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|
☒
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
For the fiscal year ended July 31, 2018
|
||
|
☐
|
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
For the transition period from to
|
||
|
California
|
20-5422795
|
|
|
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer
Identification No.)
|
|
|
8832 Glendon Way, Rosemead, California
|
91770
|
|
|
(Address of principal executive offices)
|
(Zip Code)
|
|
None
|
N/A
|
|
|
Title of each class
|
Name of each exchange on which registered
|
|
PART I
|
|||||
|
ITEM 1:
|
BUSINESS
|
4
|
|||
|
ITEM 1A:
|
RISK FACTORS
|
6
|
|||
|
ITEM 1B:
|
UNRESOLVED STAFF COMMENTS
|
6
|
|||
|
ITEM 2:
|
PROPERTIES
|
6
|
|||
|
ITEM 3:
|
LEGAL PROCEEDINGS
|
6
|
|||
|
ITEM 4:
|
MINE SAFETY DISCLOSURES
|
6
|
|||
|
PART II
|
|||||
|
ITEM 5:
|
MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND PURCHASES OF EQUITY SECURITIES
|
7
|
|||
|
ITEM 6:
|
SELECTED FINANCIAL DATA
|
7
|
|||
|
ITEM 7:
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
|
8
|
|||
|
ITEM 7A.
|
QUANTATIVE AND QUALATATIVE DISCLOSURES ABOUT MARKET RISK
|
11
|
|||
|
ITEM 8:
|
FINANCIAL STATEMENTS
|
12
|
|||
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
23
|
|||
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
23
|
|||
|
ITEM 9B:
|
OTHER INFORMATION
|
24
|
|||
|
PART III
|
|||||
|
ITEM 10:
|
DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
|
24
|
|||
|
ITEM 11:
|
EXECUTIVE COMPENSATION
|
25
|
|||
|
ITEM 12:
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
26
|
|||
|
ITEM 13:
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
27
|
|||
|
ITEM 14:
|
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
27
|
|||
|
PART IV
|
|||||
|
ITEM 15:
|
EXHIBITS
|
27
|
|||
|
SIGNATURES
|
28
|
||||
|
●
|
The worldwide economic situation;
|
|
|
●
|
Any change in interest rates or inflation;
|
|
|
●
|
The willingness and ability of third parties to honor their contractual commitments;
|
|
|
●
|
The Company's ability to raise additional capital, as it may be affected by current conditions in the stock market and competition for risk capital;
|
|
|
●
|
The Company's capital costs, as they may be affected by delays or cost overruns;
|
|
|
●
|
The Company's costs of production;
|
|
|
●
|
Environmental and other regulations, as the same presently exist or may later be amended;
|
|
|
●
|
The Company's ability to identify, finance and integrate any future acquisitions; and
|
|
|
●
|
The volatility of the Company's stock price.
|
|
|
●
|
Ensure that investments in our projects are affordable;
|
|
|
|
|
|
|
●
|
That our investment strategy is simple to understand; and
|
|
|
|
|
|
|
●
|
That we provide outstanding customer service and rigid integrity in our business dealings.
|
| 1. |
Between October 2018 to June 2019,
company intends to sell approximately 97 million shares of HFUS common stock, value at $0.02 cents per share, in China, raising $1.94 million in capital. There is no assurance that any money will be raised.
|
| 2. |
In November to December 2018, company will complete establishment of Hartford Great Health subsidiary branch in Hangzhou and Shanghai, China. The subsidiary branches will be 100% owned by Hartford Great Health Corp. The Company will launch Hangzhou and Shanghai marketing plans to promote the sales of US health products as well as artificial intelligence products related to health and wellness industry. Although there is no assurance that this will be a successful venture, this project is expected to bring sales revenue of 3.6 million US dollars by the end of 2019.
|
| 3. |
The company intends to raise 6 million US dollars by June 2019, and the funds will be used to invest and acquire 45% ownership of the Hartford Hotel to launch second phase construction of the hotel.
