UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
| [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
FOR THE FISCAL YEAR ENDED FEBRUARY 28, 2018
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: 333-218806
Majulah Investment, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 30-1011432 | ||
|
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | ||
|
1180 Avenue of Americas, 8th Floor, New York, NY |
|||
| 10036 | |||
| (Address of Principal Executive Offices) | (Zip Code) |
(Former name, former address and former fiscal year, if changed since last report)
Securities to be registered under Section 12(b) of the Act: None
Securities to be registered under Section 12(g) of the Exchange Act:
Title of each class: Common Stock, $0.0001
Name of each exchange on which registered: N/A
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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
[ ] Yes [X] No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
[ ] Yes [X] No
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 [ ] 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 [ ] No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
[ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer ☐ | Accelerated filer ☐ | Non-accelerated
filer ☐ (Do not check if a smaller reporting company) | ||
| Smaller reporting company ☒ | Emerging growth company ☒ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
[ ] Yes [X ] No
At August 31, 2017, the last business day of the Registrant’s most recently completed second fiscal quarter, the aggregate market value of the voting common stock held by non-affiliates of the Registrant (without admitting that any person whose shares are not included in such calculation is an affiliate) was approximately $0.
At August 31, 2017, there was 20,000,000 shares of the Registrant’s common stock, par value $0.0001 per share, outstanding.
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EXPLANATORY NOTE
This Amendment No. 1 to the Form 10-K Annual Report (the "Amendment") amends the Form 10-K Annual Report of Majulah Investment, Inc. (the "Company") for the fiscal year ended February 28, 2018 originally filed with the U.S. Securities and Exchange Commission on June 26, 2018, (the "Original Form 10-K"). The sole purpose of this Amendment is to furnish the interactive data files that comprise Exhibit 101. The Amendment includes the exhibit index in Part IV, Item 15 of the Original Form 10-K and includes files relevant to Exhibit 101 that were excluded in the Original Form 10-K.
Except as described above, the Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Form 10-K in any way. Those sections of the Original Form 10-K that are unaffected by the Amendment are not included herein. The Amendment continues to speak as of the date of the Original Form 10-K. Furthermore, the Amendment does not reflect events occurring after the dates of the Original Form 10-K. Accordingly, the Amendment should be read in conjunction with the Original Form 10-K.
101.INS - XBRL Instance Document
101.SCH - XBRL Taxonomy Schema
101.CAL - XBRL Taxonomy Calculation Linkbase
101.DEF - XBRL Taxonomy Definition Linkbase
101.LAB - XBRL Taxonomy Label Linkbase
101.PRE - XBRL Taxonomy Presentation Linkbase
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PART IV
Item 15. Exhibits, Financial Statement Schedules.
(a) Financial Statements
1. Financial statements for our company are listed in Part II, Item 8 in the Original Form 10-K filed on June 26, 2018.
2. All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto filed in the Original Form 10-K filed on June 26, 2018.
(b) Exhibits required by Item 601 of Regulation S-K.
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) Financial Statements
1. Financial statements for our company are listed in the index under Item 8 of this document
2. All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.
(b) Exhibits required by Item 601 of Regulation S-K.
| Exhibit No. | Description | |
| 3.1 | Certificate of Incorporation (1) | |
| 31 | Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s report on Form 10-K (3) | |
| 32 | Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (3) | |
| 101.INS | XBRL Instance Document (2) | |
| 101.SCH | XBRL Taxonomy Extension Schema (2) | |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase (2) | |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase (2) | |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase (2) | |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase (2) | |
(1) Filed as an exhibit to the Company's Registration Statement on Form S-1/A, as filed with the SEC on December 14, 2017, and incorporated herein by this reference.
(2) Users of this data are advised that, pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or Annual Report for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Exchange Act of 1934 and otherwise are not subject to liability.
(3) Filed herewith.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Majulah Investment, Inc.
(Registrant)
By: /s/ Ding Jie Lin
Ding Jie Lin, director, principal executive officer, principal financial officer, principal accounting officer
Dated: June 29, 2018
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: /s/ Ding Jie Lin
Ding Jie Lin, director, principal executive officer, principal financial officer, principal accounting officer
Dated: June 29, 2018
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EXHIBIT 31.1
Majulah Investment, INC.
