This discussion should be read in conjunction with the Company's consolidated financial statements, including the Notes thereto, for the years ended September 30, 2018 and September 30, 2019, beginning on Page F-1.

Management's Discussion and Analysis of Financial Condition and Results of Operations.





Overview

During our historic period, we were a start-up company whose main focus was to promote, market, distribute and export a range of enzyme products for human and animal consumption, manufactured in the United States, for sale in certain Asian markets, including ASEAN. Our objective was to commence marketing and distribution of American range of enzyme products for human and animal consumption to sole country distributors, wholesalers, dealers and retailers, as well as to the general public following a Multi-Level Marketing - Franchise Investor Dealer Related (MLM-FIDR) concept, to begin with, in Taiwan, and then to China, Hong Kong, Macau, Thailand, Malaysia, Singapore and Sri Lanka.

During our historic period, we were in the development stage with no significant revenues. The Company's initial operations included organization, capital formation, target markets identification and developing marketing plans. At some point, which we believe may have commenced beginning approximately mid- to late-2016, previous management ceased operating our original business. We have not had any revenues from operations since that time.

It is the intention of our current management and Board of Directors to restart our enzyme products business. Notwithstanding the foregoing, management and the Board of Directors may amend or abandon at any time our enzyme products business.





Plan of Operations

The following plan of operations is tentative and subject to change. Additionally, our plan of operations, both as to content and timing, is dependent on our ability to raise sufficient capital to fund the expenses we will incur until and if we become profitable. We estimate that we will need at least $200,000 to $300,000 to restart our enzyme products business over the next 12 months.

Subject to a number of factors, it is the intention of our current management to restart our business to promote, market, distribute and export a range of enzyme products for human and animal consumption, manufactured in the United States, for sale in certain Asian markets, including ASEAN. Although our future operations may be similar to our original business, our future operations may not be the same as our original business.

We plan to set up a subsidiary in Taiwan during 2020 and apply to the MEA for approval. Once approved, we will request a U.S.-based enzymes manufacturer to send enzyme samples that are suitable for Asian markets to the TFDA for testing. If the Taiwan government approves the required import permits, we plan to order products from this and other U.S.-based enzyme manufacturers and explore sales opportunities for the Taiwan market, which events could also occur during 2020.

During the second half of 2020, we plan to continue to find suitable and healthy food sales agents to sell on online/Internet platforms or offline, through both retail and wholesale outlets. In late-2020, we will conduct an in-depth evaluation of the sales status of the agents and investigate the consumer's acceptance of the products as the basis for future selection of products that are suitable for the Asian market in general and the Taiwan market in particular. Depending upon the results of these endeavors, we could also consider direct sale through a company store as well as direct on-line sales.





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During 2020 and beyond, we will also be exploring other trading opportunities including expansion into new products, market and/or seeking and forming one or more strategic alliances with partners.

A typical sales representative is paid the equivalent of $1,100 per month plus commissions. We currently plan to hire up to three sales representatives to market our products with a commission structure between 15-20% of sales revenue. We intend to require these representatives to have prior experience in the pharmaceutical and health food industry with extensive contacts and connections.

We also intend to establish wholesale distribution channels through distributors of pharmaceutical and health care products. Another sales channel for us to pursue is through online retailing. First, we will be refining our company website to activate full e-commerce facility to allow direct purchases from the site. In addition to this, we will open online storefronts through popular shopping sites in Taiwan.

We expect to spend $5,000 to $20,000 for marketing costs, which includes sampling giveaway/testing, billboards, on-line marketing and printed marketing materials.

Once the above steps are successfully implemented, physical storefronts will be the next step to increase our footprint and brand awareness. However, this step can be proven to be capital and labor intensive, and therefore can only be done once we establish a steady income stream from operations or raise capital specifically for this purpose.

We currently anticipate that our expenses for fiscal year 2020 will be primarily cost of product inventory, warehousing of inventory, sales force expenses, overhead and professional fees. We currently anticipate that we will begin generating revenue from the sale of enzyme products in fiscal year 2021.





Results of Operations

Fiscal Year Ended September 30, 2019 Compared to Fiscal Year Ended September 30, 2018





Revenues

We did not generate any revenues during the fiscal years ended September 30, 2019 and 2018. Our operating subsidiary, GESPL, ceased operation in 2016.





Operating Expenses

We incurred total operating expenses of $303,509 and $282,176 for the fiscal years ended September 30, 2019 and 2018, respectively. Our operating expenses consist of professional fees, payroll expenses, rent and miscellaneous overhead, including bank charges, license and permits. The increase in operating expenses for the fiscal year ended 2019 was mainly due to an increase in our professional expenses.





