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Summit Networks Inc. - Quarter Report: 2019 April (Form 10-Q)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X]

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2019

Commission file number 333-199108

SUMMIT NETWORKS INC.
(Exact name of registrant as specified in its charter)

Nevada
(State or other jurisdiction of incorporation or organization)

3A, Kingswell Commercial Tower,

171-173 Lockhard Road, Wanchai, Hong Kong

 (Address of principal executive offices, including zip code.)


 (852) 3910 6020
(Telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days. YES [ X ] NO [  ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [ X ] NO [   ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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

[ X ]

 

Smaller reporting company

[X]

   

Emerging growth company

[  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [  ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [  ] NO [ X ]

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:  6,104,999 shares as of May 25, 2019.


-1-

 

SUMMIT NETWORKS INC.

TABLE OF CONTENTS


PART I – FINANCIAL INFORMATION

3
  

Item 1.  Financial Statements

3

              Unaudited Consolidated Balance Sheets as of April 30, 2019, and July 31, 2018

3

              Unaudited Consolidated Statements of Operations for the Three and Nine Months Ended April 30, 2019 and 2018

4

              Unaudited Consolidated Statements of Stockholders’ Equity

5

              Unaudited Consolidated Statements of Cash Flows for the Three and Nine Months Ended,April 30, 2019 and 2018

6

              Notes to Unaudited Consolidated Financial Statements

7
  

Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

11
  

Item 3. Quantitative and Qualitative Disclosures About Market Risk

13
  

Item 4. Controls and Procedures

13
  

PART II – OTHER INFORMATION

13
  

Item 1. Legal Proceedings

13
  

Item 1A. Risk Factors

13
  

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

14
  

Item 3. Defaults upon Senior Securities

14
  

Item 4. Mine Safety Disclosures

14
  

Item 5. Other Information

14
  

Item 6. Exhibits

14
  

SIGNATURES

15


     -2-


PART I. FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS 


SUMMIT NETWORKS INC.

CONSOLIDATED BALANCE SHEETS


      

ASSETS

      
   

April 30,

 

July 31,

   

2019

 

2018

   

(Unaudited)

 

(Audited)

   

 

  
 

Current Assets

    
 

      Cash & Cash Equivalents

$

                    -

$

     17,729

 

      Receivable - Rick Jones - Escrow account

 

                    -

 

       4,556

 

Total Current Assets

 

                    -

 

    22,285

      
 

Property & Office Equipment, net

 

                    -

 

     11,172

 

TOTAL ASSETS

$

                    -

$

    33,457

      

LIABILITIES & STOCKHOLDERS' EQUITY

      
 

Current Liabilities

    
 

      Accounts payable and accrued expenses

$

            3,855

$

     15,011

 

      Due to related party

 

            9,078

 

     21,192

 

      Amount due to shareholders

 

                    -

 

     36,846

 

      Loan from other parties

 

                    -

 

     23,167

 

Total Liabilities

 

        12,933

 

    96,216

      
 

Stockholders' Equity

    
 

Common stock, ($0.001 par value, 75,000,000 shares

    
 

  authorized; 6,104,999 and 6,104,999 shares issued and outstanding

    
 

  as of April 30, 2019 and July 31, 2018

 

            6,105

 

       6,105

 

Additional Paid in Capital

 

          71,045

 

     67,402

 

Income/(loss) accumulated during development stage

 

        (90,083)

 

  (136,266)

 

Total Stockholders' Equity

 

       (12,933)

 

  (62,759)

 

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY

$

                  -   

$

    33,457

 

See accompanying notes to unaudited financial statements


 -3-



SUMMIT NETWORKS INC.

CONSOLIDATED STATEMENT OF OPERATIONS 

(Unaudited)


            
   

For the

 

For the

 

For the

 

For the

 

From
July 8, 2014

   

 Three Months
Ending  

 

 Three Months
Ending  

 

 Nine Months
Ending

 

 Nine Months
Ending

 

 (Inception)
to

   

Apr 30,

 

Apr 30,

 

Apr 30,

 

Apr 30,

 

Apr 30,

   

2019

 

2018

 

2019

 

2018

 

2019

            
 

Sales

$

-   

 

-   

 

-   

 

-   

 

223,910

 

Cost of Goods

 

-   

 

-   

 

-   

 

-   

 

163,257

 

Gross Profit

 