OFFICER'S CERTIFICATE PURSUANT TO SECTION 302
I, Ding Jie Lin, certify that:
1. I have reviewed this report on Form 10-K/A of Majulah Investment, Inc.;
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;
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 small business issuer as of, and for, the periods presented in this report;
4. The small business issuer’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 small business issuer 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 small business issuer, 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 over financial reporting 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;
c. Evaluated the effectiveness of the small business issuer'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
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 small business owner’s other certifying officer and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small issuer'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 small business issuer'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 small business issuer's internal control over financial reporting.
Dated: June 29, 2018
By: /s/ Ding Jie Lin
Ding Jie Lin,
Chief Executive Officer
(Principal Executive Officer)
EXHIBIT 31.2
Majulah Investment, INC.
OFFICER'S CERTIFICATE PURSUANT TO SECTION 302
I, Ding Jie Lin, certify that:
1. I have reviewed this report on Form 10-K/A of Majulah Investment, Inc.;
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;
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 small business issuer as of, and for, the periods presented in this report;
4. The small business issuer’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 small business issuer 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 small business issuer, 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 over financial reporting 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;
c. Evaluated the effectiveness of the small business issuer'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
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 small business owner’s other certifying officer and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small issuer'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 small business issuer'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 small business issuer's internal control over financial reporting.
Dated: June 29, 2018
By: /s/ Ding Jie Lin
Ding Jie Lin,
Chief Financial Officer
(Principal Financial Officer)
EXHIBIT 32.1
Majulah Investment, INC.
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 Annual Report of Majulah Investment, Inc. (the Company) on Form 10-K/A for the year ended February 28, 2018 as filed with the Securities and Exchange Commission on the date hereof (the Report), I, Ding Jie Lin, Principal Executive Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
A signed original of this written statement required by Section 906 has been provided to Ding Jie Lin and will be retained by Majulah Investment, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
Dated: June 29, 2018
By: /s/ Ding Jie Lin
Ding Jie Lin,
Chief Executive Officer
(Principal Executive Officer)
EXHIBIT 32.2
Majulah Investment, INC.
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 Annual Report of Majulah Investment, Inc. (the Company) on Form 10-K/A for the year ended February 28, 2018 as filed with the Securities and Exchange Commission on the date hereof (the Report), I, Ding Jie Lin, Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
A signed original of this written statement required by Section 906 has been provided to Ding Jie Lin and will be retained by Majulah Investment, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
Dated: June 29, 2018
By: /s/ Ding Jie Lin
Ding Jie Lin,
Chief Financial Officer
(Principal Financial Officer)
Document and Entity Information - USD ($) |
12 Months Ended | |
|---|---|---|
Feb. 28, 2018 |
Jun. 25, 2018 |
|
| Document And Entity Information | ||
| Entity Registrant Name | Majulah Investment, Inc. | |
| Entity Central Index Key | 0001702916 | |
| Amendment Flag | false | |
| Current Fiscal Year End Date | --02-28 | |
