Chee Corp. - Annual Report: 2020 (Form 10-K)

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CERTIFIED PUBLIC ACCOUNTANTS

10544 ALTON AVE NE

SEATTLE, WA  98125

206.353.5736

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors & Stockholders’

Chee Corp.        

 

Opinion on the Financial Statements

We have audited the accompanying balance sheets of Chee Corp. as of January 31, 2020 and 2019 and the related statements of operations, changes in stockholder’s equity, cash flows, and the related notes (collectively referred to as “financial statements”) for the fiscal years then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of January 31, 2020 and 2019 and the results of its operations and its cash flows for the periods then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Going Concern

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note #2 to the financial statements, although the Company has limited operations it has yet to attain profitability. This raises substantial doubt about its ability to continue as a going concern. Management’s plan in regard to these matters is also described in Note #2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provide a reasonable basis for our opinion.

 

/S/ MICHAEL GILLESPIE & ASSOCIATES, PLLC

We have served as the Company’s auditor since 2018.

 

Seattle, Washington

April 21, 2020

 

 

 

 

 

 

 

 

 

 

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CHEE CORP.

BALANCE SHEET

January 31, 2020 and 2019

(AUDITED)

 

 

ASSETS		January 31, 2020	January 31, 2019
Current Assets
Cash and cash equivalents	$	106	3,830
Prepaid expenses		-	300
Accounts Receivable		8,300	-
Inventory		1,972	999
Total Current Assets	$	10,378	5,129
Fixed Assets
Equipment, net	$	833	15,547
Total Fixed Assets	$	833	15,547
Total Assets	$	11,211	20,676
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Current Liabilities
Accounts Payable	$	3,300	-
Related Party Loans		29,750	16,050
Total Current Liabilities	$	33,050	16,050
Total Liabilities	$	33,050	16,050
Stockholder’s Equity
Common stock, par value $0.001; 75,000,000 shares authorized, 5,707,250 and 5,707,250 shares issued and outstanding		5,707	5,707
Additional paid in capital		22,938	22,938
Accumulated income (deficit)		(50,484)	(24,019)
Total Stockholder’s Equity	$	(21,839)	4,626
Total Liabilities and Stockholder’s Equity	$	11,211	20,676

 

 

 

 

 

 

 

See accompanying notes, which are an integral part of these financial statements

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CHEE CORP.

STATEMENT OF OPERATIONS

Years ended January 31, 2020 and 2019

(AUDITED)

 

 

		Year ended January 31, 2020	Year ended January 31, 2019
REVENUES	$	9,800	27,080
Cost of Goods Sold		879	2,714
Gross Profit		8,921	24,366
OPERATING EXPENSES
General and Administrative Expenses		35,386	40,754
TOTAL OPERATING EXPENSES		(35,386)	(40,754)
NET INCOME (LOSS) FROM OPERATIONS		(26,465)	(16,388)
PROVISION FOR INCOME TAXES		-	-
NET INCOME (LOSS)	$	(26,465)	(16,388)
NET LOSS PER SHARE: BASIC AND DILUTED	$	(0.00)	(0.00)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		5,707,250	5,707,250

 

 

 

 

 

 

 

 

See accompanying notes, which are an integral part of these financial statements

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CHEE CORP.

STATEMENT OF CHANGES IN STOCKHOLDER’S EQUITY

Year ended January 31, 2020

(AUDITED)

 

		Common Stock				Additional Paid-in		Accumulated Deficit		Total Stockholders’
	Shares		Amount			Capital				Equity
Balance, January 31, 2018	5,707,250		$	5,707	$	22,938	$	(7,631)	$	21,014
Shares issued	-			-		-		-		-
Net loss for the period ended January 31, 2019	-			-		-		(16,388)		(16,388)
Balance, January 31, 2019	5,707,250		$	5,707	$	22,938	$	(24,019)	$	4,626
Shares issued	-			-		-		-		-
Net loss for the period ended January 31, 2020	-			-		-		(26,465)		(26,465)
Balance, January 31, 2020	5,707,250		$	5,707	$	22,938	$	(50,484)	$	(21,839)

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these statements.

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CHEE CORP.

