist of the following:

	June 30,			December 31,
	2018			2017
Cost:
Computer and software	$	93,425		$	93,893
Furniture and fittings		40,264			39,969
Office equipment		43,115			42,799
Plant and machinery		990,268			738,662
Renovation		49,340			48,978
		1,216,412			964,301
Less: accumulated depreciation		(498,811	)		(204,023	)
Equipment, net	$	717,601		$	760,278

During the three months ended June 30, 2018 and December 31, 2017, the Company recorded depreciation of $58,848 and $50,811, respectively.

NOTE 7 –ACCRUED LIABILITIES AND OTHER PAYABLE

The Company’s accounts payable and accrued liabilities consist of the followings:

	June 30,		December 31,
	2018		2017
Accrued expenses	$	40,193	$	35,121
Deposit received		310		308
Other payables		72,952		22,959
	$	113,455	$	58,388

NOTE 8 – SHORT-TERM LOAN

There are no provisions in the Company’s bank borrowings that would accelerate repayment of debt as a result of a change in credit ratings or a material adverse change in the Company’s business.

The interest rate is 0.5% per month. The loan is secured by 48.83% shares of Tieshan Oil held by Mr. Yang Baojin (“Mr. Yang”). The Loan was due on October 7, 2017 and the outstanding amount of $789,500 (RMB 5,000,000) is currently in default. The Company believes that the carrying value of the equity interest in Tieshan Oil, which is a financial instrument, and which has been pledged by Mr. Yang as collateral for the loan is sufficient to underlie the loan, and the Company has not been requested to add any additional credit enhancements.

During the year ended June 30, 2018, the Company repaid $934,800 (RMB 6,000,000). On June 30, 2018 and December 31, 2017, the Company had a short-term loan balance of $0.

NOTE 9 – CONVERTIBLE NOTE

Onn May 21, 2018, the Company issued the convertible note of $100,000 with a conversion price of one-third of one cent to the related party to repay related party contribution. The convertible note is non-bearing interest and due on May 21, 2019. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $100,000.

On May 30, 2018, the note was fully converted into 30,000,000 shares of common stock.

During the six months ended June 30, 2018, the Company recognized amortization of discount of $100,000.

11

NOTE 10 - STOCKHOLDERS’ EQUITY

The capitalization of the Company consists of the following classes of capital stock as of June 30, 2018:

Preferred Stock

The Company has authorized 15,000,000 shares of preferred stock with a par value of $0.0001 per share. The Board of Directors are authorized to divide the authorized shares of Preferred Stock into one or more series, each of which shall be so designated as to distinguish the shares thereof from the shares of all other series and classes. No shares of preferred stock have been issued.

Common Stock

The Company has authorized 1,000,000,000 shares of common stock with a par value of $0.0001 per share. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.

During the six months ended June 30, 2018, the Company issued 30,000,000 shares of common stock for conversion of debt of $100,000.

As at June 30, 2018 and December 31, 2017, the Company had 520,976,241 and 400,000,000 common shares issued and outstanding.

The Company has no stock option plan, warrants or other dilutive securities.

Additional Paid-In Capital

During the six months ended June 30, 2018, related parties contributed additional paid-in capital in the amount of $54,800, to fund operating expenses and related party contribution of $100,000 was cancelled (see Note 9).

NOTE 11 – RELATED PARTY TRANSACTIONS

Revenue, receivable and prepaid expenses

During the six months ended June 30, 2018, the Company generated revenue from one related party of $4,487,158, which were related company under common control with the Company.

The Company’s amount due from related parties consist of the followings:

	June 30,		December 31,
	2018		2017
Accounts receivable	$	7,761,938	$	-
Prepaid expenses		8,054,685		-
Loans receivable from related parties		163,559		157,863
	$	15,980,182	$	157,863

Accounts payable, other liabilities and loans

As of June 30, 2018, and December 31, 2017, Due to related parties consist of the follows;

	June 30,		December 31,
	2018		2017
Accounts payable and accrued liabilities	$	10,994,498	$	-
Loans payable to related parties		391,299		134,758
	$	11,385,797	$	134,758

12

Contribution

During the six months ended June 30, 2018, related parties, who are shareholders of the Company, forgave debt, in the amount of $54,800 for payments made on behalf of the Company for operating expenses. The amount has been recognized as a contribution to capital.