| Is Entity's Reporting Status Current? | Yes | |
| Is Entity a Well-Known Seasoned Issuer? | No | |
| Is Entity a Voluntary Filer? | No | |
| Document Type | 10-K | |
| Document Period End Date | Feb. 28, 2018 | |
| Document Fiscal Year Focus | 2018 | |
| Document Fiscal Period Focus | FY | |
| Entity Filer Category | Smaller Reporting Company | |
| Entity Public Float | $ 200,000 | |
| Entity Common Stock, Shares Outstanding | 22,000,000 |
Balance Sheets (Audited) - USD ($) |
Feb. 28, 2018 |
Feb. 28, 2017 |
|---|---|---|
| ASSETS | ||
| TOTAL ASSETS | ||
| Current liabilities: | ||
| Loan from sole director | 62,713 | 50,052 |
| Accrued Expenses | 7,100 | 154,515 |
| Total Current Liabilities | 69,813 | 204,567 |
| TOTAL LIABILITIES | 69,813 | 204,567 |
| Stockholders' deficit: | ||
| Preferred stock ($.0001 par value, 20,000,000 shares authorized; none issued and outstanding as of February 28, 2018 and February 28, 2017) | ||
| Common stock ($.0001 par value, 500,000,000 shares authorized, 20,000,000 shares issued and outstanding as of February 28, 2018 and February 28, 2017) | 2,000 | 2,000 |
| Additional paid-in capital | 515 | 515 |
| Accumulated deficit | (72,328) | (207,082) |
| Total stockholders' deficit | (69,813) | (204,567) |
| Total liabilities and stockholders' (deficit) |
Balance Sheets (Audited) (Parenthetical) - $ / shares |
Feb. 28, 2018 |
Feb. 28, 2017 |
|---|---|---|
| Statement of Financial Position [Abstract] | ||
| Preferred stock, par value | $ .0001 | $ .0001 |
| Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
| Preferred stock, shares issued | 0 | 0 |
| Preferred stock, shares outstanding | 0 | 0 |
| Common stock, par value | $ .0001 | $ .0001 |
| Common stock, shares authorized | 500,000,000 | 500,000,000 |
| Common stock, shares issued | 20,000,000 | 20,000,000 |
| Common stock, shares outstanding | 20,000,000 | 20,000,000 |
Statements of Operations (Audited) - USD ($) |
12 Months Ended | |
|---|---|---|
Feb. 28, 2018 |
Feb. 28, 2017 |
|
| Operating Expenses: | ||
| General and administrative expenses | $ 15,246 | $ 207,082 |
| Total operating expenses | 15,246 | 207,082 |
| Operating Loss | (15,246) | (207,082) |
| Other Income | ||
| Imputed Interest | 4,570 | 1,791 |
| Net Income/ (Loss) | $ (19,816) | $ (208,873) |
| Basic and Diluted Net Loss- Per Common Share | $ (0.00) | $ (0.01) |
| Weighted average number of common shares outstanding –Basic and Diluted | 20,000,000 | 20,000,000 |
Statements of Changes in Stockholder's Deficit (Audited) - 12 months ended Feb. 28, 2018 - USD ($) |
Par Value Common Stock |
Additional Paid-In Capital |
Accumulated Deficit |
Total |
|---|---|---|---|---|
| Beginning balance at Feb. 28, 2017 | $ 2,000 | $ 2,306 | $ (208,873) | $ (204,567) |
| Net income/ loss | (19,816) | 19,816 | ||
| Loan forgiveness from related party | 150,000 | 150,000 | ||
| Imputed Interest | 4,570 | 4,570 | ||
| Ending Balance at Feb. 28, 2018 | $ 2,000 | $ 156,876 | $ (228,689) | $ (69,813) |
Statements of Cash Flows (Audited) - USD ($) |
12 Months Ended | |
|---|---|---|
Feb. 28, 2018 |
Feb. 28, 2017 |
|
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||
| Net Income/ (loss) | $ (19,816) | $ (208,873) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||
| Imputed Interest | 4,570 | 1,791 |
| Share based compensation | 2,000 | |
| Changes in current assets and liabilities | ||
| Accrued Expenses | 2,585 | 154,515 |
| Net cash used in operating activities | (12,661) | (50,567) |
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||
| Expenses contributed to capital | 515 | |
| Loan from sole director | 12,661 | 50,052 |
| Net Cash provided by financing activities | (12,661) | (50,567) |
| Net increase in cash | ||
| Cash at beginning of year | ||
| Cash at end of year | ||
| Loan Forgiveness | $ 150,000 | |
Note 1 - Organization and Description of Business |
12 Months Ended |
|---|---|
Feb. 28, 2018 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| Organization and Description of Business | Note 1 – Organization and Description of Business Majulah Investment, Inc., a Delaware corporation (“the Company”) was incorporated under the laws of the State of Delaware on August 31, 2016 with the name Majulah Investment, Inc.
