Overview of the Business





Due to global health issues and the pandemic, people have increased their health
and nutrition consciousness. We believe preventive care is the most effective
investment in health. To promote the awareness of preventive care to the people
in the PRC, we have developed and launched our mobile social e-commerce platform
(King Eagle Mall). We also started establishing physical (Smart Kiosk) platforms
with the cooperation with Guoxin Star Network Co., Ltd.



King Eagle Mall



King Eagle Mall is a mobile social e-commerce platform which was launched in
July 2020 and promotes preventive health care products and services as our core
business. It adopts the S2B2C business model and integrates many major health
care products and services. We focus on health-related products and services.
King Eagle Mall is designed to enable health-related products to be sold by us
and by third parties. King Eagle Mall's products are divided into two sectors:
self-operated products and selected products which promote preventive health
care. Our team screens and examines products that are and will be offered both
by us and affiliated merchants. Our major products include health care products
such as dietary supplements, nutritional health foods, beauty cosmeceuticals,
and other categories (for instance, milk powder, dried fruits) of health foods
for supporting the cardiovascular system and bone joint health. We offer
collagen peptides, probiotics, and health foods for improving blood circulation
and vein health, as well as household products which can promote and improve a
healthier lifestyle for our members. We receive customer orders and may arrange
fulfillment with our merchants who are responsible for delivery arrangement or
fulfill customer orders through our outsourced networks.



At the same time, we operate customer service centers with whom our members can directly communicate for any assistance related to product purchases, suggestions for health care products and services, and delivery logistics.





Smart Kiosk



In March 2021, King Eagle (Tianjin) entered into a Cooperation Agreement with a
related party, Guoxin Star Network Co., Ltd. who assigned and franchised the
operation of 50 Smart Kiosks to King Eagle (Tianjin) for five years. The
construction of Smart Kiosk was initiated and administered by Guoxin Ruilian
Group Co., Ltd. After the completion of the construction of Smart Kiosk, Guoxin
Ruilian Group Co., Ltd assigned its wholly-owned subsidiary, Guoxin Star Network
Co., Ltd to cooperate with King Eagle (Tianjin) in development of Smart Kiosk.
The Smart Kiosk is a physical platform which focuses on developing a "small shop
economy." It is integrated with the King Eagle Mall which creates a "social,
health and physical store" to provide people with more professional and
comprehensive preventive health care products and services. Smart Kiosk is a
principal component of our business.



The smart service kiosk will function as a physical customer service center and
community marketing for attracting customers, providing customer services,
promoting our 500+ preventive health care and health related household products
and introducing concepts of maintaining a healthy life. 5G internet connection
will also be available for our customers to connect to our online application,
King Eagle Mall, so that our customers can access King Eagle Mall and place

orders for our products.



Recent Developments



COVID-19 Update



During the third quarter of 2022, as the PRC central and local government
strived to combat the rising COVID-19 cases, the COVID-19 strict control
measures remained effective in major cities in the PRC. The Company continues to
focus its business through its online platform, King Eagle Mall, to mitigate the
adverse impacts by COVID-19. In fact, the pandemic increased the overall public
health consciousness in the PRC and the Company continued to incur a significant
growth in its average monthly online sale revenue by $522,794 or 179.2% from
$291,736 for the nine months ended June 30, 2021 to $814,530 for the nine months
ended June 30, 2022 and by $63,523 or 42.2% from $150,676 for the three months
ended June 30, 2021 to $214,199 for the three months ended June 30, 2022.



24







The Company does not expect that the coronavirus COVID-19 will have a material
adverse effect on its online business or financial results at this time. Still,
it is not possible to predict the unanticipated consequence of the pandemic on
our future business performance and liquidity due to the severity of the
situation of COVID-19 in the PRC. The Company continues to monitor and assess
the evolving situation closely and evaluate its potential exposure.



Recent Regulatory Developments in China





Under current Chinese laws and regulations, the Company believes that the VIE
Agreements are not subject to any government approval. The shareholders of King
Eagle (Tianjin) were required to register with SAFE when they established
offshore vehicles to hold KP International, and such SAFE registration was
effected on May 14, 2021. These shareholders of King Eagle (Tianjin) will have
to register their equity pledge arrangement as required under the Equity Pledge
Agreement with King Eagle (China). The Company faces uncertainty with respect to
future actions by the PRC government that could significantly affect King Eagle
(Tianjin)'s financial performance and the enforceability of the VIE Agreements.