|
|
July 31,2018
|
July 31, 2017
|
|||||||
|
ASSETS
|
||||||||
|
Current assets:
|
||||||||
|
Cash and cash equivalents
|
$
|
1,444
|
$
|
1,928
|
||||
|
Total current assets
|
1,444
|
1,928
|
||||||
|
Fixed Assets
|
||||||||
|
Computer equipment
|
2,792
|
2,792
|
||||||
|
Accumulated depreciation
|
(2,792
|
)
|
(2,262
|
)
|
||||
|
Net book value
|
0
|
530
|
||||||
|
Total assets
|
$
|
1,444
|
$
|
2,458
|
||||
|
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
|
||||||||
|
Current liabilities:
|
||||||||
|
Accounts payable
|
$
|
832
|
$
|
2,191
|
||||
|
Accrued Interest to stockholders
|
0
|
237
|
||||||
|
Advances from stockholders
|
0
|
21,180
|
||||||
|
Total current liabilities
|
832
|
23,608
|
||||||
|
Total liabilities
|
832
|
23,608
|
||||||
|
Commitments and contingencies (Notes 2 and 4)
|
||||||||
|
Stockholders' equity (deficit):
|
||||||||
|
Preferred stock - $0.001 par value, 5,000,000 shares authorized:
|
||||||||
|
No shares issued or outstanding
|
-
|
-
|
||||||
|
Common stock - $0.001 par value, 100,000,000 shares authorized:
|
||||||||
|
3,018,000 shares issued and outstanding
|
3,018
|
3,018
|
||||||
|
Additional paid-in capital
|
330,241
|
283,113
|
||||||
|
Accumulated (deficit)
|
(332,647
|
)
|
(307,281
|
)
|
||||
|
Total stockholders' equity (deficit)
|
612
|
(21,150
|
)
|
|||||
|
Total liabilities and stockholders' equity (deficit)
|
$
|
1,444
|
$
|
2,458
|
||||
|
Year
|
Year
|
|||||||
|
ended
|
ended
|
|||||||
|
July 31, 2018
|
July 31, 2017
|
|||||||
|
Revenues
|
$
|
-
|
$
|
-
|
||||
|
Operating expenses:
|
||||||||
|
Website development
|
3,385
|
2,193
|
||||||
|
Legal and accounting fees
|
13,542
|
11,138
|
||||||
|
Investor relations
|
7,746
|
4,868
|
||||||
|
Other general and administrative
|
400
|
483
|
||||||
|
Depreciation Expense
|
530
|
933
|
||||||
|
Total operating expenses
|
25,603
|
19,615
|
||||||
|
Operating (loss)
|
(25,603
|
)
|
(19,615
|
)
|
||||
|
Other income(expense):
|
||||||||
|
Interest expense
|
237
|
(237
|
)
|
|||||
|
Other income (expense) net
|
237
|
(237
|
)
|
|||||
|
Net (loss)
|
$
|
(25,366
|
)
|
$
|
(19,852
|
)
|
||
|
Net (loss) per common share:
|
||||||||
|
Basic and Diluted
|
$
|
(0.01
|
)
|
$
|
(0.01
|
)
|
||
|
Weighted average shares outstanding:
|
||||||||
|
Basic and Diluted
|
3,018,000
|
3,018,000
|
||||||
|
Twelve Months
|
Twelve Months
|
|||||||
|
ended
|
ended
|
|||||||
|
July 31, 2018
|
July 31, 2017
|
|||||||
|
Cash flows from operating activities:
|
||||||||
|
Net (loss)
|
$
|
(25,366
|
)
|
$
|
(19,852
|
)
|
||
|
Adjustments to reconcile net (loss) to net cash
|
||||||||
|
used by operating activities:
|
||||||||
|
Impairment
|
||||||||
|
Depreciation
|
530
|
933
|
||||||
|
Stock issued for service
|
||||||||
|
Changes in operating assets and liabilities:
|
||||||||
|
Increase/(decrease) in accounts payable
|
(1,359
|
)
|
(929
|
)
|
||||
|
Increase/(decrease) in accrued interest to stockholders
|
(237
|
)
|
237
|
|||||
|
Increase/(decrease) in advances from officer
|
||||||||
|
Net cash (used in) operating activities
|
(26,432
|
)
|
(19,611
|
)
|
||||
|
Cash flows from investing activities:
|
||||||||
|
Net cash (used in) investing activities
|
||||||||
|
Cash flows from financing activities:
|
||||||||
|
Capital contribution from stockholders
|
25,948
|
-
|
||||||
|
Loans from stockholders
|
- |
21,180
|
||||||
|
Net cash provided by financing activities
|
25,948
|
21,180
|
||||||
|
Net increase (decrease) in cash and equivalents
|
(484
|
)
|
1,569
|
|||||
|