Net Loss

As a result of the above, our net loss increased from $282,174 in the 2018 period to $303,576 in 2019.





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Liquidity and Capital Resources





Working Capital



                           September 30,       September 30,
                               2019                2018
Current Assets            $       121,707     $       167,976
Current Liabilities               354,051             277,341
Working Capital Deficit   $      (232,344 )   $      (109,365 )

As of September 30, 2019, we had cash and cash equivalents of $121,657 and a working capital deficit of $232,344. In comparison, as of September 30, 2018, we had cash and cash equivalents of $131,720 and a working capital deficit of $109,365.

As of September 30, 2019, we had total assets of $121,707, compared with total assets of $167,976 at September 30, 2018. The decrease in total assets was primarily due to decrease in prepaid professional fees.

We had $354,051 in total current liabilities as of September 30, 2019, consisting of $128,971 in accounts payable, $211,383 due to related parties, and $13,697 in accrued expenses. This is compared to total current liabilities of $277,341 as of September 30, 2018, which included $133,060 in accounts payable, $143,654 due to related parties and $627 in accrued expenses. The increase in due to related parties was primarily due to unpaid compensations to officers and directors.





We had a total stockholders' deficiency of $232,344 and an accumulated deficit
of $7,847,280 as of September 30, 2019. In comparison, we had a total
stockholders' deficiency of $109,365 and an accumulated deficit of $7,543,704 as
of September 30, 2018



Cash Flows



                                                                 Year ended          Year ended
                                                                September 30,       September 30,
                                                                    2019                2018
Cash flows used in operating activities                        $      (189,627 )   $      (312,832 )
Cash flows provided by financing activities                            179,586             333,991
Effect of exchange rate changes on cash during period                      (22 )               (53 )
Net increase (decrease) in cash during period                  $       (10,063 )   $        21,106

During the year ended September 30, 2019, we used $189,627 of cash in operating activities which was attributable primarily to our net loss of $303,576 offset by the change in operating assets and liabilities of $113,949. In comparison, during the year ended September 30, 2018, we used $312,832 of cash in operating activities which was attributable to our net loss of $282,174 and the change in operating assets and liabilities of $30,658.

With respect to our investing activities, we had no cash activity in either period presented and we do not anticipate any significant capital expenditures in the near future as such items are not required by us at this time.

During the years ended September 30, 2019 and 2018, net cash provided by financing activities was $179,586 and $333,991, respectively. Net cash provided by financing activities for both years resulted from net proceeds received for the subscription of our Common Stock.

This raises substantial doubt about our ability to continue as a going concern within one year after the date that our consolidated financial statements are issued. The consolidated financial statements presented herein do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that we cannot continue as a going concern.





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Our independent registered public accountant has issued a going concern opinion. This means that there is substantial doubt that we can continue as an ongoing business for the next twelve months unless we obtain additional capital to pay our expenses as they become due. We do not anticipate any significant additional revenue until and unless we begin to execute on our plan of operations involving the restart of our enzyme products business. There is no assurance that we will ever reach that stage.

Our ability to continue as a going concern is dependent upon our ability to successfully execute our business plan and generate profitable operations in the future, and, until and unless we achieve that, to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operation as and when they become due. Management intends to finance operating costs for the foreseeable future with the issuance of equity and/or debt. There is no commitment from any person for any such capital and there can be no assurances that capital will be available to us on favorable terms, or at all. Our failure to obtain adequate funding would be detrimental to us and result in the inability to execute our plan of operations, or even having to cease operations completely.

To date, our capital requirements have primarily been funded by shareholders through the purchase of our Common Stock in private offerings. We currently estimate that we will need to raise additional capital of at least $200,000 to $300,000 to restart our enzyme products business over the next 12 months. We are exploring options of raising additional capital through issuing more Common Stock or other securities convertible into Common Stock, subject to the requirement that we must increase the number of authorized and unissued shares of our Common Stock, effect a reverse stock split or recapitalization transaction or series of transactions, before engaging in further capital raising transactions. We will also consider raising capital from strategic alliance partners, which will not only provide needed additional capital but also potentially provide additional market access through deepening ties with our strategic partners. There are no agreements, arrangements or understandings in place with respect to raising any additional capital from any person. There can be no assurance that we will be able to raise such capital when and as needed on terms that are favorable to us, or at all.