-   

 

-   

 

-   

 

-   

 

60,653

            
 

Selling, General & Administrative Expenses

 

17,489

 

15,720

 

297,492

 

80,077

 

495,889

 

           
 

Income / (loss) from operations

 

 (17,489)

 

 (15,720)

 

 (297,492)

 

 (80,077)

 

 (435,236)

            
 

Loss on disposal of subsidiary

 

 (5,092)

 

-   

 

 (5,092)

 

-   

 

(5,092)

 

Gain on debt forgiven

 

348,767

 

-   

 

348,767

 

-   

 

348,767

            
 

Income before income taxes

 

326,186

 

 (15,720)

 

46,183

 

 (80,077)

 

 (91,561)

            
 

Income tax benefit (expense)

 

-   

 

-   

 

-   

 

-   

 

1,478

            
 

Net Income/ (Loss)

$

326,186

 

 (15,720)

 

46,183

 

 (80,077)

 

 (90,083)

            
 

Basic earnings per share

$

0.05

 

 (0.00)

 

0.01

 

 (0.02)

  
 

Diluted earnings per share

$

0.05

 

 (0.00)

 

0.01

 

 (0.02)

  
 

Weighted average number of

          
 

  common shares outstanding

 

6,104,499

 

5,461,235

 

6,104,499

 

5,209,890

  
 

Diluted Weighted average number of

          
 

  common shares outstanding

 

6,104,499

 

5,461,235

 

6,104,499

 

5,209,890

  


See accompanying notes to unaudited financial statements

 

-4-

SUMMIT NETWORKS INC.

STATEMENT OF STOCKHOLDERS’ DEFICIT

(Unaudited)


           
      

Additional

    
  

Common Stock

 

Paid-in

 

Accumulated

  
  

Shares

 

Amount

 

Capital

 

Deficit

 

Total

           
 

Balance, July 31, 2017

  5,000,000

 

 $ 5,000

 

 $    39,000

 

 $      (41,449)

 

 $         2,551

           
 

Stock issued for cash on November 28, 2017

         
 

 @ $0.03 per share

      250,000

 

       250

 

          7,250

   

              7,500

           
 

Stock issued for cash on March 15, 2018

         
 

 @ $0.03 per share

      399,999

 

       400

 

        11,600

   

            12,000

           
 

Stock issued for cash on July 24, 2018

         
 

 @ $0.03 per share

      455,000

 

       455

 

        13,195

   

            13,650

           
 

Loss on acquisition of Real Capital Limited

    

        (3,643)

   

            (3,643)

           
 

Net profit (loss),  July 31, 2018

      

           (94,817)

 

          (94,817)

           
 

Balance, July 31, 2018

  6,104,999

 

 $ 6,105

 

 $    67,402

 

 $    (136,266)

 

 $      (62,759)

           
 

Net profit (loss),  Apr 30, 2019

      

            46,183

 

            46,183

           
 

Disposal of Real Capital Limited

    

          3,643

   

              3,643

           
 

Balance, Apr 30, 2019

  6,104,999

 

 $ 6,105

 

 $    71,045

 

 $      (90,083)

 

 $      (12,933)

 

See accompanying notes to unaudited financial statements

 


-5-

 

SUMMIT NETWORKS INC.

CONSOLIDATED STATEMENT OF CASH FLOWS 

(Unaudited)


        
   

For the

 

For the

 

From
July 8, 2014

   

 Nine Months
Ended

 

 Nine Months
Ended

 

 (Inception)
to

   

Apr 30,

 

Apr 30,

 

Apr 30,

   

2019

 

2018

 

2019

        
 

CASH FLOWS FROM OPERATING ACTIVITIES

      
 

    Net income (loss)

$

46,183

$

 (80,077)

$

 (90,083)

 

    Adjustments to reconcile net loss to net cash

      
 

      provided by (used in) operating activities:

      
 

      Depreciation Expense

 

-

 

1,197

 

6,578

 

      Impairment on PPE

 

11,172

 

-

 

11,172

 

      Provision (benefit) for deferred taxes

 

-

 

-

 

 (1,478)

 

    Changes in operating assets and liabilities:

      
 

      Receivable - Escrow account

 

4,556

 

 (4,556)

 

-   

 

      Accounts payable and accrued expenses

 

 (7,513)

 

16,731

 

19,735

 