The Company has elected February 28th as its fiscal year end. The Company is an early stage Company that intends to provide property management services to retail, commercial, and residential properties in major cities and hubs globally. The Company has an initial focus on the Asian and US markets.
|
Note 2 - Summary of Significant Accounting Policies |
12 Months Ended |
|---|---|
Feb. 28, 2018 | |
| Accounting Policies [Abstract] | |
| Summary of Significant Accounting Policies |
Note 2 – Summary of Significant Accounting Policies
Basis of Presentation
This summary of significant accounting policies is presented to assist in understanding the Company's financial statements. These accounting policies conform to accounting principles, generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements.
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates.
Cash and Cash Equivalents
The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents at February 28, 2018 and February 28, 2017 were $0.
Income Taxes
The Company accounts for income taxes under ASC 740, “Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized at February 28, 2018 or 2017.
Basic Earnings (Loss) Per Share
The Company computes basic and diluted earnings (loss) per share in accordance with ASC Topic 260, Earnings per Share. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. Diluted earnings (loss) per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company.
The Company does not have any potentially dilutive instruments as of February 28, 2018 or 2017 and, thus, anti-dilution issues are not applicable.
Fair Value of Financial Instruments The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: - Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. - Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. - Level 3 - Inputs that are both significant to the fair value measurement and unobservable.
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of February 28, 2018 or 2017. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accrued expenses. Related Parties The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. Share-Based Compensation
ASC 718, “Compensation – Stock Compensation”, prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).
The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity – Based Payments to Non-Employees.” Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.
The Company had no stock-based compensation plans as of February 28, 2018. The Company’s stock based compensation for the years ended February 28, 2018 and February 28, 2017 was $0 and $2,000, respectively.
Recently Issued Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Note 3 - Going Concern |
12 Months Ended |
|---|---|
Feb. 28, 2018 | |
| Going Concern [Abstract] | |
| Going Concern |
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 that contemplates the realization of assets and liquidation of liabilities in the normal course of business.
The Company demonstrates adverse conditions that raise substantial doubt about the Company's ability to continue as a going concern for one year following the issuance of these financial statements. These adverse conditions are negative financial trends, specifically operating loss, working capital deficiency, negative cash flow from operating activities, and other adverse key financial ratios.
The Company has not established any source of revenue to cover its operating costs. Management plans to fund operating expenses with related party contributions to capital. There is no assurance that management's plan will be successful.
The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.
|
Note 4 - Income Taxes |
12 Months Ended |
|---|---|
Feb. 28, 2018 | |
| Income Tax Disclosure [Abstract] | |
| Income Taxes |
Note 4 – Income Taxes
The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the period presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. As of February 28, 2018, the Company has incurred a net loss of $19,816 which resulted in a net operating loss carryforward of $237,050 for income tax purposes. NOLs begin expiring in 2037. The loss results in a deferred tax asset of approximately $14,781 at the effective statutory rate of 21%. The deferred tax asset has been off-set by an equal valuation allowance.
|
Note 5 - Commitments and Contingencies |
12 Months Ended |
|---|---|
Feb. 28, 2018 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| Commitments and Contingencies |
Note 5 – Commitments and Contingencies
The Company follows ASC 450-20, Loss Contingencies, to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of February 28, 2018 and 2017.
|
Note 6 - Shareholder's Equity |
12 Months Ended |
|---|---|
Feb. 28, 2018 | |
| Equity [Abstract] | |
| Shareholders' Equity |
Note 6 – Shareholder’s Equity
Preferred Stock
The authorized preferred stock of the Company consists of 20,000,000 shares with a par value of $0.0001. The Company had no shares of preferred stock issued and outstanding as of February 28, 2018 and February 28, 2017.
Common Stock
The authorized common stock of the Company consists of 500,000,000 shares with a par value of $0.0001. There were 20,000,000 shares of common stock issued and outstanding as of February 28, 2018 and February 28, 2017.
