Overview

MS Young Adventure Enterprise, Inc., formerly known as AllyMe Holding Inc. and Rain Sound Acquisition Corporation ("MS" or the "Company"), was incorporated in Delaware on December 7, 2016.

In November 2017, the Company implemented a change of control by issuing shares to new stockholders, redeeming shares of existing stockholders, electing a new officer and director, Zilin Wang, and accepting the resignations of its then existing officers and directors. In connection with this change in control, the stockholders of the Company and its board of directors unanimously approved the change of the Company's name from Rain Sound Acquisition Corporation to Allyme Holding Inc On August 6, 2019, the Company changed the Company's name to MS Young Adventure Enterprise, Inc.

In May 2018, the Company implemented another change in control by electing a new officer and director and accepting the resignations of its then existing officer and director and whereby the then majority shareholder of the Company, Zilin Wang, sold his common stock shares in the Company to Chunxia Jiang, who is now the sole officer and director and majority shareholder of the Company.





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Business

The Company is a marketing and management consulting company that provides advisory services to companies located in Asia for the purpose of facilitating the competitiveness of those companies in the international market. The Company offers a wide assortment of advisory services, ranging from business planning consulting services, mergers and acquisitions advising, and marketing services. As of the date of this report, the Company has signed only a few clients.





Loan from a related party

At December 31, 2019, the Company had received payment for the full amount of the principal of its loan to 0731380 B.C. Limited, however accrued interest on the loan in the amount of $4,500 remained outstanding at December 31, 2019. This amount was repaid in December 2020 and the obligation is paid in full.





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Results of Operations

Year Ended December 31, 2020 Compared to December 31, 2019

The following table summarizes the results of our operations during the fiscal years ended December 31, 2020 and 2019, respectively, and provides information regarding the dollar and percentage increase or (decrease) from the current 12-month period to the prior 12-month period:





                                                                                 Percentage
                                                                Increase          Increase
          Line Item               12/31/20      12/31/19       (Decrease)        (Decrease)

Revenues                         $   32,000     $  34,500     $     (2,500 )            (7.2 )%
Operating expenses                  129,181        83,473           45,708              54.8 %
Other income                              -         4,500           (4.500 )            Inf.
Net loss                           (105,426 )     (59,473 )        (45,953 )           (77.3 )%

Loss per share of common stock (0.02 ) (0.01 ) (0.01 ) (100.0 )%

During the year ended December 31, 2020, we had revenues of $32,000, compared to revenues of $34,500 for the year ended December 31, 2019, a decrease of $2,500. The decrease was mainly attributable to decreased business.

Operating expenses totaled $129,181 for the year ended December 31, 2020, compared to $83,473 for the year ended December 31, 2019, an increase of $45,708. The increase is mainly due to the increase in bad debt expenses of other receivables during the year ended December 31, 2020. We recorded a net loss of $105,426 for the fiscal year ended December 31, 2020 as compared with a net loss of $59,473 for the fiscal year ended December 31, 2019.

Liquidity and Capital Resources

As of December 31, 2020, we had total assets of $66,173, negative working capital of $69,873 and an accumulated stockholders' deficit of $69,873. Our operating activities used $50,320 in cash for the fiscal year ended December 31, 2020, while our operations used $62,947 cash in the fiscal year ended December 31, 2019. Our revenues were $32,000 in the fiscal year ended December 31, 2020 compared to revenues of $34,500 in the fiscal year ended December 31, 2019. In the fiscal year ended December 31, 2019, we also recognized other income of $4,500, which was offset in 2020.

Management believes that the Company will require a cash infusion of at least $60,000 for the next twelve months. Historically, we have depended on loans from our principal shareholders and their affiliated companies to provide us with working capital as required. There is no guarantee that such funding will be available when required and there can be no assurance that our stockholders, or any of them, will continue making loans or advances to us in the future.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has generated only limited revenue since inception. The Company generated a net loss of $105,426 for the year ended December 31, 2020 and had a working capital deficit of $69,873 as of December 31, 2020. These conditions, among others, raises substantial doubt about the Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent on working capital advances being provided by the Company's majority shareholder for its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. Management believes that the Company's majority shareholder will provide the additional funding to meet the Company's obligations as they become due, however, there is no guarantee this will happen. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. There is no assurance that the working capital advances will continue in the future nor that Company will be successful in raising additional funds through other sources.

In December 2019, an outbreak of a novel strain of coronavirus (COVID-19) originated in Wuhan, China, and has since spread to a number of other countries, including the United States. On March 11, 2020, the World Health Organization characterized COVID-19 as a pandemic. In addition, as of the time of the filing of this Annual Report on Form 10-K, several states in the United States and elsewhere have declared states of emergency, and several countries around the world, including the United States, have taken steps to restrict travel. While the Company presently has no ongoing operations or employees, this situation could limit the market for a merger partner for a strategic business combination. Any of these uncertainties could have a material adverse effect on the business, financial condition or results of operations. In addition, a catastrophic event that results in the destruction or disruption of the Company's data centers or its critical business or information technology systems would severely affect the ability to conduct normal business operations and, as a result, the operating results would be adversely affected.

In the year ended December 31, 2020, the Company made loan repayments to a related party in the amount of $4,500.





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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 or capital expenditures or capital resources that is material to an investor in our securities.





Seasonality

Our operating results are not affected by seasonality.





Inflation

Our business and operating results are not affected in any material way by inflation.





Critical Accounting Policies

The Securities and Exchange Commission issued Financial Reporting Release No. 60, "Cautionary Advice Regarding Disclosure About Critical Accounting Policies" suggesting that companies provide additional disclosure and commentary on their most critical accounting policies. In Financial Reporting Release No. 60, the Securities and Exchange Commission has defined the most critical accounting policies as the ones that are most important to the portrayal of a company's financial condition and operating results and require management to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. The nature of our business generally does not call for the preparation or use of estimates.

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