On July 6, 2021, the PRC government issued the Opinions on Strictly Cracking
Down on Illegal Securities Activities, calling for: (i) tightening oversight of
data security, cross-border data flow and administration of classified
information, as well as amendments to relevant regulation to specify
responsibilities of overseas listed Chinese companies with respect to data
security and information security; (ii) enhanced oversight of overseas listed
companies as well as overseas equity fundraising and listing by Chinese
companies; and (iii) extraterritorial application of China's securities laws. As
the Opinions on Strictly Cracking Down on Illegal Securities Activities were
recently issued, there are great uncertainties with respect to the
interpretation and implementation thereof. We will closely monitor further
developments.



In addition, on July 10, 2021, the Cyberspace Administration of China issued the
Measures for Cybersecurity Review (Revision Draft for Comments), or the
Measures, for public comments, which propose to authorize the relevant
government authorities to conduct cybersecurity review on a range of activities
that affect or may affect national security, including listings in foreign
countries by companies that possess the personal data of more than one million
users. The Measures are soliciting comments and subject to change. As we have
less than one million users, we believe that the Measures are not applicable to
us even after they take effect in current form. The PRC government is
increasingly focused on data security, recently launching cybersecurity review
against a number of mobile apps operated by several US-listed Chinese companies,
and prohibiting these apps from registering new users during the review period.
There are great uncertainties regarding the interpretation and enforcement of
PRC laws, rules, and regulations regarding data and privacy security. We may be
required to change our data and other business practices and be subject to
regulatory investigations, penalties, increased cost of operations, or declines
in issuer growth or engagement as a result of these laws and policies. Further,
our consulting business with respect to overseas listing and capital raising may
be adversely affected.


Financial Operations Overview

Results of Operations for the three months ended June 30, 2022 and 2021





                                                      Three Months Ended June 30,
                                                 2022                            2021
                                                         % of                             % of
                                        Amount         revenue           Amount         revenue

Revenues                              $   642,596          100.0 %    $    452,027          100.0 %
Cost of revenues                          105,597           16.4           205,595           45.5
Gross profit                              536,999           83.6           246,432           54.5
Operating expenses:
General and administrative expenses       460,024           71.6         1,154,502          255.4
Selling expense                           767,506          119.4           719,561          159.2
Total operating expenses                1,227,530          191.0         1,874,063          414.6
Loss from operations                     (690,531 )       (107.4 )      (1,627,631 )       (360.1 )
Other income                                  532            0.1               444            0.1
Loss before income taxes                 (689,999 )       (107.3 )      (1,627,187 )       (360.0 )
Income tax expense                              -              -                 -              -
Net loss                              $  (689,999 )       (107.3 )%   $ (1,627,187 )       (360.0 )%




25







Revenues



For the three months ended June 30, 2022 and 2021, revenues amounted to $642,596
and $452,027, respectively. Our revenues primarily included the sale of health
care and health related household products to our customers via our mobile
application, King Eagle Mall, which was launched in July 2020. Compared to the
three months ended June 30, 2021, we generated a higher revenue amount during
the three months ended June 30, 2022 as our service agents initiated more
marketing and promotional activities for our online platform and products during
the three months ended June 30, 2022. We recognized our revenue on a gross
basis, net of sub-charges and value-added tax ("VAT") of gross sales.



Cost of revenue



Our cost of revenue for the three months ended June 30, 2022 and 2021 were
$105,597 and 205,595, respectively. This primarily included the purchase of
health care and health related household products from our suppliers. We
incurred a higher cost of revenue for the three months ended June 30, 2021,
compared to that in the same period in 2022. During the three months ended June
30, 2021, our sales orders were mainly related to our selected products of which
the cost was higher than our self-operated products. On the other hand, during
the three months ended June 30, 2022, our customers tended to order our
self-operated products. Accordingly, our cost of revenue for the three months
ended June 30, 2021 was higher compared to that for the same period in 2022.



Gross profit



For the three months ended June 30, 2022, and 2021, our gross profit amounted to
$536,999 or 83.6% and $246,432 or 54.5%, respectively. Our gross profit amount
and margin for the three months ended June 30, 2022 was higher than that for the
same period in 2021 due to the reasons as mentioned above.