During the six months ended June 30, 2018, $100,000 recorded as a contribution to capital was cancelled (see Note 9)

NOTE 12 – COMMITMENTS AND CONTINGENCIES

On August 23, 2016, Amuli entered into a lease agreement for office space in Shenzhen city, Guangdong Province, P.R.C. commencing on August 23, 2016 for a three-year lease term. The monthly rental expense is approximately $6,762 (RMB 42,526).

As of December 31, 2017, the outstanding lease commitments are:

Year 1	$	81,140
Year 2		47,332
	$	128,472

NOTE 13 - SEGMENTED INFORMATION

At June 30, 2018, the Company operates in two industry segments, health beverage and oil and gas, and two geographic segments, Malaysia and China, where majority current assets and equipment are located.

Segment assets and liabilities as of June 30, 2018 and December 31, 2017 were as follows:

June 30, 2018	Holding Company		Health beverage			Oil and gas		Nutritional Services		Total Consolidated
Assets
Current assets	$	6,784	$	90,914		$	16,852,386	$	530,649	$	17,480,733
Non-current assets		1,219,807		-			1,985,949		711,439		3,917,195
Liabilities
Current liabilities		124,615		522,447			12,060,099		454,400		13,161,561
Long term liabilities									58,741		58,741
Net assets (liabilities)	$	1,101,976	$	(431,533	)	$	6,778,236	$	728,947	$	8,177,626

December 31, 2017	Holding Company		Health beverage		Oil and gas		Nutritional Services		Total Consolidated
Assets
Current assets	$	-	$	-	$	-	$	488,733	$	488,733
Non-current assets		-		-		-		760,278		760,278
Liabilities
Current liabilities		-		-		-		413,272		413,272
Long term liabilities		-		-		-		78,414		78,414
Net assets (liabilities)	$	-	$	-	$	-	$	757,325	$	757,325

13

Segment revenue and net loss for the three and six months ended June 30, 2018 and 2017 were as follows:

Six Months Ended June 30, 2018	Holding Company			Health beverage			Oil and gas			Nutritional Services			Total Consolidated
Revenue	$	-		$	-		$	4,487,158		$	295,400		$	4,782,558
Cost of goods sold		-			-			(4,424,002	)		(57,184	)		(4,481,186	)
Operating expenses		(23,784	)		(944	)		(11,183	)		(297,094	)		(333,005	)
Other income (expenses)		(100,000	)		-			(2,069	)		2,672			(99,397	)
Provision for income taxes		-			-			(19,005	)		20,797			1,792
Net loss	$	(123,784	)	$	(944	)	$	30,899		$	(35,409	)	$	(129,238	)
Six Months Ended June 30, 2017	Holding Company			Health beverage			Oil and gas			Nutritional Services			Total Consolidated
Revenue	$	-		$	-		$	-		$	594,294		$	594,294
Cost of goods sold		-			-			-			(190,023	)		(190,023	)
Operating expenses		-			-			-			(705,006	)		(705,006	)
Other income (expenses)		-			-			-			58,188			58,188
Provision for income taxes		-			-			-			23,293			23,293
Net (loss) / profirt	$	-		$	-		$	-		$	(219,254	)	$	(219,254	)
Three Months Ended June 30, 2018	Holding Company			Health beverage			Oil and gas			Nutritional Services			Total Consolidated
Revenue	$	-		$	-		$	4,487,158		$	84,368		$	4,571,526
Cost of goods sold		-			-			(4,424,002	)		98,967			(4,325,035	)
Operating expenses		(23,784	)		(944	)		(11,183	)		(106,491	)		(142,402	)
Other income (expenses)		(100,000	)		-			(2,069	)		601			(101,468	)
Provision for income taxes		-			-			(19,005	)		-			(19,005	)
Net loss	$	(123,784	)	$	(944	)	$	30,899		$	77,445		$	(16,384	)
Three Months Ended June 30, 2017	Holding Company			Health beverage			Oil and gas			Nutritional Services			Total Consolidated
Revenue	$	-		$	-		$	-		$	105,563		$	105,563
Cost of goods sold		-			-			-			(19,199	)		(19,199	)
Operating expenses		-			-			-			(220,849	)		(220,849	)
Other income (expenses)		-			-			-			41,651			41,651
Provision for income taxes		-			-			-			(43	)		(43	)
Net loss	$	-		$	-		$	-		$	(92,877	)	$	(92,877	)

NOTE 12 - SUBSEQUENT EVENTS

Management has evaluated subsequent events through the date these financial statements were available to be issued. Based on our evaluation no material events have occurred that require disclosure.