     Net cash provided by (used in) operating activities

 

54,398

 

 (66,705)

 

 (54,076)

        
 

CASH FLOWS FROM INVESTING ACTIVITIES

      
 

     Acquisition of Property & Equipment

 

-

 

-

 

 (17,750)

 

     Investment in subsidiary - Real Capital

 

-

 

-

 

 (3,643)

 

    Net cash provided by (used in) investing activities

 

-

 

-

 

 (21,393)

        
 

CASH FLOWS FROM FINANCING ACTIVITIES

      
 

     Advance from related party

 

 (72,127)

 

47,205

 

 (1,681)

 

     Issuance of common stock

 

-

 

19,500

 

77,150

 

    Net cash provided by (used in) financing activities

 

 (72,127)

 

66,705

 

75,469

        
 

    Net increase (decrease) in cash

 

 (17,729)

 

-

 

-

 

    Cash at beginning of period

 

17,729

 

-

 

-

 

    Cash at end of period

$

-

$

-

$

-

        
        
 

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

      
 

Cash paid during period for:

      
 

     Interest

$

-   

$

-   

$

-   

 

     Income Taxes

$

-   

$

-   

$

-   

        


See accompanying notes to unaudited financial statements


-6-


SUMMIT NETWORKS INC.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

For the three and nine months ended April 30, 2019 and 2018


NOTE 1. - ORGANIZATION AND DESCRIPTION OF BUSINESS

 

Summit Networks Inc. (the “Company”) was incorporated under the laws of the State of Nevada on July 8, 2014.  Originally, the Company was formed to engage in the development and operation of a business engaged in the distribution of glass craft products produced in China.

 

On April 11, 2019, after selling its wholly subsidiary, Real Capital Limited, the Company acquired MoralArrival Environmental and Blockchain Technology Services Limited ("MoralArrival"), a corporation incorporated under the laws of the British Virgin Islands. As a result of this transaction, MoralArrival has become a wholly owned subsidiary of the Company. MoralArrival is a recently formed start-up company with nominal assets and no history of operations.  MoralArrival is in the business of acting as an international agent for a Chinese environmental company, Hengshui Jingzhen Environmental Technology Company Limited of Hebei, China.

 

The Company is in the development stage. Its activities to date have been limited to capital formation, organization, development of its business plan and minimal sales. The Company has commenced limited operations. As such, the Company is subject to all risks inherent to the establishment of a start-up business enterprise.

 

NOTE 2.- BASIS OF PRESENTATION

 

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).

 

On April 11, 2019, the Company acquired all the shares of MoralArrival in exchange for 300,000 shares of its common stock. As a result of this transaction, MoralArrival has become a wholly owned subsidiary of the Company.  

 

The accompanying consolidated financial statements includes the accounts of the company, and its wholly owned subsidiary, MoralArrival. All inter-company balances and transactions have been eliminated on consolidation.

 

The Company has a July 31, year-end.

 

Going Concern

 

The accompanying financial statements and notes have been prepared assuming that the Company will continue as a going concern.

 

The Company had limited operations during the period from July 8, 2014 (date of inception) to April 30, 2019 resulting in accumulated deficit of $90,083.  There is no guarantee that Company will continue to generate revenues.

 

At April 30, 2019, the Company had $nil in cash and there were outstanding liabilities of $12,933. This condition raises substantial doubt about the Company’s ability to continue as a going concern. Management does not believe that the company’s current cash position is sufficient to cover the expenses they will incur during the next twelve months.


-7-

 

 SUMMIT NETWORKS INC.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

For the three and nine months ended April 30, 2019 and 2018


NOTE 3.-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

This summary of significant accounting policies is presented to assist in understanding the condensed consolidated interim financial statements.  The condensed consolidated interim financial statements and notes are the representations of the Corporation’s management, who is responsible for their integrity and objectivity.  The condensed consolidated interim financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 210 8-03 of Regulation S-X, and therefore do not include all the information necessary for a fair presentation of financial position, results of operations and cash flows in conformity with generally accepted accounting principles.  These condensed consolidated interim financial statements should be read in conjunction with the annual consolidated financial statements and footnotes for the year ended February 28, 2018 included in the Corporation’s filed Form 10-K.