Operating Expenses



Our operating expenses consist of general and administrative expenses and
selling expense. For the three months ended June 30, 2022 and 2021, our total
operating expenses were $1,227,530 and $1,874,063, respectively. We experienced
a higher amount of operating expenses in the three months ended June 30, 2021,
compared to the same period in 2022 primarily due to the higher general and
administrative expenses in the three months ended June 30, 2021.



General and administrative expenses





General and administrative expenses for the three months ended June 30, 2022 and
2021 were $460,024 and $1,154,502, respectively. The decrease in general and
administrative expenses by $694,478 during the three months ended June 30, 2022
was primarily triggered by a plummet in professional services fees by $612,807
together with a shrinkage in employee compensation and benefits by $13,388,
travel, transportation, and gasoline by $2,328 and others by $106,351, offset by
an increase in lease and building management expenses by $18,754, meals and
entertainment by $2,753, and depreciation and amortization by $4,145.



26







Compared to the same period in 2022, we incurred higher professional fees in the
three months ended June 30, 2021 as we recruited more consultants to assist our
reverse acquisition that was completed in May 2021. During the three months
ended June 30, 2022, the basic salary amounts of our new executives and
consultant of King Eagle (Tianjin) were reduced after our former CEO of the
Company resigned on December 1, 2021. Our travel, transportation and gasoline
expense in the three months ended June 30, 2022 was reduced as we strike to
minimize the travel of our executives in order to reduce overhead costs. On the
contrary, our lease, building management and the associated moving and
relocation expenses were higher in the three months ended June 30, 2022 as we
moved to new office location and incurred additional rent payment for the new
office in Beijing. During the three months ended June 30, 2022, we incurred
additional meals and entertainment expense for our executives, staff and
business partners for appreciating for their efforts to increase sales volume
and we recognized an additional depreciation amount, $2,806, for the relative
leasehold improvements as the estimated useful life of leasehold improvements of
the former office location in Beijing was adjusted.



Our general and administrative expenses for the three months ended June 30, 2022 and 2021 were comprised of the following:





                                         Three Months Ended
                                              June 30,
                                        2022           2021

Employee compensation and benefit $ 130,377 $ 143,765 Office rent and building management 134,389 115,635 Office supplies and meeting

              25,390          10,646
Professional services fee               122,648         735,455
Travel, transportation and gasoline       9,328          11,656
Meals and entertainment                  12,688           9,935
Depreciation and amortization             7,071           2,926
Others                                   18,133         124,484
Total                                 $ 460,024     $ 1,154,502




Selling expense



For the three months ended June 30, 2022 and 2021, selling expense amounted to
$767,506 and $719,561, respectively. Our selling expense for the three months
ended June 30, 2022 slightly increased by $47,945 compared to that for the same
period in 2021. Compared to the three months ended June 30, 2021, our service
agent fee and advertising expense were climbed by $213,291 and $16,471,
respectively. During the three months ended June 30, 2022, as we aimed to
increase our sales revenue and expand our market share, our service agents
initiated more marketing and promotional activities for our online platform and
products. Our sales and marketing department launched marketing activities in
various cities which resulted in a higher advertising expense. The overall
increase was offset by a decrease in employee compensation and benefits by
$32,458, office supplies by $95,236, meals and entertainment by $8,800 and
others by $44,411.



Our selling expense, which was primarily incurred by our sales and marketing
department, for the three months ended June 30, 2022 and 2021 included the
following:



                                        Three Months Ended
                                             June 30,
                                        2022          2021
Service agents                        $ 618,389     $ 405,098

Employee compensation and benefit 106,941 139,399 Office supplies and meeting

               6,811       102,047
Travel, transportation and gasoline      12,928        13,430
Meals and entertainment                   1,220        10,020
Depreciation and amortization             1,065         1,475
Advertising                              20,152         3,681
Others                                        -        44,411
Total                                 $ 767,506     $ 719,561




27







Other income



Other income primarily included bank interest income, foreign exchange gain or
loss and other service income. Our other income for the three months ended June
30, 2022 and 2021 were $532 and $444, respectively. Since the first quarter of
2022, we incurred an additional source of income related to online technical
support services of our supplement products provided to a corporate customer.
During the three months ended June 30, 2022, we recognized $4,280 related to the
provision of this services in other income, which was offset by a loss on
disposal of furniture and fixture in an amount of $3,809. Other income for the
three months ended June 30, 2021 was mainly related to interest income from

our
bank deposits.



