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Biostar Angel Stem Cell Corp
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<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b>1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES</b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">NATURE OF OPERATIONS</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Biostar Angel Stem Cell Corporation (formerly
Lily Grove Acquisition Corporation) (“the Company”) was incorporated on May 17, 2017 under the laws of the state of
Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. The Company
has been in the developmental stage since inception and its operations to date have been limited to capital raising and debt financing
activities, effecting a change in control, and the filing a registration statement on Form 10 on September 11, 2017 with the Securities
and Exchange Commission pursuant to the Securities Exchange Act of 1934 as amended to register its class of common stock. The Company
will attempt to locate and negotiate with a business entity for the combination of that target company with the Company. We expect
that the combination will take the form of a merger, stock-for-stock exchange or stock-for-assets exchange. We expect that the
target company will wish to structure the business combination to be within the definition of a tax-free reorganization under Section
351 or Section 368 of the Internal Revenue Code of 1986, as amended. No assurances can be given that the Company will be successful
in locating or negotiating a transaction with any target company. The Company has been formed to provide a method for a foreign
or domestic private company to become a reporting company with a class of securities registered under the Securities Exchange Act
of 1934.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">BASIS OF PRESENTATION</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">The summary of significant accounting policies
presented below is designed to assist in understanding the Company’s financial statements. Such financial statements and
accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity.
These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”)
in all material respects, and have been consistently applied in preparing the accompanying financial statements.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">December 31 is the fiscal year end for the
Company.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">USE OF ESTIMATES</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">The preparation of financial statements in
conformity with GAAP 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 periods. Actual results could differ from those estimates, those difference could be material,
and could have a material adverse effect on the Company, its financial condition, results of operations and stock price.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">CASH AND CASH EQUIVALENTS</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Cash and cash equivalents include cash on hand
and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90 days
or less. The Company had $100 and none of cash and cash equivalents as of June 30, 2018 and December 31, 2017, respectively.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">CONCENTRATION OF RISK</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Financial instruments that potentially subject
the Company to concentrations of credit risk consist principally of cash. The Company places its cash with high quality banking
institutions. The Company did not have cash balances in excess of the Federal Deposit Insurance Corporation limit as of June 30,
2018 and December 31, 2017, respectively.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">INCOME TAXES</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Under ASC 740, “Income Taxes,”
deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between
the financial statement 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. Valuation allowances are established when it is more likely than not that
some or all of the deferred tax assets will not be realized. As of June 30, 2018 and December 31, 2017, there were no deferred
taxes due to the uncertainty of the realization of net operating loss or carry forward prior to expiration.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">LOSS PER COMMON SHARE</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Basic loss per common share excludes dilution
and is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss
per common share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised
or converted into common stock or resulted in the issuance of common stock that then shared in the loss of the entity. As of June
30, 2018 and December 31, 2017, there are no outstanding dilutive securities.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">FAIR VALUE OF FINANCIAL INSTRUMENTS</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">The Company follows guidance for accounting
for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items
that are recognized or disclosed at fair value in the financial statements on a recurring basis. Additionally, the Company adopted
guidance for fair value measurement related to nonfinancial items that are recognized and disclosed at fair value in the financial
statements on a nonrecurring basis. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques
used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical
assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs
(Level 3 measurements). The three levels of the fair value hierarchy are as follows:</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Level 1 inputs are quoted prices (unadjusted)
in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Level 2 inputs are inputs other than quoted
prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Level 3 inputs are unobservable inputs for
the asset or liability. The carrying amounts of financial assets such as cash approximate their fair values because of the short
maturity of these instruments.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b>2. GOING CONCERN</b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">The Company has not yet generated any revenue
since inception to date and has sustained operating losses of $55,549 during the three months ended June 30, 2018 and $57,549 during
the six months ended June 30, 2018. The Company had a working capital deficit of $55,501 and an accumulated deficit of $62,861
as of June 30, 2018 and a working capital deficit of $3,000 and an accumulated deficit of $5,312 as of December 31, 2017. The Company’s
continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations
and/or obtaining additional financing from its members or other sources, as may be required.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">The accompanying unaudited financial statements
have been prepared assuming that the Company will continue as a going concern; however, the above condition raises substantial
doubt about the Company’s ability to do so. The unaudited financial statements do not include any adjustments to reflect
the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities
that may result should the Company be unable to continue as a going concern.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">In order to maintain its current level of
operations, the Company will require additional working capital from either cash flow from operations or from the sale of its
