Antiaging Quantum Living Inc. - Quarter Report: 2019 September (Form 10-Q)

New York

47-2643986

NOTE 1.

ORGANIZATION AND BUSINESS ACTIVITIES

Achison Inc., the Company, incorporated in the State of New York on December 29, 2014, is currently engaged in trading in

Prior to July of 2019 the Company primarily engaged in trading spot gold and silver in Singapore Markets, crypto currency and US equity stocks, currently, however, The Company currently engages only in internet advertising and has plans to acquire a vineyard to distribute and sell wines in the future. The Company’s activities are subject to significant risks and uncertainties.

NOTE 2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Basis of Presentation

The accompanying consolidated financial statements and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP).

The company was incorporated on December 29, 2014, and the Company started its operations to trade the spot gold and spot silver and as of July 01, 2019 it has changed its operations to internet advertising and has plans to acquire a vineyard to distribute and sell wines.

These accompanying financial statements of the Company is for the fiscal year from April 01, 2019 to September 30, 2019.

b. 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. Actual results could differ from those estimates.

c. Income Taxes

The Company is responsible for paying federal, state and local income tax and, accordingly, provisions are made for income taxes.

d. Fair Value of Financial Instruments

The Company's financial assets and liabilities are carried at fair value or are carried at amounts which approximate fair value as the market value of such items is not materially sensitive to shifts in market interest rates due to the limited term to maturity of these instruments.

NOTE 2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The Company adopted SFAS No. 157, which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, and expands disclosures about investments that are measured and reported at fair value. SFAS No. 157 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels explained below:

Level 1 Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments are not applied to Level 1 securities. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment.

Level 2 Pricing inputs are other than used in Level 1 which include the closing bid price for unlisted marketable securities which are available in active or inactive markets for identical investments or liabilities, other direct or indirect observable inputs that can be corroborated by market data or the use of models or other valuation methodologies as of the reporting date. Investments which are generally included in this category include state and municipal obligations in an active or inactive market that are valued using observable inputs other than quoted prices.

Level 3 Pricing inputs are unobservable for the investment and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require significant management judgment or estimation. Investments that are included in this category generally include state and municipal obligations which are in an inactive market and valued utilizing risk assumptions based on unobservable inputs.

Unrealized gains and losses are included in earnings and are reported in the Statement of Income as a component of other income and losses. Generally, for all trading securities, fair value is determined by reference to quoted market prices and other relevant information generated by market transactions.

As at September 30, 2019, the Company did not hold any investment securities.

e. Basis of measurement

The financial statements have been prepared on the historical cost basis, except for the following material items in the statement of financial position:

·         All short-term investments including spot gold, spot silver and equity securities are considered Trading Securities

·         Short-term investments at fair value through gains or losses are measured at fair value

NOTE 2.

f. Cash and Cash Equivalents

The financial statements are presented in US dollar, which is the Company’s functional currency. Cash and cash equivalents include cash on hand; cash in banks and brokerage accounts and all highly liquid investments with maturity of three months or less at the time purchase.

The Company maintains its cash balance at a financial institution located in New York. Cash account at the New York institution are insured by the Federal Deposit Insurance Corporation up to $250,000. At times during the year, the cash balances may exceed the FDIC insurance limits. The following is a schedule of cash and cash equivalents at the year ended on September 30, 2019:

Cash in Bank and brokerage accounts $141,312

g. Revenue Recognition

The Company recognizes revenues when earned.

NOTE 3.

EARNINGS PER SHARE

Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were no potentially dilutive shares outstanding as of September 30, 2019.

NOTE 4.

NOTE 5.

NOTE 6.

SHORT TERM INVESTMENTS

The Company has liquidated most of it’s short term investments as of September 30, 2019 and has recognized the losses on it’s statement of revenues and expenses. Only $3,000 investment in Start Engine Crowdfunding Inc. exists as of 09/30/2019 at cost value.