Cash and equivalents at beginning of period
|
1,928
|
359
|
||||||
|
Cash and equivalents at end of period
|
$
|
1,444
|
$
|
1,928
|
||||
|
Supplemental Cash Flow Information
|
||||||||
|
Interest paid
|
$
|
-
|
$
|
-
|
||||
|
Income taxes paid
|
$
|
-
|
$
|
-
|
||||
|
Non-cash investing and financing activities:
|
$
|
-
|
$
|
-
|
||||
|
Additional
|
Total
|
|||||||||||||||||||
|
Common Stock
|
Paid - in
|
Accumulated
|
Stockholders'
|
|||||||||||||||||
|
Shares
|
Amount
|
Capital
|
(Deficit)
|
Equity (Deficit)
|
||||||||||||||||
|
Balance, July 31, 2016
|
3,018,000
|
$
|
3,018
|
$
|
283,113
|
$
|
(287,429
|
)
|
$
|
(1,298
|
)
|
|||||||||
|
Additional Paid in Capital
|
||||||||||||||||||||
|
Net (loss) for the year
|
-
|
-
|
(19,852
|
)
|
(19,852
|
)
|
||||||||||||||
|
Balance, July 31, 2017
|
3,018,000
|
$
|
3,018
|
$
|
283,113
|
$
|
(307,281
|
)
|
$
|
(21,150
|
)
|
|||||||||
|
Additional Paid in Capital
|
47,128
|
47,128
|
||||||||||||||||||
|
Net (loss) for the year
|
-
|
-
|
(25,366
|
)
|
(25,366
|
)
|
||||||||||||||
|
Balance, July 31, 2018
|
3,018,000
|
$
|
3,018
|
$
|
330,241
|
$
|
(332,647
|
)
|
$
|
612
|
||||||||||
|
Period Ending
|
Estimated NOL carry-forward
|
NOL expires
|
Estimated tax benefit from NOL and other tax benefits (20%)
|
Valuation allowance
|
Change in valuation allowance
|
Net tax asset
|
||||||||||||||||||
|
July 31, 2017
|
$
|
307,280
|
2037
|
$
|
61,000
|
$
|
(61,000
|
)
|
$
|
(4,000
|
)
|
$
|
-
|
|||||||||||
|
July 31, 2018
|
$
|
332,647
|
2038
|
$
|
66,000
|
$
|
(66,000
|
)
|
$
|
(5,000
|
)
|
$
|
-
|
|||||||||||
|
2018
|
2017
|
|||||||
|
Income tax benefit at statutory rate
|
(20
|
%)
|
(20
|
%)
|
||||
|
Deferred income tax valuation allowance
|
20
|
%
|
20
|
%
|
||||
|
Reported tax rate
|
0
|
%
|
0
|
%
|
||||
|
Board
|
|||||||||
|
Name and
|
Position
|
||||||||
|
Municipality of Residence
|
Age
|
Positions With the Company
|
Held Since
|
||||||
|
Xin Dong
Los Angeles, CA
|
34
|
President, Chief Executive Officer and Director
|
2018
|
||||||
|
Sheng-Yih Chang
Los Angeles, CA
|
46
|
Chief Financial Officer, Secretary and Director
|
2018
|
||||||
|
Xueying Song
Los Angeles, CA
|
34
|
Director
|
2018
|
||||||
|
Name and Address of
|
Shares Beneficially Owned
|
Percentage
|
||||||
|
Beneficial Owner
|
Number
|
(%)
|
||||||
|
Xin Dong, CEO/President/Director
8832 Glendon Way
Rosemead, CA 91770
|
2,400,000
|
79.5
|
%
|
|||||
|
Sheng-Yih Chang, CFO/Secretary/Director
|
200,000
|
6.6
|
%
|
|||||
|
8832 Glendon Way
Rosemead, CA 91770
|
||||||||
|
Xueying Song, Director
|
200,000
|
6.6
|
%
|
|||||
|
8832 Glendon Way
Rosemead, CA 91770
|
||||||||
|
Total Officers and Directors (3)
|
2,800,000
|
92.7
|
%
|
|||||
|
2018
|
2017
|
|||||||
|
Audit Fees
|
$
|
9,900
|
$
|
9,000
|
||||
|
Audit Related Fees
|
3,642
|
2,138
|
||||||
|
Tax Fees
|
0
|
0
|
||||||
|
All Other Fees
|
0
|
0
|
||||||
|
Total Fees
|
$
|
13,542
|
$
|
11,138
|
||||
|
|
HARTFORD GREAT HEALTH CORP.
|
|
|
|
|
|
|
Date: November 14, 2018
|
By:
|
/s/ Xin Dong
|
|
|
|
Xin Dong
Chief Executive Officer
|
|
Name
|
|
Title
|
|
Date
|
|
|
|
|
|
|
|
/s/ Xin Dong
|
|
Chief Executive Officer, President, Dir.
|
|
November 14, 2018
|
|
Xin Dong
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
|
|
/s/ Sheng-Yih Chang
|
|
Chief Financial Officer
|
|
November 14, 2018
|
|
Sheng-Yih Chang
|
|
(Principal Accounting Officer)
|
|
|
|
|
|
|
|
|
|
/s/ Xueying Song
|
|
Director
|
|
November 14, 2018
|
|
Xueying Song
|
|
|
|
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|