Income tax expense



For the three months ended June 30, 2022 and 2021, the income tax expense of the
Company was $nil. During the three months ended June 30, 2022, our entities
incurred book loss and tax loss. The Company recognized a full valuation
allowance against the deferred tax assets of these entities as it believes that
it is more likely than not that these entities will not recognize its deferred
tax assets in a near future. During the three months ended June 30, 2021, the
Company generated net loss before income tax and the Company recognized a full
valuation allowance against its deferred tax assets, which included net
operating loss carryforwards, as management believes it is more likely than not
that the Company will not recognize its net operating loss carryforwards in a
near future or before it expires.



Net loss



As a result of the factors discussed above, the Company posted a net loss in an
amount of $689,999 and $1,627,187 for the three months ended June 30, 2022

and
2021, respectively.


Foreign currency translation adjustment


The functional currency of our operation in PRC is Chinese Yuan or Renminbi
("RMB") and while our operation in Hong Kong is Hong Kong Dollars ("HKD"). The
financial statements are translated to U.S. dollars using the period end rates
of exchange for assets and liabilities, equity is translated at historical
exchange rates, and average rates of exchange (for the period) are used for
revenues and expenses and cash flows. Transaction gains and or losses that arise
from exchange rate fluctuations on transactions denominated in a currency other
than the functional currency are included in the results of operations as
incurred. As a result of foreign currency translation, which is a noncash
adjustment, we reported a foreign currency translation gain(loss) of $145,766
and $(24,731) for the three months ended June 30, 2022, and 2021, respectively.



Comprehensive income (loss)


The Company recognized a comprehensive loss in an amount of $544,233 and $1,651,918 for the three months ended June 30, 2022 and 2021, respectively.

Results of Operations for the Nine Months Ended June 30, 2022 and 2021





                                                        Nine Months Ended June 30,
                                                  2022                              2021
                                                          % of                              % of
                                         Amount          revenue           Amount          revenue

Revenues                              $  7,330,768           100.0 %    $  2,625,621           100.0 %
Cost of revenues                         1,152,271            15.7           521,478            19.9
Gross profit                             6,178,497            84.3         2,104,143            80.1
Operating expenses:

General and administrative expenses      1,278,220            17.4         2,055,591            78.3
Selling expense                          5,901,192            80.5         2,321,682            88.4
Total operating expenses                 7,179,412            97.9         4,377,273           166.7
Loss from operations                    (1,000,915 )         (13.6 )      (2,273,130 )         (86.6 )
Other income                                34,097             0.5               865             0.0
Loss before income taxes                  (966,818 )         (13.1 )      (2,272,265 )         (86.6 )
Income tax expense                               -               -         

       -               -
Net loss                              $   (966,818 )         (13.1 )%   $ (2,272,265 )         (86.6 )%




28







Revenues



For the nine months ended June 30, 2022 and 2021, revenues amounted to
$7,330,768 and $2,625,621, respectively. Our revenues primarily included the
sale of health care and health related household products to our customers via
our mobile application, King Eagle Mall, which was launched in July 2020. Our
revenue amount during the nine months ended June 30, 2022 was as three times as
much as it was for the nine months ended June 30, 2021 as our service agents
initiated more marketing and promotional activities for our online platform and
products during the nine months ended June 30, 2022. We recognized our revenue
on a gross basis, net of sub-charges and value-added tax ("VAT") of gross sales.



Cost of revenue


Our cost of revenue for the nine months ended June 30, 2022 and 2021 were $1,152,271 and $521,478, respectively. This primarily included the purchase of health care and health related household products from our suppliers. We incurred a higher cost of revenue for the nine months ended June 30, 2022, compared to that in the same period of 2021 because we generated a higher revenue amount during the nine months ended June 30, 2022 as discussed above.





Gross profit



For the nine months ended June 30, 2022 and 2021, our gross profit amounted to
$6,178,497, or 84.3%, and $2,104,143, or 80.1%, respectively. Our gross profit
margin for the nine months ended June 30, 2022 was slightly higher than that for
the same period in 2021 because, during the period from April through June 2021,
our customers tended to purchase more selected products. Our selected products
mainly consist of agricultural products, which have a higher cost of revenue
than the self-operated products. As such, we generated a lower profit margin
during the nine months ended June 30, 2021.