 

Use of Estimates

 

The preparation of condensed consolidated interim financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Recent Accounting Pronouncements

 

The Company adopts new pronouncements relating to generally accepted accounting principles applicable to the Company as they are issued, which may be in advance of their effective date.  The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.

 

NOTE 4.- DISPOSAL OF SUBSIDIARY

 

On March 31, 2019 the Company entered into a Share Purchase Agreement with Hang Dennis Cheung, wherein the Company sold 100 ordinary shares of its wholly owned subsidiary, Real Capital Limited (“Real Capital”), for a nominal consideration of One US Dollar (US$1.00).  The 100 ordinary shares represent all of the issued and outstanding shares of Real Capital.  Real Capital has had no sales revenue for the past three years and a net assets value of US$19,685 as of the closing date of the Share Purchase Agreement.

 

The closing of the Share Purchase Agreement occurred on April 10, 2019.  This transaction is not considered a “significant transaction” as that term is defined in the Exchange Act.  

 

Carrying amount of net assets of Real Capital:

 

Cash and cash equivalents

1,450

Loan to shareholder

18,235

Net Assets

19,685

 

Loss on disposal:

Consideration Received

1

Net Asset of Real Capital

(19,685)

Loan from Real Capital

18,235

Loss recognized in APIC

(3,643)

Loss on disposal

(5,092)


-8-

SUMMIT NETWORKS INC.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

For the three and nine months ended April 30, 2019 and 2018


NOTE 5.- BUSINESS COMBINATION

 

On April 9, 2019 Summit Networks, Inc. (the "Company") entered into a Share Exchange Agreement with MoralArrival Environmental and Blockchain Technology Services Limited ("MoralArrival"), a British Virgin Islands company and the shareholder of MoralArrival. Under the terms of that Share Exchange Agreement, the Company agreed to exchange 300,000 shares of its common stock for all the outstanding shares of common stock of MoralArrival. As a result of this transaction, MoralArrival will become a wholly owned subsidiary of the Company. MoralArrival is a recently formed startup company with nominal assets and no history of operations.  This transaction is not considered a “significant transaction” as that term is defined in the Exchange Act.

 

NOTE 6.- ROPERTY AND EQUIPMENT

 

During the period ended January 31, 2019, the Company has made impairment of $11,172 for the property consisting of an office and shop located in Latvia and office equipment thereof due to no revenue being generated from the operation.   

 

NOTE 7.- RELATED PARTY TRANSACTIONS

 

The director of the Company, Mr. Riggs Cheung, may, in the future, become involved in other business opportunities as they become available, he may face a conflict in selecting between the Company and his other business opportunities.  The Company has not formulated a policy for the resolution of such conflicts.

 

As of April 30, 2019, amount due to related parties was $9,078, which were unsecured, non-interest bearing with no specific repayment terms.

 

During the three-month period ended April 30, 2019, the Company recognized debt forgiveness of $348,767.  Of this amount, $21,192 and 292,841 were due to related parties and shareholders, respectively.

 

During the three-month period ended April 30, 2019, and during the period from July 8, 2014 (date of inception), payroll expense of $nil and $81,000 were charged with respect to director fee respectively.

 

-9-

 

SUMMIT NETWORKS INC.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

For the three and nine months ended April 30, 2019 and 2018

 

NOTE 8.- STOCKHOLDERS’ EQUITY

 

Transactions, other than employees’ stock issuance, are in accordance with ASC No. 505. Thus issuances shall be accounted for based on the fair value of the consideration received.  Transactions with employees’ stock issuance are in accordance with ASC No. 718. These issuances shall be accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, or whichever is more readily determinable.  

 

As of August 1, 2017, the stockholders’ equity section of the Company contains Common stock, $ 0.001 par value: 75,000,000 shares authorized; 5,000,000 shares issued and outstanding.

 

On November 28, 2017 and on March 15, 2018, the Company issued a total of 649,999 shares of common stock to one independent investor and two shareholders for cash consideration totally of $19,500.  The purchase price for the common stocks was $0.03 per common share.

 

On July 24, 2018, the Company issued a total of 455,000 shares of common stock to one independent investor and two shareholders for cash consideration totally of $13,650.  The purchase price for the common stocks was $0.03 per common share.

 

As of April 30, 2019, and July 31, 2018, the Company had 6,104,999 shares of common stock issued and outstanding, respectively.

 

NOTE 9.- WARRANTS AND OPTIONS

 

There are no warrants or options outstanding to acquire any additional shares of common.

