Arma Services Inc - Quarter Report: 2019 July (Form 10-Q)
| U.S. SECURITIES AND EXCHANGE COMMISSION Form 10-Q |
Mark One
[ X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 2019
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to _______
Commission File No. 333-202398
ARMA SERVICES, INC.
(Exact name of registrant as specified in its charter)
| Nevada (State or Other Jurisdiction of Incorporation or Organization) | 8744 (Primary Standard Industrial Classification Number) | EIN 32-0449388 (IRS Employer Identification Number)
|
17260 W. Azure Dr. Suite 140-928
Las Vegas, NV 89130
+17026599321
(Address and telephone number of principal executive offices)
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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 shorter period that the registrant as required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).
Yes [ ] No [X]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]
Emerging Growth company [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act) Yes [X] No [ ]
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.
Yes [ ] No [ X ]
As of July 31, 2019, the registrant had 6,240,000 shares of common stock issued and outstanding. No market value has been computed based upon the fact that no active trading market has been established as of July 31, 2019.
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| PART 1 | FINANCIAL INFORMATION |
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| Item 1 | Financial Statements (Unaudited) | 4 |
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| Condensed Balance Sheets | 4 |
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| Condensed Statements of Operations | 5 |
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| Condensed Statements of Cash Flows | 6 |
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| Notes to condensed unaudited Financial Statements | 7 |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 9 |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 11 |
| Item 4. | Controls and Procedures | 11 |
| PART II. | OTHER INFORMATION |
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| Item 1 | Legal Proceedings | 12 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 12 |
| Item 3 | Defaults Upon Senior Securities | 12 |
| Item 4 | Mine safety disclosures | 12 |
| Item 5 | Other Information | 12 |
| Item 6 | Exhibits | 12 |
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| Signatures | 13 |
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ARMA SERVICES, INC.
Condensed Balance Sheets
| ASSETS |
| July 31, 2019 (Unaudited) |
| October 31, 2018 (Audited)
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| Assets |
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| Checking/Savings | $ | 20 | $ | (13) |
| Total Assets | $ | 20 | $ | (13) |
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| LIABILITIES AND STOCKHOLDERS’ EQUITY |
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| Current Liabilities |
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| Accounts payable | $ | 7,000 | $ | 5,000 |
| Loan from director |
| 13,143 |
| 9,343 |
| Accrued expenses |
| 1,650 |
| 1,650 |
| Total Current Liabilities |
| 21,793 |
| 15,993 |
| Total Liabilities |
| 21,793 |
| 15,993 |
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| Stockholders’ Equity |
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| Common stock, par value $0.001; 75,000,000 shares authorized, 6,240,000 shares issued and outstanding |
| 6,240 |
| 6,240 |
| Additional paid in Capital |
| 20,160 |
| 20,160 |
| Accumulated deficit |
| (48,173) |
| (42,406) |
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| Total Stockholders’ Equity (Deficit) |
| (21,773) |
| (16,006) |
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| Total Liabilities and Stockholders’ Equity | $ | 20 | $ | (13) |
See accompanying notes to condensed unaudited financial statements.
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ARMA SERVICES, INC.
Condensed Statements of Operations
(Unaudited)
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| Three months ended July 31, 2019 |
| Three months ended July 31, 2018 |
| Nine months ended July 31, 2019 |
| Nine months ended July 31, 2018 |
| REVENUES |
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| Revenue from Consulting Services | $ | - | $ | - | $ | - | $ | - |
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| OPEERATING EXPENSES |
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| Amortization expense |
| - |
| 250 |
| - |
| 750 |
| Audit Fees |
| - |
| - |
| 4,000 |
| - |
| General and administrative expenses |
| 58 |
| 72 |
| 158 |
| 172 |
| Professional fees |
| 37 |
| 5,000 |
| 1,609 |
| 5,000 |
| TOTAL OPERATING EXPENSES |
| 95 |
| 5,322 |
| 5,767 |
| 5,922 |
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| LOSS FROM OPERATIONS |
| (95) |
| (5,322) |
| (5,767) |
| (5,922) |
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| NET LOSS | $ | (95) | $ | (5,322) | $ | (5,767) | $ | (5,922) |
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| NET LOSS PER SHARE: BASIC AND DILLUTED | $ | (0.00)* | $ | (0.00)* | $ | (0.00)* | $ | (0.00)* |
| WEIGHTED AVERAGE SHARES |
| 6,240,000 |
| 6,240,000 |
| 6,240,000 |
| 6,240,000 |
*Denotes a loss of less than $(0.01) per share.
See accompanying notes to condensed unaudited financial statements.
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ARMA SERVICES, INC.