14

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Because they discuss future events or conditions, forward-looking statements may include words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “pursue,” “expect,” “anticipate,” “predict,” “project,” “goals,” “strategy,” “future,” “likely,” “forecast,” “potential,” “continue,” negatives thereof or similar references to future periods. Examples of forward-looking statements include, among others, statements we make regarding future acquisition or merger targets, business strategies, macro-economic and sector-specific trends, future cash flows, financing plans, plans and objectives of management and any other statements which are not statements of historical facts.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual future results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, legal and regulatory changes in the jurisdictions in which we operate, volatility or decline in our stock price, potential fluctuation of our quarterly results, rapid adverse changes in markets, decline in demand for our goods and services, insufficient revenues to cover our operating costs and such other factors as discussed throughout this Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations of this Quarterly Report on Form 10-Q.

Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Overview

Resort Savers, Inc. (“we,” “us,” “our,” the “Company,” “Resort Savers” or “RSSV”) was incorporated in the State of Nevada on June 25, 2012. At formation, the Company was authorized to issue 100,000,000 shares of common stock, par value $0.0001 per share, and 15,000,000 shares of preferred stock, par value $0.0001 per share. Our fiscal year end is December 31. Resort Savers has limited cash on hand. We have sustained losses since inception and have relied solely upon the sale of our securities for funding. Resort Savers has never declared bankruptcy, been in receivership, or been involved in any kind of legal proceeding.

On August 1, 2014, a change of control of the Company occurred, whereby a controlling interest in the Company was sold by Michelle LaCour, our former President, Chief Executive Officer, Chief Financial Officer, Treasurer and Director and a former 5% stockholder, and James LaCour, our former Secretary and Director and a former 5% stockholder, to the following: (1) Zhou Gui Bin (236,733 shares at a purchase price of $0.20 per share); (2) Zhou Wei (236,733 shares at a purchase price of $0.20 per share); and (3) Zong Xin International Investment Holdings Co. LTD (“Zong Xin”) (1,636,734 shares at a purchase price of $0.20 per share). On August 11, 2014, in connection with the transfer of shares described in this paragraph, Ms. LaCour and Mr. LaCour resigned from each of their roles as officers and Directors of the Company, and they were replaced by Zhou Gui Bin as President, CEO and Director, and Zhou Wei as Treasurer, CFO, Secretary and Director.

On September 25, 2014 the Company effected a forward stock split of 10 shares of common stock for each share held, or an additional nine shares were issued for each common share held. All share and per share information has been retroactively restated for financial presentation of prior periods.

15

Worx America, Inc.

From January 2015 through March 2015, the Company, by and through its wholly owned subsidiary, Xing Rui, acquired 20,068,750 shares of common stock (representing 20% of the issued and outstanding common stock) of Worx America, Inc. (“Worx”), a private company based in Houston, Texas, in exchange for $1,650,000 cash and 1,000,000 shares of common stock of Borneo Resource Investments Ltd. (“BRNE”) with a value of $350,000. Specifically, on January 28, 2015, the Company paid $350,000 cash in exchange for 5,403,728 common shares of Worx, on March 20, 2015, the Company paid $1,300,000 cash and transferred 1,000,000 shares of common stock of BRNE in exchange for 14,665,022 common shares of Worx. The Company accounted for this investment using the equity method, with an initial cost of $2,000,000.

Worx designs automated solutions for industrial, environmental and energy industries to improve efficiency and systems output. The Worx automated robotic tank cleaning system reduces tank cleaning time, reduces or eliminates the need for personnel to enter tanks, and may reduce the volume of solvents used to clean a tank.

Shenzhen Amuli Industrial Development Co. Ltd.

On October 1, 2015, the Company issued 3,033,926 shares of its common stock to Xu Xiao Yun in exchange for sixty percent (60%) of Shenzhen Amuli Industrial Development Co. Ltd., a PRC corporation (“Amuli”). The equity of Amuli that was transferred by Xu Xiao Yun is held by Huaxin, which was formed by Xing Rui for the purpose of holding the equity of Amuli and other PRC subsidiaries. The purchase price was valued $2,400,000.