STATEMENT OF CASH FLOWS

Years ended January 31, 2020 and 2019

(AUDITED)

	Year ended January 31, 2020	Year ended January 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net income for the period	$                (26,465)	$                (16,388)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Increase in Accounts Receivable	(8,300)	-
Decrease in Prepaid expenses	300	7,651
Increase in Inventory	(974)	(210)
Increase in Accounts Payable	3,300	-
Depreciation	4,166	4,166
CASH FLOWS USED IN OPERATING ACTIVITIES	(27,972)	(4,781)
CASH FLOWS FROM INVESTING ACTIVITIES
Sale of equipment	10,548	-
CASH FLOWS USED IN INVESTING ACTIVITIES	10,548	-
CASH FLOWS FROM FINANCING ACTIVITIES
Related Party Loans	13,700	8,450
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES	13,700	8,450
NET INCREASE/DECREASE IN CASH	(3,724)	3,668
Cash, beginning of period	3,830	162
Cash, end of period	$                        106	$                     3,830
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid	$                            0	$                            0
Income taxes paid	$                            0	$                            0

 

 

 

 

 

 

 

 

See accompanying notes, which are an integral part of these financial statements

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CHEE CORP.

NOTES TO THE AUDITED FINANCIAL STATEMENTS

January 31, 2020

(AUDITED)

 

Note 1 – ORGANIZATION AND NATURE OF BUSINESS

 

Chee Corp.  (“the Company”, “we”, “us” or “our”) was incorporated on October 26, 2016 under the laws of the State of Nevada United States of America. Chee Corp. is involved in 3D printing industry that located in China, and offers the 3D modeling and print of different types of items and accessories. Our production starts with simple things as design figure, badges, table plates, magnets, and cups ets. Chee Corp. will work in two directions, first-with individual orders and second- will make the projects with other companies and businesses that require 3D service. Company’s address is Guo Fu Center, No. 18 Qin Ling Road, Laoshan District., Qingdao, 266000, China.

 

Note 2 – 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. The Company currently has loses and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time. Therefore, there is substantial doubt about the Company’s ability 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 will 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 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES

 

Basis of presentation

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America. The Company’s yearend is January 31.

 

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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Cash and Cash Equivalents

The Company considers all highly liquid investments with the original maturities of three months or less to be cash equivalents. The Company had $106 of cash as of January 31, 2020.

 

Inventories

Inventories are stated at the lower of cost or market. Cost is principally determined using the first-in, first out (FIFO) method. The Company had $1,972 in raw materials inventory as of January 31, 2020.

 

Accounts Payable

Accounts Payable discloses a liability to a creditor, carried on open account, usually for purchases of goods and services. The Company had $3,300 in accounts payable as of January 31, 2020.

 

Depreciation, Amortization, and Capitalization

The Company records depreciation and amortization when appropriate using straight-line balance method over the estimated useful life of the assets. We estimate that the useful life of equipment is 5 years. Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired, together with the related accumulated depreciation is removed from the appropriated accounts and the resultant gain or loss is included in net income.

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CHEE CORP.

NOTES TO THE AUDITED FINANCIAL STATEMENTS

January 31, 2020

(AUDITED)

 

Fair Value of Financial Instruments

AS topic 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

 

These tiers include:

 

Level 1:	defined as observable inputs such as quoted prices in active markets;
Level 2:	defined as inputs other than quoted prices in active markets that are either directly or indirectly observable;
Level 3:	defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

 

The carrying value of cash and the Company’s loan from shareholder approximates its fair value due to their short-term maturity.

 

Income Taxes

Income taxes are computed using the asset and liability method.  Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws.  A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

 

Basic Income (Loss) Per Share

The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period.  Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. As of January 31, 2020 there were no potentially dilutive debt or equity instruments issued or outstanding.

 

Revenue Recognition

The Company recognizes revenue in accordance with Accounting Standards Codification No. 605, “Revenue Recognition” ("ASC-605"), ASC-605 requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue for which the product has not been delivered or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required. For the year ended January 31, 2020 the Company has generated $9,800 revenue.

 

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718.  To date, the Company has not adopted a stock option plan and has not granted any stock options

 

Comprehensive Income

Comprehensive income is defined as all changes in stockholders’ equity (deficit), exclusive of transactions with owners, such as capital investments. Comprehensive income includes net income or loss, changes in certain assets and liabilities that are reported directly in equity such as translation adjustments on investments in foreign subsidiaries and unrealized gains (losses) on available-for-sale securities. As of January 31, 2020 were no differences between our comprehensive loss and net loss.

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CHEE CORP.

NOTES TO THE AUDITED FINANCIAL STATEMENTS

January 31, 2020

(AUDITED)

 

Recent Accounting Pronouncements

We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company.