Operating Expenses



Our operating expenses consist of general and administrative expenses and
selling expenses. For the nine months ended June 30, 2022 and 2021, our total
operating expenses were $7,179,412 and $4,377,273, respectively. We experienced
significantly higher operating expenses in the nine months ended June 30, 2022,
compared to the same period in 2021, primarily due to higher selling expenses.



General and administrative expenses


General and administrative expenses for the nine months ended June 30, 2022 and
2021 were $1,278,220 and $2,055,591, respectively. The decrease in general and
administrative expenses during the nine months ended June 30, 2022 by $777,371
was triggered by a decline in employee compensation and benefits by $66,424,
office supplies and meeting by $15,963, professional fees by $624,747, travel,
transportation, and gasoline by $25,945, and others by $121,520, offset by an
increase in lease and building management expenses by $36,830, meals and
entertainment by $9,282, and depreciation and amortization by $31,116. During
the nine months ended June 30, 2022, the basic salary amounts of our new
executives and consultant to King Eagle (Tianjin) were reduced after the former
CEO of the Company resigned on December 1, 2021. Our office supplies and meeting
expenses for the nine months ended June 30, 2022 also decreased compared to the
same period in 2021. During the nine months ended June 30, 2021, we continued to
incur additional office supplies and decoration expense, as we started our
operations in July 2020. Compared to the same period in 2022, we incurred higher
professional fees in the nine months ended June 30, 2021 as we recruited more
consultants to assist with our reverse acquisition that was completed in May
2021. Our travel, transportation, and gasoline expense for the nine months ended
June 30, 2022 was reduced as we minimized the travel of our executives in order
to reduce overhead costs. On the contrary, our lease, building management, and
the associated moving and relocation expenses were higher in the nine months
ended June 30, 2022 as we moved to a new office location and incurred an
additional rent payment for the new office in Beijing. During the nine months
ended June 30, 2022, we incurred additional meals and entertainment expense for
our executives, staff, and business partners for appreciating their efforts to
increase sales volume. We recognized an additional depreciation amount, $17,924,
for the leasehold improvements of the former office location as the estimated
useful life of the relative leasehold improvements was adjusted.



29






Our general and administrative expenses for the nine months ended June 30, 2022 and 2021 were comprised of the following:





                                           Nine Months Ended
                                               June 30,
                                         2022            2021

Employee compensation and benefit $ 446,916 $ 513,340 Office rent and building management 354,903 318,073 Office supplies and meeting

                41,895          57,858
Professional services fee                 303,800         928,547

Travel, transportation and gasoline 16,935 42,880 Meals and entertainment

                    35,851          26,569
Depreciation and amortization              39,678           8,562
Others                                     38,242         159,762
Total                                 $ 1,278,220     $ 2,055,591




Selling expense



Our selling expense, which was primarily incurred by our sales and marketing
department, for the nine months ended June 30, 2022 and 2021 were $5,901,192 and
$2,321,682, respectively. Compared to the nine months ended June 30, 2021, our
selling expense for the nine months ended June 30, 2022 rose by $3,579,510. Such
significant increase was primarily driven by an increase in service agent fees
by $3,559,731 as our service agents initiated more marketing and promotional
activities for our online platform and products. Compared to the nine months
ended June 30, 2021, the average monthly revenue from our online sales for the
same period in 2022 increased by approximately $0.5 million, from approximately
$0.3 million for the nine months ended June 30, 2021 to approximately $0.8
million for the same period in 2022. The increase in selling expense also
included an increase in employee compensation and benefits of $53,904, travel
and transportation of $43,347, meals and entertainment of $37,804, and
advertising of $28,521. During the nine months ended June 30, 2022, as we aimed
to increase our sales revenue and expand our market share, we increased the
number of employees in our sales and marketing department, which occurred in the
first quarter of 2022, and our sales and marketing department launched marketing
activities in various cities which resulted in higher travel and transportation,
meals and entertainment, and advertising expenses.