STOCKHOLDER’S EQUITY

The Company has authorized 30,000,000 shares of common stocks with a par value of 0.01 per share. The Company has issued and outstanding 20,010,000 Class A common shares as of September 30, 2019. In the period from April 1, 2019 to September 30, 2019, the Company didn't issue any stock types, options and warrants; the Company didn't have any share-based compensation, related to employee share-based awards, Tax benefit from share-based award activities.

RELATED PARTY TRANSACTIONS

On September 09, 2019, Achison Inc. has issued 10,010,000 class A Common shares to Dazhong 368 Inc., Mr. Dingshan Zhang is the CEO of Achison Inc. and is also the CEO and 100% owner of Dazhong 368 Inc.

On September 09, 2019 Achison Inc. has issued 10,000,000 class A common shares to Sophia 33, Inc. Mr. Dingshan Zhang is also the CEO and 100% owner of Sophia 33, Inc. 

The following discussion and analysis should be read in conjunction with the financial statements of Achison Inc., and the related notes included elsewhere in this statement. The historical financial data discussed below reflects the historical results and financial position of Achison Inc. In addition, this discussion and analysis contains forward looking statements and involves numerous risks and uncertainties, including those described under "Cautionary Note Regarding Forward-Looking Statement" and "Risk Factors". Actual results may differ materially from those contained in any forward looking statements.

Overview

Industry Environment

The businesses of the Corporation:

(1). Engaging in running the internet advertising net.

(2). Engaging in running vineyard, sell and store wines.

Engaging in running the internet advertising net:

(1). The website is http://dazhong368.com

(2). The website is a Chinese website, and it will service the Chinese communities in USA.

(3). Almost visitors are free to post their advertisements in our website, but they can increase the click rate for our website.

(4). Some customers will pay to publish their advertisement. This is our income resource of our internet advertising businesses.

Engaging in running vineyard, sell and store wines:

(1). We will be looking for one or more good vineyards to purchase.

(2). We will make a contract with a management service company, entrust them to manage our vineyards. Now, we don’t confirm which management service company we will choice to manage our vineyards.

(3). We will arrange wineries which will make wines for us. Now, we don’t confirm which factories we will choice to make wines for us.

(4). We will own our wines’ storages in our vineyards, to store our wines for long time.

(5). After we will get some license or permit which federal government or local governments request, then we will sell our wines in US market.

Describe the industry in which we are participating:

(1). The internet advertising market is huge market. The competition in the market is very intense, but there are more businesses opportunities and innovating opportunities in the internet market.

(2). A lot of grapes can be planted in some vineyards. Grapes are agricultural products. Grapes can be used to make wines. Wines can be sold in markets or be stored in its storages. If the wines won’t be damaged or go bad, almost its value can be increased year after year. Wines can be sold in the US market or the international market. Many factors can affect the price of wines.

The Corporation is engaging in selling wines in US market. the competitions are the price's competition of wines. The follow factors will impact the price of wines in US market:

(1). The type and age will impact the price of wines;

(2). The demand and supply relationship will impact the price of the wines;

(3). The expenses for custody and insured will impact the price of the wines.

The trends within industry which we are participating:

The supply-demand relationships, the aged, the quality and the markets will affect the price of wines. The price trends of wines is going up.

Set forth the timing and size of results of our efforts which will be necessary in order for us to be profitable:

In order for the Corporation to be profitable, we will study the supply-demand relationships, the products quality, the US market’s environment and the internationals market’s environment.

We anticipate that we can be profitable within 12 months after we will purchase our first vineyard.

Primary Sources of Revenues

The primary sources of revenues of the Corporation were the internet advertising service income and other incomes.

Primary Expenses

The primary expenses are the internet managing expenditure, the professional expenditure and the bank fees.

Components of Results of Operations

Revenue

The internet advertising service income: The primary incomes of the Corporation were internet advertising service income.

Cost of Revenue and Operating Expenses

Cost of revenue: The cost of revenue was the internet managing expenditure, the professional fees and the bank fees.

Professional expenditure: The professional expenses include the auditing fees, accounting fees and reporting service fees.