equity. However, the Company currently has no commitments from any third parties for the purchase of its equity. If the Company
is unable to acquire additional working capital, it will be required to significantly reduce its current level of operations.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b>3. RECENT ACCOUNTING PRONOUNCEMENTS</b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b> </b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">In January 2017, the FASB issued ASU No. 2017-01,
“Business Combinations (Topic 805): Clarifying the Definition of a Business”. The amendments in this ASU clarify the
definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be
accounted for as acquisitions (or disposals) of assets or businesses. Basically these amendments provide a screen to determine
when a set is not a business. If the screen is not met, the amendments in this ASU first, require that to be considered a business,
a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create
output and second, remove the evaluation of whether a market participant could replace missing elements. These amendments take
effect for public businesses for fiscal years beginning after December 15, 2017 and interim periods within those periods, and all
other entities should apply these amendments for fiscal years beginning after December 15, 2018, and interim periods within annual
periods beginning after December 15, 2019. The Company does not expect that the adoption of this guidance will have a material
impact on its financial statements. The Company does not expect that the adoption of this guidance will have a material impact
on its financial statements.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">In May 2017, the FASB issued ASU 2017-09, “Scope
of Modification Accounting”, which amends the scope of modification accounting for share-based payment arrangements, provides
guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required
to apply modification accounting under ASC 718. The new guidance is effective as of January 1, 2018. The adoption of the standard
did not have a material impact on the financial statements of the Company.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">In November 2016, the FASB issued Accounting
Standards Update No. 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash” (“ASU 2016-18”). The
new guidance is intended to reduce diversity in practice by adding or clarifying guidance on classification and presentation of
changes in restricted cash on the statement of cash flows. ASU 2016-18 is effective for annual and interim periods beginning after
December 15, 2017. Early adoption is permitted. The amendments in this update should be applied retrospectively to all periods
presented. Management believes that this ASU will only impact the Company if it has restricted cash in the future.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">In August 2016, the FASB issued ASU 2016-15,
“Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” (“ASU 2016-
15”). ASU 2016-15 will make eight targeted changes to how cash receipts and cash payments are presented and classified in
the statement of cash flows. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017. The new standard will
require adoption on a retrospective basis unless it is impracticable to apply, in which case it would be required to apply the
amendments prospectively as of the earliest date practicable. Management believes that the impact of this ASU to the Company’s
financial statements would be insignificant.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Other recent accounting pronouncements issued
by the FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are
not believed by management to have a material impact on the Company’s present or future financial statements.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b>4. RELATED PARTY TRANSACTIONS</b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b> </b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">As of June 30, 2018, the Company had due from
a related party of $2,048 from Keewon Ra, Chief Executive Officer of the Company. The amount reflected the subscription payments
received in Keewon Ra’s personal bank accounts in Korea for issuances of the Company’s common stock and preferred stock
(see Note 6 for further explanation), as the Company did not open a bank account in the U.S. at the time of the subscription payments.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b> </b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Due to related parties amounted to $47,194
as of June 30, 2018, of which $47,094 was due to Stemcellbio, Inc. Stemcellbio, Inc. paid operating expenses on behalf of the
Company during the six months period ended June 30, 2018. In July 2018, subsequent to the balance sheet date of this Report, the
Company paid back $47,094 to Stemcellbio, Inc. Stemcellbio, Inc. is a California corporation. Approximately 67% of Stemcellbio,
Inc is owned by JASC Corporation, a Japanese Corporation. The father of the Chief Executive Officer and director of the Company,
is a significant shareholder and the Chief Executive Officer and director of JASC Corporation.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b>5. ACCRUED LIABILITIES</b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">As of June 30, 2018 and December 31, 2017,
the Company had accrued professional fees of $10,455 and $3,000, respectively.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b>6. STOCKHOLDERS’ DEFICIENCY</b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">On January 15, 2018, the following events occurred
to effect a change in control of the Company:</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">The Company cancelled an aggregate of 19,500,000
shares of the then 20,000,000 shares of common stock outstanding. The then officers and directors of the Company, James Cassidy
and James McKillop, resigned from the offices of President and director and Vice President and director respectively, held by them.
Keewon Ra was named the sole director of the Company and was named its Chief Executive Officer, Secretary and Chief Financial Officer.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">On January 16, 2018, the Company issued 10,180,000
shares of its common stock to 16 shareholders at par value for proceeds of $1,018 and issued 10,000,000 shares of its Series A
Preferred stock at par value for $1,000 to Jeong Chan Ra, the father of the Chief Executive Officer and director of the Company.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">On April 30, 2018, the following events occurred:</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0 0 0 0.5in; text-align: justify">The Company issued 30,000 shares
of common stock to the Chief Executive Officer, Keewon Ra at par value of $0.0001 per share for cash proceeds of $3. In addition,
the Company issued 270,000 shares of common stock at par value of $0.0001 per share to 10 investors for gross proceeds of $27.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"><b>7. SUBSEQUENT EVENT</b></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">On July 19, 2018, the Company borrowed $500,000
from JASC Corporation, a Japanese corporation. The father of the Chief Executive Officer and director of the Company, is the Chief
Executive Officer and a significant shareholder and director of JASC. The borrowing is unsecured and matures on July 18, 2019.