Our selling expense included the following:





                                           Nine Months Ended
                                               June 30,
                                         2022            2021
Service agents                        $ 5,274,068     $ 1,714,337

Employee compensation and benefit 401,610 347,706 Office supplies and meeting

                56,906         151,561
Travel, transportation and gasoline        64,263          20,916
Meals and entertainment                    51,915          14,111
Depreciation and amortization               4,214           3,433
Advertising                                34,782           6,261
Others                                     13,434          63,357
Total                                 $ 5,901,192     $ 2,321,682




30







Other income



Other income primarily included bank interest income, foreign exchange gain or
loss, and other service income. Our other income for the nine months ended June
30, 2022 and 2021 was $34,097 and $865, respectively. Since the first quarter of
2022, we incurred an additional source of income related to online technical
support services of our supplement products provided to a corporate customer.
During the nine months ended June 30, 2022, we recognized $36,130 related to the
provision of this services in other income, offset by a loss on disposal of
furniture and fixture of $3,809. Other income for the nine months ended June 30,
2021 included bank interest income of $592 and other income of $273.



Income tax expense



For the nine months ended June 30, 2022 and 2021, the income tax expense of the
Company was nil. During the nine months ended June 30, 2022, King Eagle
(Tianjin) incurred book income before income tax and taxable income and utilized
net operating loss carryforwards to offset its entire taxable income. KPIL, the
subsidiaries in Hong Kong, and King Eagle (China) incurred book loss and tax
loss. The Company recognized a full valuation allowance against the deferred tax
assets of these entities as it believes that it is more likely than not that
these entities will not recognize deferred tax assets in the near future. During
the nine months ended June 30, 2021, the Company generated a net loss before
income tax and recognized a full valuation allowance against its deferred tax
assets, which included net operating loss carryforwards, as management believes
it is more likely than not that the Company will not recognize its net operating
loss carryforward in the near future or before it expires.



Net loss


As a result of the factors discussed above, the Company posted net losses of $966,818 and $2,272,265 for the nine months ended June 30, 2022 and 2021, respectively.

Foreign currency translation adjustment


The functional currency of our operation in the PRC is the Chinese Yuan or
Renminbi ("RMB") while our operation in Hong Kong is Hong Kong Dollars ("HKD").
The financial statements are translated to U.S. dollars using the period end
rates of exchange for assets and liabilities; equity is translated at historical
exchange rates; and average rates of exchange (for the period) are used for
revenues and expenses and cash flows. Transaction gains and/or losses that arise
from exchange rate fluctuations on transactions denominated in a currency other
than our functional currency are included in the results of operations as
incurred. As a result of foreign currency translation, which is a noncash
adjustment, we reported a foreign currency translation gain (loss) of $111,684
and $(32,716) for the nine months ended June 30, 2022 and 2021, respectively.



Comprehensive income (loss)


The Company recognized comprehensive losses of $855,134 and $2,304,981 for the nine months ended June 30, 2022 and 2021, respectively.





31






Liquidity and Capital Resources

As of June 30, 2022 and September 30, 2021, we had a cash and cash equivalents balance of $263,740 and $2,059,685, respectively.





For the nine months ended June 30, 2022, net cash used in operating activities
totaled $1,689,741. Operating cash outflow was mainly attributable to the net
loss of $966,818, a decrease in trade and other payables of $658,014 and lease
payments to lessors of $353,325. The cash outflow was offset by non-cash items:
depreciation and amortization of $43,892, right-of-assets amortization of
$305,054, and a loss on disposal of property and equipment of $3,809.



Net cash used in investing activities totaled $95,981, including the purchase of
office and computer equipment of $856 and a payment for construction-in-progress
related to the renovation of our new office in Beijing of $95,125.



There was no financing activity for the nine months ended June 30, 2022.

Effect of exchange rate change on cash totaled $10,223. The resulting change in cash for the period was a decrease of $1,795,945.





For the nine months ended June 30, 2021, net cash provided by operating
activities totaled $55,079. Operating cash inflow was mainly attributable to an
increase in trade and other payables of $1,341,656 and advance from customers of
$1,551,753, as well as receipt of a deposit refund of $76,364, offset by the net
loss of $2,272,265, repayments to a related party of $232,296, prepayment to our
vendors and counter party for construction and development of smart kiosks of
$368,285, and decrease in other receivables of $48,643.



Net cash used in investing activities amounted to $10,108 for the nine months
ended June 30, 2021. The decrease in net cash provided by investing activities
was triggered by the purchase of equipment for $7,437 and acquisition of
trademarks of $2,671.



There was no financing activity for the nine months ended June 30, 2021.

Effect of exchange rate change on cash totaled $8,367. The resulting change in cash for the period was an increase of $53,338.