Results of Operations

Full Quarter

We discuss the financial condition, changes in financial condition and results of operations of the Corporation since July 1, 2019 to September 30, 2019.

Liquidity and Capital Resources

Our capital resources were the investment from the capital stock sold, the fund granted and the loan of owner and affiliates, and income from its operations.

Our Capital Resources sources were our internet advertising net and our cash and cash equivalents. Cash and cash equivalents were $141,312 as of September 30, 2019. 

Cash Provided by Operating Activities

$(16,795) cash was provided by operation activities as of September 30, 2019.

Off-Balance Sheet Arrangements

We did not have any off-balance sheet arrangements as of September 30, 2019.

Contractual Obligations

The Corporation didn't have any contractual obligations as of September 30, 2019.

Obligations or Liabilities

The total obligations or liabilities (including contingent obligations or liabilities) of the Corporation was $0 as of September 30, 2019.

Contingencies

The Corporation didn't have any contingencies as of September 30, 2019.

Material Favorable Impact on Net Revenues or Income

The Corporation didn't have any material favorable impact on net revenues or income as of September 30, 2019.

Inflation and Other Changes in Prices

The inflation and other changes in prices didn't impact the Corporation's net revenues and income from continuing operations.

We have disclosured all market risks, including changes to foreign currency exchange rates, interest rates, and inflation.

It isn't applicable.

The Corporation didn't have any legal proceedings as of June 30, 2019.

1. Internet Advertising Risk:

(1). Market Risk:

The internet markets are very complex. We are difficult to hold the requirements of the internet customers. The competitors are more and more strong, and the competition are more and more intense. The advertising customers aren’t stabilized, so our advertising income isn’t stabilized too.

(2). Technical Security Risk:

The technical security risk includes the internet hardware and software security, the internet running security, the data transaction security. Example for: the internet virus attack and the internet criminal can stop and damage the internet server. That the internet software will be destroyed, the data of the internet storage and delivery will be changed, cancelled, copied or used illegally can bring a gig lose to us.

(3). Management Risk:

Some lack of the human resource management and the operation management will be bring some risk to us.

2. Vineyard and Wines Risk:

(1). Risk for Purchasing Vineyards:

If will purchase an aged vineyard, we will invest a huge fund to remould the vineyard. If we will pay a higher price to purchase a vineyard, we will make a bigger lose.

(2). Vineyard Risk

If the management service company, which we will choice to service us, won’t provide a good service, some lose will be brought to us. If our vineyards will meet some natural damages, some huge risk will be brought to us. If the insurance company will compensate our damages, but their insurance premium will be increased.

(3). Wine Making Risk:

If the winery which we will choice to make wines for us, won’t provide a good service, or request a higher producing expense, then some lose will be brought to us.

(4). Wine Storage Risk:

If some wines will be damaged or go bad, then some lose will brought to us. If some natural damages or other damages will be happened, then some lose will be brought to us.

(5). Market Risk:

We will face an intense market competition. If we won’t sell part wine, our cash liquidity will be impacted.

3. Risk Factors for Purposes Other Than Trading:

(1). Our Lack of an Operating History

The Corporation lacks an operating history, lack the managing systems and lack the human resources, then the Corporation will be facing a lot of the difficult matters. The investors can't know the ability for running the business by the operating historical data, and the investor's risk will raise.

(2). Our Lack of Profitable Operations in Recent Periods

The Corporation lacks its profitable operation in recent periods. The Corporation lacks the profitable operating history, so the investors can't know the profitable ability of the Corporation by the profitable operating historical data, and the investor's risk will raise.

(3). Our Financial Position

The Corporation lacks capital for running its business. and the investor's risk will raise.

(4). Our lack of Sources of Additional Funding

The Corporation lacks the sources of additional funding. If the Corporation will lose continually, it will lose the ability for running its business, and the investor's risk will raise.

31.1

Certification of Chief Executive Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a)

31.2

Certification of Chief Financial Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a)

By: /s/ Dingshan Zhang

President, On behalf of Achison Inc (Chief Executive Officer)