 

In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This guidance changes how companies account for certain aspects of share-based payments to employees. Among other things, under the new guidance, companies will no longer record excess tax benefits and certain tax deficiencies in additional paid-in-capital (“APIC”), but will instead record such items as income tax expense or benefit in the income statement, and APIC pools will be eliminated. Companies will apply this guidance prospectively. Another component of the new guidance allows companies to make an accounting policy election for the impact of forfeitures on the recognition of expense for share-based payment awards, whereby forfeitures can be estimated, as required today, or recognized when they occur. If elected, the change to recognize forfeitures when they occur needs to be adopted using a modified retrospective approach. All of the guidance will be effective for the Company in the fiscal year beginning February 1, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this guidance, if any, on its financial statements and related disclosures.

 

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which issued new guidance related to leases that outlines a comprehensive lease accounting model and supersedes the current lease guidance. The new guidance requires lessees to recognize lease liabilities and corresponding right-of-use assets for all leases with lease terms of greater than 12 months. It also changes the definition of a lease and expands the disclosure requirements of lease arrangements. The new guidance must be adopted using the modified retrospective approach and will be effective for the Company in the fiscal year beginning February 1, 2019. Early adoption is permitted. The Company is currently evaluating the impact of this guidance, if any, on its financial statements and related disclosures. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory.

 

The guidance requires an entity to measure inventory at the lower of cost or net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation, rather than the lower of cost or market in the previous guidance. This amendment applies to inventory that is measured using first-in, first-out (FIFO). This amendment is effective for public entities for fiscal years beginning after December 15, 2016, including interim periods within those years. A reporting entity should apply the amendments prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The Company is currently evaluating the impact of this guidance, if any, on its financial statements and related disclosures.

 

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. generally accepted accounting principles when it becomes effective. In July 2015, the FASB deferred the effective date of the standard by an additional year; however, it provided companies the option to adopt one year earlier, commensurate with the original effective date. Accordingly, the standard will be effective for the Company in the fiscal year beginning February 1, 2018, with an option to adopt the standard for the fiscal year beginning February 1, 2017. The Company is currently evaluating this standard and has not yet selected a transition method or the effective date on which it plans to adopt the standard, nor has it determined the effect of the standard on its financial statements and related disclosures.

 

Note 4 – LOAN FROM DIRECTOR

 

For the year ended January 31, 2020, our sole director has loaned to the Company $13,700. This loan is unsecured, non-interest bearing and due on demand. The balance due to the director was $29,750 as of January 31, 2020.

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CHEE CORP.

NOTES TO THE AUDITED FINANCIAL STATEMENTS

January 31, 2020

(AUDITED)

 

Note 5 – FIXED ASSETS

 

	Useful Lives (Years)		January 31, 2020
Equipment	5	$	20,829
Less accumulated depreciation			(9,448)
Less retired property			(1,681)
Less equipment sale			(8,867)
Net property and equipment		$	833

 

Depreciation expense for the year ended January 31, 2020 was $4,166.

 

Note 6 – COMMITMENTS AND CONTINGENCIES

 

Company has entered into a rental agreement for a $300 monthly fee, starting on January 15, 2017 with the right of further prolongation.

 

Note 7 – COMMON STOCK

 

The Company has 75,000,000, $0.001 par value shares of common stock authorized. On December 21, 2016 the Company issued 4,500,000 shares of common stock to a director for cash proceeds of $4,500 at $0.001 per share.

 

There were 5,707,250 shares of common stock issued and outstanding as of January 31, 2020.

 

Note 8 – SUBSEQUENT EVENTS

 

In accordance with SFAS 165 (ASC 855-10) the Company has analyzed its operations subsequent to January 31, 2020 through the April 21, 2020, and has determined that it does not have any material subsequent events to disclose in these financial statements.

 

 

Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

 

None

 

Item 9A(T) Controls and Procedures

 

Management’s Report on Internal Controls over Financial Disclosure Controls and Procedures

 

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)). The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of January 31, 2020 using the criteria established in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").

 

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented

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or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of January 31, 2020, the Company determined that there were control deficiencies that constituted material weaknesses, as described below.

 

1.We do not have an Audit Committee – While not being legally obligated to have an audit committee, it is the management’s view that such a committee, including a financial expert member, is an utmost important entity level control over the Company’s financial statement. Currently the Board of Directors acts in the capacity of the Audit Committee, and does not include a member that is considered to be independent of management to provide the necessary oversight over management’s activities. 

 

2.We did not maintain appropriate cash controls – As of January 31, 2020, the Company has not maintained sufficient internal controls over financial reporting for the cash process, including failure to segregate cash handling and accounting functions, and did not require dual signature on the Company’s bank accounts. Alternatively, the effects of poor cash controls were mitigated by the fact that the Company had limited transactions in their bank accounts. 