 

NOTE 10.- COMMITMENTS AND CONTINGENCIES

 

The Company has no commitments and contingencies liabilities to be disclosed.

 

NOTE 11.- LEGAL MATTERS

 

The Company has no known legal issues pending.


-10-


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

 

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Summit Networks Inc. (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason.  This Quarterly Report, and unless otherwise noted, the words "we," "our," "us," the "Company," "SNTW" or “Icon” refers to Summit Networks Inc.                       

 

Results of Operations

 

We have generated $223,910 in revenues since our inception on July 8, 2014.  Our cost of goods sold was $163,257 resulting in a gross profit of $60,653.  During the period from inception to April 30, 2019, our operating expenses were comprised of selling, general and administrative expenses of $495,889. With a loss on disposal of subsidiary of $5,092 and a gain on debt forgiven of $348,767, and the provision for income tax benefits of $1,478, resulted to a net loss of $90,083. Our selling, general and administrative expenses consist of mainly professional fees, impairment for property and equipment, and depreciation expenses.

 

During the three months ended April 30, 2019 and 2018, we generated revenues of $Nil and $Nil, with cost of goods sold being $Nil and $Nil, resulting in gross profits of $Nil and $Nil, respectively.  Our operating expenses for the same three-month periods were comprised of selling, general and administrative expenses of $17,489 and $15,720, respectively. We had a loss on disposal of subsidiary of $5,092 and a gain on debt forgiven of $348,767, resulting in net income of $326,186 for the three months ended April 30, 2019 compared to a net loss of $15,720 for the three months ended April 30, 2018. Our selling, general and administrative expenses for the period consisted of mainly professional fees, impairment for property and equipment, and depreciation expenses.

 

During the nine months ended April 30, 2019 and 2018, we generated revenues of $Nil and $Nil, with cost of goods sold being $Nil and $Nil, resulting in gross profits of $Nil and $Nil, respectively.  Our operating expenses for the same nine-month periods were comprised of selling, general and administrative expenses of $297,492 and $80,077, respectively. We had a loss on disposal of subsidiary of $5,092 and a gain on debt forgiven of $348,767, resulting in net income of $46,183 during the nine months ended April 30, 2019 compared to a net loss of $80,077 for the nine months ended April 30, 2018. Our selling, general and administrative expenses for the period consisted of mainly professional fees, impairment for property and equipment, and depreciation expenses.

 

Our total assets as at April 30, 2019 were $Nil.  

 

We currently anticipate that our legal and accounting fees over the next 12 months, as result of being a reporting company with the SEC and more capital financing activities occurred, will be approximately $50,000.

 

On April 9, 2019 Summit Networks, Inc. (the "Company") entered into a Share Exchange Agreement with MoralArrival Environmental and Blockchain Technology Services Limited ("MoralArrival"), a British Virgin Islands company and the shareholder of MoralArrival. Under the terms of that Share Exchange Agreement, the Company agreed to exchange

 

-11-

 

300,000 shares of its common stock for all the outstanding shares of common stock of MoralArrival. As a result of this transaction, MoralArrival will become a wholly owned subsidiary of the Company.  As of the date of this Quarterly Report, these shares have not been formally issued.

 

Excluding the 300,000 shares for the acquisition MoralArrival, the Company had 6,104,999 shares of common stock issued and outstanding as of April 30, 2019.

 

As of April 30, 2019 and July 31, 2018, there is a total of $9,078 and $58,038 in amount due to related parties and shareholders, respectively, for expenses that had paid on behalf of the company.  The amounts were interest free, unsecured and payable on demand.

 

Plan of Operation for the next 12 months

 

Because we were not able to raise sufficient capital to execute our full business plan, we are now engaged in discussions with third parties regarding alternative directions for the Company that could enhance shareholder value. As of the date of filing this Quarterly Report on Form 10Q, we have not entered into any definitive agreement to change our direction. The business plan of our company assumes that we will continue with our business as originally planned. However, as mentioned above, we are in discussions that could lead to another direction for the Company.

 

Even if we are able to obtain sufficient number of service agreements at the end of the twelve months’ period, there is no guarantee that we will be able to attract and more importantly retain enough customers to justify our expenditures.  If we are unable to generate a significant amount of revenue and to successfully protect ourselves against those risks, then it would materially affect our financial condition.