Contractual Obligations

We do not have material contractual obligations and commitments. We only have one lease that is renewed on a month-to-month basis.

Off-Balance Sheet Arrangements

We have not entered into any other financial guarantees or other commitments to guarantee the payment obligations of any third parties. We have not entered into any derivative contracts that are indexed to our shares and classified as shareholder's equity or that are not reflected in our consolidated financial statements. Furthermore, we do not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity. We do not have any variable interest in any unconsolidated entity that provides financing, liquidity, market risk or credit support to us or engages in leasing, hedging or research and development services with us.

Critical accounting policies and estimates

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. We continually evaluate our estimates, including those related to bad debts, inventories, recovery of long-lived assets, income taxes, and the valuation of equity transactions. We base our estimates on historical experience and on various other assumptions that we believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Any future changes to these estimates and assumptions could cause a material change to our reported amounts of revenues, expenses, assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions. For the years ended September 30, 2019 and 2018, no significant estimates and assumptions have been made in the consolidated financial statements. The following are some of the critical accounting policies in relation to the preparation of the consolidated financial statements. For a full summary of our critical accounting policies, please refer to Note 2 of Notes to Consolidated Financial Statements.





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Foreign currency translation

The financial statements of our subsidiary denominated in currencies other than the USD are translated into USD using the closing rate method. The balance sheet items are translated into USD using the exchange rates at the respective balance sheet dates. The capital and various reserves are translated at historical exchange rates prevailing at the time of the transactions while income and expenses items are translated at the average exchange rate for the year. All exchange differences are recorded within equity.





Stock-Based Compensation

We account for stock-based compensation in which we obtain employee services in share-based payment transactions under FASB ASC Topic 718, Compensation - Stock Compensation, which requires us to expense the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of such instruments over the vesting period.

We also adopted FASB ASC Topic 505-50, Equity-Based Payments to Non-Employees, to account for equity instruments issued to parties other than employees for acquiring goods or services. Such awards for services are recorded at either the fair value of the consideration received or the fair value of the instruments issued in exchange for such services, whichever is more reliably measurable.

Recent accounting pronouncements

We do not expect that the adoption of recently issued accounting pronouncements will have a material impact on its financial position, results of operations, or cash flows. For a full summary of recent accounting pronouncements, please refer to Note 2 of Notes to Consolidated Financial Statements.





Currency exchange rates

Our functional currency is the USD, and the functional currency of our operations is the TWD. It is anticipated that all of our sales will be denominated in TWD. As a result, changes in the relative values of USD and TWD affect our reported amounts of revenues and profit (or loss) as the results of our operations are translated into USD for reporting purposes. In particular, fluctuations in currency exchange rates could have a significant impact on our financial stability. Fluctuations in exchange rates between the USD and the TWD would also affect our gross and net profit margins and could result in foreign exchange and operating losses.

Our exposure to foreign exchange risk primarily relates to currency gains or losses resulting from timing differences between the signing of sales contracts and the settling of these contracts. Furthermore, we translate monetary assets and liabilities denominated in other currencies into TWD, the functional currency of our operations. Our results of operations and cash flow are translated at average exchange rates during the period, and assets and liabilities are translated at the unified exchange rate at the end of the period. Translation adjustments resulting from this process are included in accumulated other comprehensive income in our statement of shareholders' equity. We have not used any forward contracts, currency options or borrowings to hedge our exposure to foreign currency exchange risk. We cannot predict the impact of future exchange rate fluctuations on our results of operations and may incur net foreign currency losses in the future.

To the extent that we hold assets denominated in USD, any appreciation of the TWD against the USD could result in a charge in our statement of operations and a reduction in the value of our USD-denominated assets. On the other hand, a decline in the value of the TWD against the USD could reduce the USD equivalent amounts of our financial results.

For financial reporting purposes, the financial statements of our Singapore subsidiary, which are prepared using the Singapore Dollar, are translated into the Company's reporting currency, USD. Assets and liabilities are translated using the exchange rate on the balance sheet date, which was 0.7236 and 0.7313 as of September 30, 2019 and 2018, respectively. Revenue and expenses are translated using average exchange rates prevailing during each reporting period. The 0.7316 and 0.7435 average exchange rates were used to translate revenues and expenses for the years ended September 30, 2019 and 2018. Stockholders' equity (deficiency) is translated at historical exchange rates. Adjustments resulting from the translation are recorded as a separate component of accumulated other comprehensive income (loss) in stockholders' equity (deficiency).





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