 

3.We did not implement appropriate information technology controls – As at January 31, 2020, the Company retains copies of all financial data and material agreements; however there is no formal procedure or evidence of normal backup of the Company’s data or off-site storage of data in the event of theft, misplacement, or loss due to unmitigated factors.  

 

Accordingly, the Company concluded that these control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the company’s internal controls.

 

As a result of the material weaknesses described above, management has concluded that the Company did not maintain effective internal control over financial reporting as of January 31, 2020 based on criteria established in Internal Control- Integrated Framework issued by COSO.

 

System of Internal Control over Financial Reporting

 

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 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 January 31, 2020. 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.

 

Changes in Internal Control over Financial Reporting

 

There was no change in the Company’s internal control over financial reporting during the quarterly period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

Item 9B. Other Information.

 

None.

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PART III

 

Item 10. Directors, Executive Officers, Promoters and Control Persons of the Company

 

Our executive officer's and director's and their respective ages are as follows:

 

Name and Address	Age	Position(s)
Zhang Shufang Environmental Protection District, Building 15, Unit 3, Room 302, Haiyang City, 265100, China.	28	President, Principal Executive Officer, Secretary, Treasurer, Principal Financial Officer, Principal Accounting Officer And sole member of the Board of Directors.

 

On January 15, 2019, Jiang Da Wei resigned as the President, Treasurer, Secretary and Director of Chee Corp (the “Company”). Mr. Da Wei’s resignation as President, Treasurer and Secretary was effective immediately. Prior to Mr Da Wei’s, resignation, he appointed Ms. Zhang Shufang as the new President and Chief Executive Officer, Chief Financial Officer and Secretary of the Company. Ms. Zhang Shufang was appointed as the new board members of the Company. There were no disagreements between Jiang Da Wei and the Company on any matter relating to the Company’s operations, policies or practices, which resulted in their resignation.

 

Ms. Zhang Shufang, has held numerous senior administrative positions with various Asian companies. Ms. Zhang Shufang is a graduate of The Open University of China in administration and management.

 

TERM OF OFFICE

 

All directors hold office until the next annual meeting of the stockholders of the Company and until their successors have been duly elected and qualified. The Company's Bylaws provide that the Board of Directors will consist of a minimum of one member. Officers are elected by and serve at the discretion of the Board of Directors.

 

DIRECTOR INDEPENDENCE

 

Our board of directors is currently composed of one member Ms. Zhang Shufang, and she does not qualify as an independent director in accordance with the published listing requirements of the NASDAQ Global Market (the Company has no plans to list on the NASDAQ Global Market). The NASDAQ independence definition includes a series of objective tests, such as that the director is not, and has not been for at least three years, one of our employees and that neither the director, nor any of his family members has engaged in various types of business dealings with us. In addition, our board of directors has not made a subjective determination as to Ms. Zhang Shufang that no relationships exist which, in the opinion of our board of directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director, though such subjective determination is required by the NASDAQ rules. Had our board of directors made these determinations, our board of directors would have reviewed and discussed information provided by directors and us with regard to our director's business and personal activities and relationships as they may relate to us and our management.

 

SIGNIFICANT EMPLOYEES AND CONSULTANTS

 

We currently have one employee, our sole officer, Ms. Zhang Shufang.

 

AUDIT COMMITTEE AND CONFLICTS OF INTEREST

 

Since we do not have an audit or compensation committee comprised of independent directors, the functions that would have been performed by such committees are performed by our directors. The Board of Directors has not established an audit committee and does not have an audit committee financial expert, nor has the Board of Directors established a nominating committee. The Board is of the opinion that such committees are not necessary since Chee Corp. is a start-up stage company and has only one director, and to date, such directors have been performing the functions of such committees. Thus, there is a potential conflict of interest in that our directors and officers have the authority to determine issues concerning management compensation, nominations, and audit issues that may affect management decisions.

 

Other than as described above, we are not aware of any other conflicts of interest with any of our executive officers or directors.

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INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

 

No director, person nominated to become a director, executive officer, promoter or control person of Chee Corp. has, during the last ten years: (i) been convicted in or is currently subject to a pending a criminal proceeding (excluding traffic violations and other minor offenses); (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to any federal or state securities or banking or commodities laws including, without limitation, in any way limiting involvement in any business activity, or finding any violation with respect to such law, nor (iii) any bankruptcy petition been filed by or against the business of which such person was an executive officer or a general partner, whether at the time of the bankruptcy or for the two years prior thereto.