Condensed Statements of Cash Flows
(Unaudited)
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| Nine months ended July 31, 2019 |
| Nine months ended July 31, 2018 |
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| CASH FLOWS FROM OPERATING ACTIVITIES |
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| Net income (loss) | $ | (5,767) | $ | (5,922) |
| Changes in operating assets and liabilities |
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| Accounts payable |
| 2,000 |
| - |
| Accrued expenses |
| - |
| 1,650 |
| Amortization expense |
| - |
| 750 |
| Net cash used in operating activities |
| (3,767) |
| (3,522) |
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| CASH FLOWS PROVIDED BY FINANCIING ACTIVITIES |
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| Director's loan |
| 3,800 |
| 3,350 |
| Net cash flows provided by Financing Activities |
| 3,800 |
| 3,350 |
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| Net Increase (Decrease) in Cash |
| 33 |
| (172) |
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| Cash at the beginning of Period |
| (13) |
| 201 |
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| Cash at the end of Period | $ | 20 | $ | 29 |
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| SUPPLEMENTAL CASH FLOW INFORMATION: |
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| Interest paid | $ | - | $ | - |
| Income taxes paid | $ | - | $ | - |
See accompanying notes to condensed unaudited financial statements.
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ARMA SERVICES, INC.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
JULY 31, 2019
NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS
Arma Services Inc. (the “Company”, “we”, “us” or “our”) was incorporated under the laws of the State of Nevada on September 2, 2014. Arma Services Inc. is a Destination Management Company (“DMC”), which aims to provide a full range of services in the field of Meeting, Incentive, Conference, and Exhibition (“MICE”) tourism in Russia for corporate customers from United States, China and internal Russian clients. We plan to create a variety of events for domestic and foreign companies, including; industry conferences and business meetings, dealer conferences for producers, motivational and incentive arrangements for key employees, and to organize participation in exhibitions and forums.
NOTE 2 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying unaudited interim financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission set forth in Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These financial statements should be read in conjunction with the audited financial statements in the Company's Form 10-K for the year ended October 31, 2018 filed and Management's Discussion and Analysis of Financial Condition and Results of Operations.
Use of Estimates in the Preparation of Financial Statements
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, 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.
Revenue Recognition
The purpose of our business is to provide a full range of services in the field of Meeting, Incentive, Conference, and Exhibition (“MICE”) tourism in Russia for corporate customers from the United States, China and internal Russian clients.
Services are provided through industry conferences and business meetings, dealer conferences for producers, motivational and incentive arrangements for key employees, and to organize participation in exhibitions and forums.
The Company will recognize revenue in accordance with ASC topic 606 “Revenue from Contracts with Customers”. The core principle of ASC 606 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity recognizes revenue in accordance with that core principle by applying the following steps:
Step 1: Identify the contract(s) with a customer
Step 2: Identify the performance obligations in the contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation.
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Specifically, Section 606-10-50 requires an entity to provide information about: a. Revenue recognized from contracts with customers, including the disaggregation of revenue into appropriate categories; b. Contract balances, including the opening and closing balances of receivables, contract assets, and contract liabilities; c. Performance obligations, including when the entity typically satisfies its performance obligations and the transaction price that is allocated to the remaining performance obligations in a contract; d. Significant judgments, and changes in judgments, made in applying the requirements to those contracts.
Commitments and 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.
Net Loss per Common 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 July 31, 2019 or 2018. As the Company has incurred losses for all periods, the impact of the common stock equivalents would be antidilutive, and therefore, are not included in the calculation.
Recent Accounting Pronouncements
The Company does not anticipate any recently released accounting standards pronouncements to have a significant impact on reported financial position or results of operations in these or future financial statements.
NOTE 3 – GOING CONCERN
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. However, the Company had negative revenues during the three and six months ended July 31, 2019 and has an accumulated deficit of $48,173. The Company currently has no working capital, and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time. These factors raise substantial doubt about the ability of the Company to continue as a going concern. These financial statements do not include any adjustments related to the recovery or classification of assets or the amounts and classifications of liabilities that might be necessary should the company be unable to continue as a going concern.
Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.
NOTE 4 – RELATED PARTY LOANS
In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.
As of July 31, 2019, the Company had a loan outstanding with the Company’s sole director, Mr. Sergey Gandin in the amount of $13,143 compared to $9,343 as of October 31, 2018. The loan is non-interest bearing, due upon demand, and
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unsecured.
NOTE 5 – COMMON STOCK
The Company has 75,000,000, $0.001 par value shares of common stock authorized. As of July 31, 2019, the Company had 6,240,000 shares issued and outstanding.