The Company did not have any options or warrants outstanding as of February 28, 2018 and February 28, 2017.
|
Note 7 - Related Party Transactions |
12 Months Ended |
|---|---|
Feb. 28, 2018 | |
| Related Party Transactions [Abstract] | |
| Related Party Transactions |
Note 7 – Related-Party Transactions
On August 31, 2016, the Company issued 20,000,000 shares of restricted common stock with a par value of $.0001, to Ding Jie Lin, our President, CEO and CFO. The shares were issued in exchange for developing our business plan and the Company recorded $2,000 as stock compensation.
During the years ended February 28, 2017 and 2018, our sole officer and director, Mr. Ding Jie Lin, paid $12,661 and $50,052 in expenses, primarily professional fees, on behalf of the Company. These payments are considered loans to the Company. They are noninterest-bearing and are payable on demand. Total amount due as of February 28, 2018 and 2017 is $62,713 and $50,052 respectively.
At this time we utilize the home office space of our sole Officer and Director Ding Jie Lin at no cost.
|
Note 8 - Subsequent Events |
12 Months Ended |
|---|---|
Feb. 28, 2018 | |
| Subsequent Events [Abstract] | |
| Subsequent Events |
Note 8 – Subsequent Events
Subsequent to our fiscal year end, we had professional fees paid by our CEO, totaling $7,100, made on behalf of the Company.
During the month of May 2018, the Company sold 2,000,000 shares of common stock at $0.10 per share pursuant to the Company’s Registration Statement, deemed effective on December 27, 2017. The gross proceeds from the sale of stock totaled $200,000.
|
Significant Accounting Policies (Policies) |
12 Months Ended |
|---|---|
Feb. 28, 2018 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| Basis of Presentation |
Basis of Presentation
This summary of significant accounting policies is presented to assist in understanding the Company's financial statements. These accounting policies conform to accounting principles, generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements. |
| Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates. |
| Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents at February 28, 2018 and February 28, 2017 were $0. |
| Income Taxes | Income Taxes
The Company accounts for income taxes under ASC 740, “Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized at February 28, 2018. |
| Basic Earnings (Loss) Per Share | Basic Earnings (Loss) Per Share
The Company computes basic and diluted earnings (loss) per share in accordance with ASC Topic 260, Earnings per Share. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. Diluted earnings (loss) per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. The Company does not have any potentially dilutive instruments as of February 28, 2018 and, thus, anti-dilution issues are not applicable. |
| Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: - Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. - Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. - Level 3 - Inputs that are both significant to the fair value measurement and unobservable. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of February 28, 2018. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accrued expenses. |
| Related Parties | Related Parties The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. |
| Share-Based Compensation | Share-Based Compensation ASC 718, “Compensation – Stock Compensation”, prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity – Based Payments to Non-Employees.” Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date. The Company had no stock-based compensation plans as of February 28, 2018. The Company’s stock based compensation for the years ended February 28, 2018 and February 28, 2017 was $0 and $2,000, respectively. |
| Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
| Label | Element | Value |
|---|---|---|
| Contributed Capital | majulah_Contributedcapital | $ 515 |
| Shares issued for services rendered at par value | us-gaap_StockIssuedDuringPeriodSharesNewIssues | 2,000 |
| Net income/ loss | us-gaap_ProfitLoss | $ (208,873) |
| Additional Paid-In Capital | ||
| Contributed Capital | majulah_Contributedcapital | 515 |
| Imputed Interest | majulah_Imputedinterest | $ 1,791 |
| Shares issued for services rendered at par value | us-gaap_StockIssuedDuringPeriodSharesNewIssues | |
| Net income/ loss | us-gaap_ProfitLoss | |
| Accumulated Deficit | ||
| Contributed Capital | majulah_Contributedcapital | |
| Shares issued for services rendered at par value | us-gaap_StockIssuedDuringPeriodSharesNewIssues | |
| Net income/ loss | us-gaap_ProfitLoss | $ (208,873) |
| Par Value Common Stock | ||
| Contributed Capital | majulah_Contributedcapital | |
| Shares issued for services rendered at par value | us-gaap_StockIssuedDuringPeriodSharesNewIssues | 2,000 |
| Net income/ loss | us-gaap_ProfitLoss |