You should read the following discussion and analysis in conjunction with the
consolidated financial statements and notes thereto appearing elsewhere in this
annual report on Form 10-K. In preparing the management's discussion and
analysis, the registrant presumes that you have read or have access to the
discussion and analysis for the preceding fiscal year.



SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS





All statements other than statements of historical fact are "forward-looking
statements" for purposes of federal and state securities laws, including, but
not limited to, any projections of earning, revenue or other financial items;
any statements of the plans, strategies and objectives of management for future
operations; any statements concerning proposed new services or developments; any
statements regarding future economic conditions of performance; and statements
of belief; and any statements of assumptions underlying any of the foregoing.
Such forward-looking statements involve known and unknown risks, uncertainties
and other factors which may cause the actual results, performance or
achievements of ours to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements. Such factors include, among others, the following: our ability to
raise capital; and other factors referenced in the Form 10-K.



The use in this Form 10-K of such words as "believes", "plans", "anticipates",
"expects", "intends", and similar expressions are intended to identify
forward-looking statements, but are not the exclusive means of identifying such
statements. These forward-looking statements present our estimates and
assumptions only as of the date of this report. Except for our ongoing
obligation to disclose material information as required by the federal
securities laws, we do not intend, and undertake no obligation, to update any
forward-looking statements.



Although we believe that the expectations reflected in any of the
forward-looking statements are reasonable, actual results could differ
materially from those projected or assumed or any of our forward-looking
statements. Our future financial condition and results of operations, as well as
any forward-looking statements, are subject to change and inherent risks and
uncertainties.



  8






Plan of Operations


Acquisition-Senior Living Facilities





On April 2, 2018, we entered into an Asset Purchase Agreement (the "APA")
whereby the we will purchase land use rights, buildings, construction rights and
other property rights located in Shanghai, China for a total purchase price of
$36,991,173 (RMB 233,000,000 at exchange rate of 0.1587), for the purpose of
operating senior living residences in Shanghai that will provide seniors with
supportive, home life setting with care and services, including activities of
daily living, life enrichment and health and wellness.



Acquisition-Aviation and Travel Agency


In April 2019, we entered into a Business Project Investment Agreement (the
"Acquisition Agreement") with Palau Asia-Pacific International Aviation and
Travel Agency consisting of Palau Asia Pacific Air Management Limited, Global
Tourism Management Limited and Global (Guangzhou) Tourism Service Co., Ltd.
(collectively the "Project Company") pursuant to which we will acquire 51% of
the issued and outstanding capital stock of Project Company for $8,000,000,
representing 49% of the Project Company's dividend distribution, voting rights
and liquidation interest of assets. After payment of $3,000,000 in 2019, we
decided to rescind the agreement with above Project Company on September 8th
2020. According to the rescission agreement, we shall return the 51% stock
ownership back to the Project Company and the Project Company shall deliver to
us $285,514 and $733,200HK, thus both parties shall release each other from
further liability. We have received $285,514 and $733,200HK by the end of June
30, 2020.



Going Concern


The consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. We generated a net loss of $4,756,825 for the year ended June 30, 2020 and 1,823,334 for the year ended June 30, 2019. As of June 30, 2020, we have a working capital deficiency of $4,471,670.


These conditions raise substantial doubt regarding our ability to continue as a
going concern. Our ability to continue as a going concern is dependent upon our
ability to raise additional capital.



In the notes to our audited consolidated financial statements as of June 30,
2020, included elsewhere in this Form10-K, our auditors included an explanatory
paragraph stating that, because our incurred accumulated losses of $8,109,628
for the period from January 21, 2004 (inception) to June 30, 2020, there was
substantial doubt about our ability to continue as a going concern.



There is limited historical financial information about the Company upon which
to base of an evaluation of our performance. We shifted its focus to senior
housing and retirement services and products. We cannot guarantee we will be
successful in our business operations. Our business issubject to risks inherent
in the establishment of a new resource exploration company, including limited
capital resources, unanticipated problems relating to exploration and additional
costs and expenses that may exceed current estimates. To become profitable, we
will attempt to implement a plan of operation as detailed above.



Our cash reserves are not sufficient to meet our obligations for the next
twelve-month period. As a result, we will need to seek additional capital in the
near future. We anticipate that additional capital will be raised in the form of
equity financing from the sale of our common stock. As well, our management is
prepared to provide us with short-term loans.



We cannot provide investors with any assurance that we will be able to raise
sufficient capital from the sale of our common stock or through a loan from our
directors to meet our obligations over the next twelve months. We do not have
any arrangements in place for any future equity financing. If we are unable to
arrange additional financing, our business plan will fail and operations will
cease.