Amuli seeks to develop, market and sale the health beverage drink Kvass and hopes to generate sales and profits in 2018.

Amendment to Articles of Incorporation

On October 9, 2015, we amended our articles of incorporation to increase the maximum number of authorized shares of common stock to 1,000,000,000 shares. We did not amend the number of authorized shares of preferred stock or par values for common stock or preferred stock.

Beijing Yandong Tieshan Oil Products Co., Ltd.

On January 29, 2016, the Company entered into an exchange agreement (the “Tieshan Oil Exchange Agreement”) with Mr. Yang, a citizen of the PRC, and the Company’s subsidiary Huaxin. Mr. Yang is the president and majority owner of Tieshan Oil. Pursuant to the Tieshan Oil Exchange Agreement, the Company issued 4,800,000 shares of its common stock to Mr. Yang, who delivered to Huaxin an ownership interest in Tieshan Oil such that Huaxin at the time of closing owned 51% of all ownership interests in Tieshan Oil (the “Tieshan Oil Exchange”). The Company held 1,200,000 shares of its common stock in escrow (the “Escrow Shares”) to issue to Mr. Yang twelve months following the closing of the Tieshan Oil Exchange, in connection with the successful performance of certain covenants by Mr. Yang. The Company did not issue the Escrow Shares to Mr. Yang in connection with the Tieshan Oil Exchange.

On May 16, 2018, the Company completed its acquisition of Tieshan Oil by entering into a second share exchange agreement (the “Second Tieshan Oil Exchange Agreement”) with Mr. Yang. Pursuant to the Second Tieshan Oil Exchange Agreement, the Company, through Huaxin, agreed to acquire the remaining 49% of Tieshan Oil held by Mr. Yang, in exchange for the issuance to Mr. Yang of 16,000,000 shares of the Company’s common stock (the “Tieshan Oil Acquisition”). The Tieshan Oil Acquisition closed simultaneously with the execution of the Second Tieshan Oil Exchange Agreement.

Tieshan Oil is principally engaged in the trading of oil, gas and lubricant products within the PRC.

16

Abandonment of Plans to Acquire Dusun Eco Resort (2005) Sdn. Bhd.

On December 7, 2017, the Company entered into a Share Exchange Agreement (the “Dusun Exchange Agreement”) with Dusun Eco Resort (2005) Sdn. Bhd., a limited liability company registered under the laws of Malaysia (“Dusun Eco”), and the shareholders of Dusun Eco (the “Dusun Sellers”), by which the Company agreed to acquire all of the issued and outstanding stock of Dusun Eco in exchange for the issuance of 400,000,000 shares of the Company’s common stock. After further review of the due diligence materials related to the Exchange, the Company’s Board of Directors felt that it was in the Company’s best interest to terminate the Dusun Exchange Agreement. On February 9, 2018, the Company, Dusun Eco and the Dusun Sellers entered into a Termination of Share Exchange Agreement (the “Dusun Termination Agreement”), by which the Company, Dusun Eco and the Dusun Sellers agreed to terminate the Dusun Exchange Agreement with no legal consequence to any of the parties to the Dusun Exchange Agreement.

Admall Sdn. Bhd.

On February 9, 2018, the Company entered into a Share Exchange Agreement (the “Admall Exchange Agreement”) with Admall Sdn. Bhd., a limited liability company incorporated in Malaysia (“Admall”), and Boon Jin “Patrick” Tan, the owner of 100% of the equity interests in Admall. Pursuant to the Admall Exchange Agreement, the Company acquired from Mr. Tan all outstanding equity interests of Admall in exchange for 400,000,000 shares of common stock of the Company (the “Admall Acquisition”). On May 16, 2018, the Company closed the Admall Acquisition.

Admall engages in the business of providing nutrition consultancy services and training as well as selling health products through an online store.

Change of Management

On February 9, 2018, concurrently with the execution of the Admall Exchange Agreement and the Dusun Termination Agreement, Zhou Gui Bin resigned from his positions as President, CEO, Secretary and Director of the Company, and Zhou Wei resigned from his positions as Treasurer, CFO and Director of the Company. The departing Directors approved, by written consent in lieu of special meeting of the Board of Directors, the appointment of Mr. Ding-Shin “DS” Chang and Mr. Boon Jin “Patrick” Tan as the new Directors of the Company and submitted such appointment for approval and ratification by the Company’s stockholders. The Company’s departing Directors also appointed Mr. DS Chang as the Company’s President and CEO, Mr. Tan as the Company’s Treasurer and CFO, and Mr. Liang-Yu “Jacky” Chang as the Company’s Secretary, all of whom are to serve on an at-will basis until their resignation or removal by the Company’s Board of Directors.