 

STOCKHOLDER COMMUNICATIONS WITH THE BOARD OF DIRECTORS

 

We have not implemented a formal policy or procedure by which our stockholders can communicate directly with our board of directors. Nevertheless, every effort will be made to ensure that the views of stockholders are heard by the board of directors, and that appropriate responses are provided to stockholders in a timely manner. During the upcoming year, our board of directors will continue to monitor whether it would be appropriate to adopt such a process.

 

Item 11. Executive Compensation

 

The following table sets forth information regarding each element of compensation that we paid or awarded to our named executive officers for fiscal 2020 and 2019:

 

Name and Principal Position	Period	Salary ($)	Bonus ($)	Stock Awards ($)*	Option Awards ($)*	Non-Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation ($)	All Other Compensation ($)	Total ($)
Zhang Shufang President	2020 and 2019	0	0	0	0	0	0	0	0

 

Our sole officer and director Ms. Zhang Shufang has not received monetary compensation since our inception to the date of this filing. We currently do not pay any compensation to any officer or any member of our board of directors.

  

EMPLOYMENT AGREEMENTS

  

The Company is not a party to any employment agreement and has no compensation agreement with any officer or director.

  

DIRECTOR COMPENSATION

  

The following table sets forth director compensation as of January 31, 2020 and 2019:

 

Name	Fees Earned or Paid in Cash ($)	Stock Awards ($)	Opinion Awards ($)	Non-Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation ($)	All Other Compensation ($)	Total ($)
Zhang Shufang, President	0	0	0	0	0	0	0

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We have not compensated our directors for their service on our Board of Directors since our inception. There are no arrangements pursuant to which directors will be compensated in the future for any services provided as a director.

 

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 

The following table lists, as of the date of this filing, the number of shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our Company; and (iii) all officers and directors as a group. Information relating to beneficial ownership of common stock by our principal shareholders and management is based upon information furnished by each person using "beneficial ownership" concepts under the rules of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days. Under the Securities and Exchange Commission rules, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial owner of securities as to which he or she may not have any pecuniary beneficial interest. Except as noted below, each person has sole voting and investment power.

  

The percentages below are calculated based on 5,707,250 shares of our common stock issued and outstanding as of the date of this filing. We do not have any outstanding warrant, options or other securities exercisable for or convertible into shares of our common stock.

 

Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership	Percent of Common Stock
Zhang Shufang	4,500,000	78,85%

 

Item 13. Certain Relationships and Related Transactions

 

Zhang Shufang is considered to be a promoter, and currently is the only promoter, of Chee Corp., as that term is defined in the rules and regulations promulgated under the Securities and Exchange Act of 1933.

  

On October 26, 2016, we offered and sold 4,500,000 shares of common stock to Jiang Da Wei, our President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and a Director, at a purchase price of $0.001 per share, for aggregate proceeds of $4,500. On January 15, 2019, Jiang Da Wei resigned as the President, Treasurer, Secretary and Director of Chee Corp (the “Company”). Prior to Mr Da Wei’s, resignation, he appointed Ms. Zhang Shufang as the new President and Chief Executive Officer, Chief Financial Officer and Secretary of the Company. Ms. Zhang Shufang was appointed as the new board members of the Company.

  

Since October 26, 2016, Director has loaned us $16,050. In general Jiang Da Wei certifies verbal intention to loan to Chee Corp.  the amount of sixty thousand (60,000) USA dollars. The loan does not have any term, carries no interest and is not secured. On January 15, 2019, Jiang Da Wei resigned as the President, Treasurer, Secretary and Director of Chee Corp (the “Company”). Prior to Mr Da Wei’s, resignation, he appointed Ms. Zhang Shufang as the new President and Chief Executive Officer, Chief Financial Officer and Secretary of the Company. Ms. Zhang Shufang was appointed as the new board members of the Company.

  

Item 14. Principal Accountant Fees and Services 

 

During fiscal year ended January 31, 2020, we incurred approximately $16,600 in fees to our principal independent accountants for professional services rendered in connection with the audit of our January 31, 2019 financial statements and for the reviews of our financial statements for the quarters ended April 30, 2019, July 31, 2019, and October 31, 2019.

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PART IV

 

Item 15. Exhibits

 

The following exhibits are included as part of this report by reference:

 

31.1		Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).
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

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in China on April 23, 2020.

Chee Corp.

 

By:            /s/     Zhang Shufang

 

Name:    Zhang Shufang

Title: President, Treasurer, Secretary and Director

(Principal Executive, Financial and Accounting Officer)

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