 

Based on our current operating plan, we believe that we cannot guarantee for any increase in our revenue from selling our glass craft products in the next quarter and coming twelve months.   We may need to obtain additional financing to operate our business for the next twelve months.  Additional financing, whether through public or private equity or debt financing, arrangements  with the security holder or other sources to fund operations, may not be available, or if available, may be on terms unacceptable to us.

 

Liquidity and Capital Resources

 

As at April 30, 2019 we had no cash and there were outstanding liabilities of $12,933. As at July 31, 2018, we had $17,729 in cash and the outstanding liabilities were $96,216. The working capital deficits were negative $12,933 and $73,931, for April 30, 2019 and July 31, 2018, respectively.

 

Off-Balance Sheet Arrangements

 

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 is material to investors.


-12-

 

ITEM 3. QUANTITATIVE AND QUALITAIVE DISCLOSURE ABOUT MARKET RISK

 

Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

 

Management maintains “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

 

In connection with the preparation of this quarterly report on Form 10-Q, an evaluation was carried out by management, with the participation of the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of April 30, 2019.

 

Based on that evaluation, management concluded, as of the end of the period covered by this report, that our disclosure controls and procedures were effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Securities and Exchange Commission’s rules and forms.

 

Changes in Internal Controls over Financial Reporting

 

As of the end of the period covered by this report, there have been no changes in the internal controls over financial reporting during the quarter ended April 30, 2019, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting subsequent to the date of management’s last evaluation.

 

PART II. OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

 

To the best knowledge of the Company’s directors and officers, the Company is currently not a party to any material pending legal proceeding.

 

ITEM 1A:  RISK FACTORS

 

As a “smaller reporting company”, we are not required to provide the information required by this Item.


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ITEM 2:  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None

 

ITEM 3:  DEFAULTS UPON SENIOR SECURITIES

 

None

 

ITEM 4:  MINE SAFETY DISCLOSURES

 

Not applicable

 

ITEM 5.  OTHER INFORMATION

 

None

 

 

ITEM 6.     EXHIBITS

 

The following exhibits are included with this quarterly filing:

 

Exhibit No.

Description

31.1

Sec. 302 Certification of Chief Executive Officer

31.2

Sec. 302 Certification of Chief Financial Officer

32.1

Sec. 906 Certification of Chief Executive Officer

32.2

Sec. 906 Certification of Chief Financial Officer

101      

Interactive data files pursuant to Rule 405 of Regulation S-T



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SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


Summit Networks Inc.

Registrant

Date:  May 25, 2019

By /s/ Chi Ming Tso

__________________________

Chi Ming Tso

Chief Executive Officer

Principal Executive Officer


Date:  May 25, 2019

By /s/ Chao Long Huang

__________________________

Chao Long Huang

Chief Financial Officer

Principal Financial Officer and Principal Accounting Officer


        

-15-

Exhibit 31.1

CERTIFICATION

I, Chi Ming Tso, certify that:

1.

I have reviewed this report on Form 10-Q.

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

a)

Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

 

 

a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: May 25, 2019

/s/ Chi Ming Tso
Chi Ming Tso
Chief Executive Officer  

Principal Executive Officer

 


-16-

Exhibit 31.2

CERTIFICATION

I, Chao Long Huang, certify that:

1.

I have reviewed this report on Form 10-Q.


2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

a)

Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

 

 

a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: May 25, 2019

/s/ Chao Long Huang
Chao Long Huang
Chief Financial Officer

Principal Financial Officer and Principal Accounting Officer



-17-


Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Summit Networks Inc. (the “Company”) on Form 10-Q for the period ending April 30, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Chi Ming Tso, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1)     The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)     The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

IN WITNESS WHEREOF, the undersigned has executed this certification as of the 25th day of May, 2019.

 

/s/ Chi Ming Tso
Chi Ming Tso

Chief Executive Officer

Principal Executive Officer



-18-

Exhibit 32.2

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Summit Networks Inc. (the “Company”) on Form 10-Q for the period ending April 30, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Chao Long Huang, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1)     The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)     The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

IN WITNESS WHEREOF, the undersigned has executed this certification as of the 25th day of May, 2019.


/s/ Chao Long Huang
Chao Long Huang

Chief Financial Officer

Principal Financial Officer and Principal Accounting Officer



-19-