The borrowing bears interest at 2% per annum. Interest payments are due on December 31, 2018 and June 30, 2019, and the principal
and the remaining interest is due on July 18, 2019. The Company borrowed the funds for working capital purposes.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">In accordance with FASB ASC Topic No. 855,
Subsequent Events, the Company has evaluated subsequent events for recognition or disclosure through August 17, 2018, the date
the accompanying financial statements were available to be issued and determined that there are no subsequent events requiring
disclosure.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">NATURE OF OPERATIONS</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Biostar Angel Stem Cell Corporation (formerly
Lily Grove Acquisition Corporation) (“the Company”) was incorporated on May 17, 2017 under the laws of the state of
Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. The
Company has been in the developmental stage since inception and its operations to date have been limited to capital raising and
debt financing activities, effecting a change in control, and the filing a registration statement on Form 10 on September 11,
2017 with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934 as amended to register its class
of common stock. The Company will attempt to locate and negotiate with a business entity for the combination of that target company
with the Company. We expect that the combination will take the form of a merger, stock-for-stock exchange or stock-for-assets
exchange. We expect that the target company will wish to structure the business combination to be within the definition of a tax-free
reorganization under Section 351 or Section 368 of the Internal Revenue Code of 1986, as amended. No assurances can be given that
the Company will be successful in locating or negotiating a transaction with any target company. The Company has been formed to
provide a method for a foreign or domestic private company to become a reporting company with a class of securities registered
under the Securities Exchange Act of 1934.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">BASIS OF PRESENTATION</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">The summary of significant accounting policies
presented below is designed to assist in understanding the Company’s financial statements. Such financial statements and
accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity.
These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”)
in all material respects, and have been consistently applied in preparing the accompanying financial statements.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">December 31 is the fiscal year end for the
Company.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">USE OF ESTIMATES</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">The preparation of financial statements in
conformity with GAAP 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 periods. Actual results could differ from those estimates, those difference could be material,
and could have a material adverse effect on the Company, its financial condition, results of operations and stock price.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">CASH AND CASH EQUIVALENTS</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Cash and cash equivalents include cash on
hand and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90
days or less. The Company had $100 and none of cash and cash equivalents as of June 30, 2018 and December 31, 2017, respectively.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">CONCENTRATION OF RISK</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Financial instruments that potentially subject
the Company to concentrations of credit risk consist principally of cash. The Company places its cash with high quality banking
institutions. The Company did not have cash balances in excess of the Federal Deposit Insurance Corporation limit as of June 30,
2018 and December 31, 2017, respectively.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">INCOME TAXES</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Under ASC 740, “Income Taxes,”
deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between
the financial statement 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. Valuation allowances are established when it is more likely than not that
some or all of the deferred tax assets will not be realized. As of June 30, 2018 and December 31, 2017, there were no deferred
taxes due to the uncertainty of the realization of net operating loss or carry forward prior to expiration.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">LOSS PER COMMON SHARE</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Basic loss per common share excludes dilution
and is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss
per common share reflects the potential dilution that could occur if securities or other contracts to issue common stock were
exercised or converted into common stock or resulted in the issuance of common stock that then shared in the loss of the entity.
As of June 30, 2018 and December 31, 2017, there are no outstanding dilutive securities.</p>
<p style="margin: 0pt"></p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">FAIR VALUE OF FINANCIAL INSTRUMENTS</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">The Company follows guidance for accounting
for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items
that are recognized or disclosed at fair value in the financial statements on a recurring basis. Additionally, the Company adopted
guidance for fair value measurement related to nonfinancial items that are recognized and disclosed at fair value in the financial
statements on a nonrecurring basis. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques
used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical
assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs
(Level 3 measurements). The three levels of the fair value hierarchy are as follows:</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Level 1 inputs are quoted prices (unadjusted)
in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Level 2 inputs are inputs other than quoted
prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.</p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p>
<p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">Level 3 inputs are unobservable inputs for
the asset or liability. The carrying amounts of financial assets such as cash approximate their fair values because of the short
maturity of these instruments.</p>
100
55501
3000
10455
3000
19500000
10180000
10000000
30000
270000
10980000
2148
0
10455
3000
57649
3000
1000
1098
2000
5262
312
-62861
-5312
-55501
-3000
2148
0
2148
47194
47094
57649
3000
57549
55549
3312
-57549
-55549
-3312
-57549
-55549
-3312
11447403
10884369
20000000
3000
312
7455
1000
-47094
2048
47094
-2048
1048
1018
1000
3
27
1000
49242
100
100
2000
47194
500000
1950
0.67
0.02
2019-07-18