NOTE 6 – COMMITMENTS AND CONTINGENCIES
The Company neither owns nor leases any real or personal property. An officer has provided office services without charge. There is no obligation for the officer to continue this arrangement. Such costs are immaterial to the financial statements and accordingly are not reflected herein. The officer and director are involved in other business activities and most likely will become involved in other business activities in the future.
NOTE 7 – SUBSEQUENT EVENTS
In accordance with ASC 855, the Company has analyzed its operations subsequent to July 31, 2019 to the date these financial statements were issued and concluded there are no material subsequent events to disclose in these financial statements.
In December 2019, a novel strain of coronavirus (COVID-19) emerged in Wuhan, Hubei Province, China. While initially the outbreak was largely concentrated in China and caused significant disruptions to its economy, it has now spread to several other countries and infections have been reported globally. Director and management stay informed about COVID-19 developments generally and ensure it has access to information related to a company’s response to the crisis and how the specific impact on the company is developing as the crisis extends.
FORWARD LOOKING STATEMENTS
Statements made in this Form 10-Q that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
EMPLOYEES AND EMPLOYMENT AGREEMENTS
At present, we have no employees other than our officer and director. We presently do not have pension, health, annuity, insurance, stock options, profit sharing or similar benefit plans; however, we may adopt such plans in the future. There are presently no personal benefits available to any officers, directors or employees.
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Results of Operation
Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation.
We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.
Three and Nine Month Periods Ended July 31, 2019 and 2018
Our net loss for the three-month period ended July 31, 2019 was $95 compared to a net loss of $5,322 for the three-month period ended July 31, 2018. Our net loss for the nine-month period ended July 31, 2019 was $5,767 compared to a net loss of $5,922 for the nine-month period ended July 31, 2018. During the three and nine month periods ended July 31, 2019 and 2018 we have not generated any revenue. In line with our fully established business plan and plan of operations, company management has investigated numerous available marketing platforms within its industry and carried out further analysis of the Russian, Chinese and U.S. commercial markets for the type of services Arma Services, Inc. provides.
Liquidity and Capital Resources
Nine Months Ended July 31, 2019
As at July 31, 2019, our total assets were $20 compared to $(13) as of October 31, 2018. Total assets were comprised of cash. As at July 31, 2019 and October 31, 2018, our liabilities were $21,793 and $15,992, respectively. Stockholders’ deficit was $21,773 as of July 31, 2019 compared to a deficit of $16,006 as of October 31, 2018.
Cash Flows from Operating Activities
For the nine-month period ended July 31, 2019, net cash flows used in operating activities was $3,767. For the nine-month period ended July 31, 2018, net cash flows used in operating activities was $3,522.
Cash Flows from Investing Activities
We have not generated cash flows from investing activities for the nine month periods ended July 31, 2019 and 2018.
Cash Flows from Financing Activities
For the nine-month period ended July 31, 2019, we generated cash flows from financing activities of $3,800 from related party loans. We generated cash flows from financing activities for the nine-month period ended July 31, 2018 of $3,350 from related party loans.
Plan of Operation and Funding
We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.
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Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next twelve months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) acquisition of inventory; (ii) developmental expenses associated with a start-up business; and (iii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations. We will have to raise additional funds in the next twelve months in order to sustain and expand our operations. We currently do not have a specific plan of how we will obtain such funding; however, we anticipate that additional funding will be in the form of equity financing from the sale of our common stock. We have and will continue to seek to obtain short-term loans from our director, although no future arrangement for additional loans has been made. We do not have any agreements with our director concerning these loans. We do not have any arrangements in place for any future equity financing.
Off-Balance Sheet Arrangements
As of the date of this Quarterly Report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.
Going Concern
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. However, the Company had no revenues during the three and six months ended July 31, 2019 and has an accumulated deficit of $48,173. The Company currently has negative working capital, and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time. These factors raise substantial doubt about the ability of the Company to continue as a going concern. These financial statements do not include any adjustments related to the recovery or classification of assets or the amounts and classifications of liabilities that might be necessary should the company be unable to continue as a going concern.
Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
No report required.
ITEM 4. CONTROLS AND PROCEDURES
Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and
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reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of July 31, 2019. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Such officer also confirmed that there was no change in our internal control over financial reporting during the three-month period ended July 31, 2019 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Quarterly Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
No report required.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
No report required.
ITEM 6. EXHIBITS
Exhibits:
31.1 Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).
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32.1 Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| Arma Services, Inc.
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| Dated: September 3, 2020 | By: /s/ SERGEY GANDIN
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| SERGEY GANDIN, President and Chief Executive Officer and Chief Financial Officer
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