  9






Results of Operations



                                     For the years ended June 30,                          Percentage
                                        2020                2019           Changes         of changes

Revenue                            $       489,831      $    477,958     $     11,873              2.5 %

Operating costs:
Cost of food and beverages                 133,701           180,663          (46,962 )          (26.0 )%
General and administrative cost          1,070,308         1,540,662         (470,354 )          (30.5 )%
Depreciation and amortization              148,514           115,980       

   32,534             28.1 %
Impairment loss                          2,719,643                 -        2,719,643            100.0 %
Litigation reserve                       1,217,240                 -        1,217,240            100.0 %
                                         5,289,406         1,837,305        3,452,101            187.9 %
Operating loss                     $    (4,799,575 )    $ (1,359,347 )     (3,440,228 )          253.1 %



During the first half of 2020, we experienced a suspension due to COVID-19 outbreak in China, thus the gradual ramping up of operations at the senior residence since the first quarter of 2019 was offset by the continuing fixed cost such as utilities and labor.


Operating loss increased by $3,440,228 for the year ended June 30, 2020 as
compared to the year ended June 30, 2019. The increase was mainly due to the
increases of $2,719,643 in impairment loss and $1,217,240 in Litigation reserve
after offset with the decrease of $470,000 professional fee incurred during the
year ended June 30, 2019. The increase in impairment loss was mainly contributed
by the rescission of the Acquisition Agreement with Palau Asia-Pacific
International Aviation and Travel Agency which was signed on April 16, 2019. The
macro economic situation drove strategic change during the year. The recoverable
amount of total first payment amounted to $3,000,000 was $285,514 together with
$733,200HK. The rest of impairment amounted to $99,762 was related to the
development cost of a retail APP. Litigation reserve is mainly related to the
estimate expenditures of the lawsuits with Shanghai Qiao Hong Real Estate,

Ltd
and its subsidiaries.



Excluding the non-cash expenses of depreciation and amortization, impairment
loss and litigation reserve, the operating loss would be $714,178 for the year
ended June 30, 2020 as compared to $1,243,367 for the year ended June 30, 2019.



  10






Balance Sheet Data


Historical results of operations may differ materially from future results.





This discussion and analysis should be read in conjunction with the accompanying
consolidated financial statements and related notes. The discussion and analysis
of the financial condition and results of operations are based upon the
consolidated financial statements, which have been prepared in accordance with
accounting principles generally accepted in the United States of America. The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires the Company to make
estimates and assumptions that affect the reported amounts of assets and
liabilities, disclosure of any contingent liabilities at the financial statement
date and reported amounts of revenue and expenses during the reporting period.
On an on-going basis the Company reviews its estimates and assumptions. The
estimates were based on historical experience and other assumptions that the
Company believes to be reasonable under the circumstances.



Actual results are likely to differ from those estimates under different
assumptions or conditions, but the Company does not believe such differences
will materially affect our financial position or results of operations. Critical
accounting policies, the policies the Company believes are most important to the
presentation of its financial statements and require the most difficult,
subjective and complex judgments are outlined in Notes to financial statements 2
- Summary of Significant Accounting Policies.



Liquidity and Capital Resources


At June 30, 2020, we had cash of $119,955 and liabilities of $4,838,968. We will
be required to raise additional capital in order to cover all anticipated
administration costs and to proceed with the Asset Purchase Agreement executed
on April 2, 2018.



Capital Expenditures



On April 2, 2018, we entered into an Asset Purchase Agreement (the "APA")
whereby we purchased land, buildings, and right to use, construction use rights
and other property rights located in Shanghai from a third party. Properties are
split into two groups:


? Property A: land use rights and adhesive substance use rights, right to own,

and right to operate of the land located in Shanghai Pudong New Area

Zhangjiang Ziwei Rd No. 372 and No. 376.

? Property B: land use right, adhesive substance under construction use rights,

right to own, and right to operate of the land located in Shanghai Chongming


    District San Shuang Gong Lu No. 4797.



We have agreed to pay the purchase price totaling RMB 233,000,000 in installments. Payments of $24,879,490 (RMB 176,000,000) have been made by the end of June 30, 2020.





Although we have the rights to operate the senior living facilities purchased
under this agreement, we have not yet received a deed for Property A because the
seller is involved in several lawsuits that have already resulted in a decision
to restrict transfer of this asset by a Shanghai court. Therefore, remain of
$8,057,562 (RMB 57,000,000) is not going to pay until this asset is free of

the
restrictions.


Off-balance Sheet Arrangements

The Company has no off-balance sheet arrangements that would require disclosure.





  11






Critical Accounting Policies



Our consolidated financial statements are prepared in accordance with accounting
principles generally accepted in the United States of America. Preparing
financial statements in accordance with generally accepted accounting principles
requires management to make estimates and assumptions which affect the reported
amounts of assets and liabilities and the disclosure of contingent assets and
liabilities at the balance sheet dates, and the recognition of revenues and
expenses for the reporting periods. These estimates and assumptions are affected
by management's application of accounting policies. See "2 - Significant
Accounting Policies" to our consolidated financial Statements.

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