Change in Fiscal Year End; Change to Bylaws; Reverse Stock Split; Corporate Name Change

On July 3, 2018, our Board of Directors approved a change in our Fiscal Year End from January 31 to December 31. The Company now operates on a fiscal year ending on December 31. The Company changed its bylaws to reflect the change in Fiscal Year End.

Contemporaneously with the change in Fiscal Year End, our Board of Directors approved a reverse one-for-thirty (1-for-30) stock split (the “Reverse Split”) of the Company’s issued and outstanding common stock, par value $0.0001 per share and a change of corporate name from “Resort Savers, Inc.” to “SCGI Group Holding, Inc.” The Reverse Split will have no effect on the number of authorized common stock of the Company, nor will it affect the authorized or issued and outstanding shares of preferred stock, par value $0.0001 per share, since the Company has no shares of preferred stock issued or outstanding. The Reverse Split and change in corporate name will be effective upon approval by FINRA. No adjustments have been made to the financial statements.

17

Results of Operations

Our operations for the three and six months ended June 30, 2018 are outlined below:

Due to reverse acquisition accounting (see Note 1 of the interim financial statements), the Results of operations are not comparable for 2017. Due to acquisition accounting, Admall is the accounting acquirer on May 16, 2018 (“acquisition date”), and all operating results prior to May 16, 2018, are those of Admall only. For periods after the acquisition date, results of operations are those of the Company on a consolidated basis.

Three months ended June 30, 2018 compared to three months ended June 30, 2017

	Three months ended
	June 30,				Change
	2018		2017		Amount
Revenue	$	4,571,526	$	105,563	$	4,465,963
Cost of Goods Sold	$	4,325,035	$	19,199	$	4,305,836
Gross Profit	$	246,491	$	86,364	$	160,127
Operating expenses	$	142,402	$	220,849	$	(78,447	)
Net loss	$	16,384	$	92,877	$	(76,493	)

For the three months ended June 30, 2018 and 2017 our results of operations segment, are as follows:

Three Months Ended June 30, 2018	Holding Company			Health beverage			Oil and gas			Nutritional Services			Total Consolidated
Revenue	$	-		$	-		$	4,487,158		$	84,368		$	4,571,526
Cost of goods sold		-			-			(4,424,002	)		98,967			(4,325,035	)
Operating expenses		(23,784	)		(944	)		(11,183	)		(106,491	)		(142,402	)
Other income (expenses)		(100,000	)		-			(2,069	)		601			(101,468	)
Provision for income taxes		-			-			(19,005	)		-			(19,005	)
Net loss	$	(123,784	)	$	(944	)	$	30,899		$	77,445		$	(16,384	)

Three Months Ended June 30, 2017	Holding Company		Health beverage		Oil and gas		Nutritional Services			Total Consolidated
Revenue	$	-	$	-	$	-	$	105,563		$	105,563
Cost of goods sold		-		-		-		(19,199	)		(19,199	)
Operating expenses		-		-		-		(220,849	)		(220,849	)
Other income (expenses)		-		-		-		41,651			41,651
Provision for income taxes		-		-		-		(43	)		(43	)
Net loss	$	-	$	-	$	-	$	(92,877	)	$	(92,877	)

18

Six months ended June 30, 2018 compared to Six months ended June 30, 2017

	Six months ended
	June 30,				Change
	2018		2017		Amount
Revenue	$	4,782,558	$	594,294	$	4,188,264
Cost of Goods Sold	$	4,481,186	$	190,023	$	4,291,163
Gross Profit	$	301,372	$	404,271	$	(102,899	)
Operating expenses	$	333,005	$	705,006	$	(372,001	)
Net loss	$	129,238	$	219,254	$	(90,016	)

For the three months ended June 30, 2018 and 2017 our results of operations segment, are as follows:

Six Months Ended June 30, 2018	Holding Company			Health beverage			Oil and gas			Nutritional Services			Total Consolidated
Revenue	$	-		$	-		$	4,487,158		$	295,400		$	4,782,558
Cost of goods sold		-			-			(4,424,002	)		(57,184	)		(4,481,186	)
Operating expenses		(23,784	)		(944	)		(11,183	)		(297,094	)		(333,005	)
Other income (expenses)		(100,000	)		-			(2,069	)		2,672			(99,397	)
Provision for income taxes		-			-			(19,005	)		20,797			1,792
Net loss	$	(123,784	)	$	(944	)	$	30,899		$	(35,409	)	$	(129,238	)

Six Months Ended June 30, 2017	Holding Company		Health beverage		Oil and gas		Nutritional Services			Total Consolidated
Revenue	$	-	$	-	$	-	$	594,294		$	594,294
Cost of goods sold		-		-		-		(190,023	)		(190,023	)
Operating expenses		-		-		-		(705,006	)		(705,006	)
Other income (expenses)		-		-		-		58,188			58,188
Provision for income taxes		-		-		-		23,293			23,293
Net loss	$	-	$	-	$	-	$	(219,254	)	$	(219,254	)

19

Liquidity and Capital Resources

The following table provides selected financial data about our company as of April 30, 2018 and January 31, 2018, respectively.

Working Capital

The following table provides selected financial data about our company as of June 30, 2018 and December 31, 2017, respectively.

	June 30,		December 31,		Change
	2018		2017		Amount
Cash	$	150,096	$	989	$	149,107
Current Assets	$	17,480,733	$	488,733	$	16,992,000
Current Liabilities	$	13,161,561	$	413,272	$	12,748,289
Working Capital	$	4,319,172	$	75,461	$	4,243,711

As of December 31, 2017, the working capital is only that of Admall and for June 30, 2018 it is for the consolidated Company.

Cash Flows

	Six months ended
	June 30,						Change
	2018			2017			Amount
Cash Flows provided by (used in) operating activities	$	810,106		$	(111,813	)	$	921,919
Cash Flows used in investing activities	$	89,690		$	6,931		$	82,759
Cash Flows used in financing activities	$	(868,610	)	$	-		$	(868,610	)
Effects on changes in foreign exchange rate	$	117,921		$	(1,996	)	$	119,917
Net decrease in cash during period	$	149,107		$	(106,878	)	$	(42,229	)

Cash Flow from Operating Activities

During the six months ended June 30, 2018, our Company generated $810,106 in operating activities, compared to $111,813 used in operating activities during the six months ended June 30, 2017. The cash used in operating activities for the three months ended April 30, 2018, was attributed to a decrease in changes in operations assets and liabilities.

Cash Flow from Investing Activities

During the six months ended June 30, 2018 and 2017 we had cash from investing activities of $89,690 and 6,931, respectively.

Cash Flow from Financing Activities

During the six months ended June 30, 2018, our Company reapid short-term loan for $934,80 and received $66,190 in cash from related parties. For the six months ended June 30, 2017 we did not have any cash flows from financing activities.

20

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a “smaller reporting company,” we are not required to provide the information required by this Item.

Item 4. Controls and Procedures

Management’s Report on Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our president (our principal executive officer and principal financial officer) to allow for timely decisions regarding required disclosure.

As of the end of the quarter covered by this Quarterly Report on Form 10-Q, we carried out an evaluation, under the supervision and with the participation of our president (our principal executive officer, principal financial officer and principle accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our president (our principal executive officer and principal financial officer) concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this Quarterly Report on Form 10-Q.

Changes in Internal Controls

There have been no changes in our internal controls over financial reporting that occurred during the quarter ended June 30, 2018, that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.

21

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

Item 1A. Risk Factors

As a “smaller reporting company,” we are not required to provide the information required by this Item.

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.

22

Item 6. Exhibits

Exhibit Number	Description
31.1*	Certification of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*	Certification of the Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**	Certification of the Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**	Certification of the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS**	XBRL Instance Document
101.SCH**	XBRL Taxonomy Extension Schema Document
101.CAL**	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF**	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**	XBRL Taxonomy Extension Label Linkbase Document
101.PRE**	XBRL Taxonomy Extension Presentation Linkbase Document

_________

* Filed herewith.

** Deemed furnished and not filed.

23

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	RESORT SAVERS, INC.
	(Registrant)
Dated: August 20, 2018	/s/ DS Chang
	Ding-Shin “DS” Chang
	President, Chief Executive Officer and Director
	(Principal Executive Officer)

24