The following table sets forth a summary of changes in our working capital as of June 30, 2022 and September 30, 2021:





                        June 30,        September 30,
                          2022              2021
Current Assets        $    971,522           2,871,157
Current Liabilities      4,297,655           5,189,941
                      $ (3,326,133 )        (2,318,784 )




We require additional cash of approximately $1.1 million within the next twelve
months, primarily related to third party vendors payables. In an effort to
support and maintain our financial position and operations, the Company focused
on increasing its revenue through its online platform and trimming its overhead
costs. As aforementioned, since the first quarter of 2022, our average monthly
online sales have increased. We continue to exert efforts to increase our sales
volume and reduce administrative costs. Simultaneously, our director continues
to support our operation financially. We believe that such measures will improve
our liquidity in the next twelve months. If we are not able to increase revenue
or obtain any financing, we may be unable to continue as a going concern.



32







Going Concern Consideration



The accompanying condensed consolidated financial statements have been prepared
in conformity with accounting principles generally accepted in the United States
of America which contemplate continuation of the Company as a going concern
basis. The going-concern basis assures that assets are realized and liabilities
are extinguished in the ordinary course of business at amounts disclosed on the
financial statements. The Company's ability to continue as a going concern
depends on the liquidation of its current assets and business developments. In
assessing the Company's liquidity, the Company monitors and analyzes its cash
and cash equivalents and its operating and capital expenditure commitments. The
Company's liquidity needs are to meet its working capital requirements,
operating expenses, and capital expenditure obligations. For the nine months
ended June 30, 2022, the Company incurred cash outflows from operating
activities of $1,689,741, a net loss of $966,818, and negative working capital
of $3,326,133. Moreover, as the COVID-19 outbreak continues, while some areas in
the PRC have opened up recently, majority of the areas in the PRC are still
under the tighten control and lockdown and the government agencies in those
affected areas in the PRC still remain closed. These conditions raise
substantial doubt about the ability of the Company to continue as a going
concern.



The Company continues to monitor its operations to help refine the Company's
financial liquidity. The financial liquidity of the Company has declined to very
unhealthy level in this quarter due to the decline in the balance of cash and
cash equivalent. Options under consideration in the review process include, but
not limited to, increase of sales on its online business, reduction of overhead
costs, fund advance from the Company's stockholders and directors, or financing
through issuance of shares. The Company continues to focus on increasing its
revenue through its online platform and slimming its administrative costs. For
example, we reduced the compensation and benefits of our executives, decreased
office supplies expense and trimmed executive travel expenses. Additionally, our
director will provide financing to meet our working capital requirements.



In order to continue as a going concern for the next 12 months, the Company
continues to focus on increasing its revenue through the sale of health care
products on its online platform, King Eagle Mall, streamlining its overhead
costs or obtaining a financing from its stockholders or directors. However, the
Company cannot provide any assurance that it will be able to increase revenue,
that it will be able to successfully implement its business plan, or that
financing that will be available to it on commercially acceptable terms, if at
all. The financial statements do not include any adjustments to reflect the
possible future effects on the recoverability and classification of assets or
the amounts and classifications of liabilities that may result should the
Company be unable to continue as a going concern. The directors will continue to
support the group by providing adequate financial assistance to enable the group
to continue its business operations for the foreseeable future.



Off-Balance Sheet Arrangements





We have no off-balance sheet arrangements, including arrangements that would
affect our liquidity, capital resources, market risk support, and credit risk
support or other benefits.



Future Financings



We will continue to rely on equity sales of our common shares in order to
continue to fund our business operations. Issuances of additional shares will
result in dilution to existing stockholders. There is no assurance that we will
achieve any additional sales of the equity securities or arrange for debt or
other financing to fund our operations and other activities, or if we are able,
there is no guarantee that existing shareholders will not be substantially

diluted.



Critical Accounting Policies



We regularly evaluate the accounting policies and estimates that we use to make
budgetary and financial statement assumptions. A complete summary of these
policies is included in the notes to our financial statements. In general,
management's estimates are based on historical experience, on information from
third party professionals, and on various other assumptions that are believed to
be reasonable under the facts and circumstances. Actual results could differ
from those estimates made by management.



See Note 2 to the financial statements included herewith and Note 2 to the financial statements on Form 10-K/A for the fiscal year ended September 30, 2021, previously filed with the SEC.





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Recent Accounting Pronouncements

See Note 2 to the financial statements included herewith and Note 2 to the financial statements on Form 10-K/A for the fiscal year ended September 30, 2021, previously filed with the SEC.

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