Novus Robotics Inc. (NRBT)

U. S.
Washington, DC Securities and Exchange CommissionC. 20549 Form 10-Q Mark One [X]
Quarterly reports submitted under section 13, 15 (d)
1934 Securities Trading Act for the period ended September 30, 2018 []
Transition reports submitted under sections 13 or 15 (d)
According to the Securities Trading Act No. 1934th, the transition period from the _ to the _ Commission No. 000-
53006 Novus Robotics(
Articles of Association name of SME issuer)Nevada 20-3061959 (
State or other jurisdiction registered or organized)(I. R. S.
Employer identity number)
L5S 1A7, 7669 kingbar Street, Mississauga, Ontario, Canada (
Main executive office address)(905)672-7669 (
Telephone Number of issuer)N/A (
If there has been a change since the last report, the former name, the former address and the previous fiscal year)
Securities registered under article 12 (b)
Part of the act: name of each exchange registered: securities not registered under section 12 (g)
Bill: $0 common stock. 001 (Title of Class)
Indicate whether the issuer is indicated by a check mark :(1)
All reports requested by Article 13 or 15 have been submitted (d)
The trading act of the past 12 months (
Or a short period of time required for the registrant to submit such reports), and (2)
This filing requirement has been bound for the last 90 days. Yes [X]No []
Check mark whether the instructions are submitted together with the Enterprise website published electronically, if any, each interactive data file is required to be submitted and is subject to article 405th S-T (Section 229.
This Chapter 405)
Within the first 12 months (
Or in such a short time that the registrant is required to submit and publish these documents. Yes [X]No []
Indicate by check mark whether the registrant is a large accelerated registrant, non-
A smaller reporting company.
Big speed filer]]
Accelerating film []Non-
Accelerating film []
Small report Company [X]
Emerging growth companies []
If an emerging growth company, please indicate by check mark whether the registrant chooses not to use the extended transition period to comply with any new or revised financial accounting standards provided under section VII (a)(2)(B)
Securities law. []
Indicate whether the registrant is a shell company with a match number (
Defined in Rule 12b-
2 parts of the transaction law). Yes []No [X]
Only for issuers who participated in bankruptcy proceedings in the first five years.
N/A indicates by check mark whether the issuer has submitted all the documents and reports requested by Sections 12, 13 and 15 (d)
After the distribution of securities under the plan confirmed by the court, the Securities Trading Act of 1934. Yes []No []
Applicable only to company registrants.
Indicate the number of outstanding shares of each class of common stock of the issuer as of the most feasible date: the outstanding class of common stock as of November 11, 2018, $0.
54,296,641 NOVUS RoboticsForm 10-Q PART I.
Financial information item 1.
Financial Statements (unaudited)
4 Mid-term Consolidated Balance Sheet (unaudited)
4 medium-term Consolidated Statements of Income and Comprehensive Income suppliers (unaudited)
5 Consolidated Statement of Cash Flow in the medium term (unaudited)
6 Notes to the mid-term consolidation of financial statements 7 Item 2.
Management Discussion and Analysis of financial position and results of operations 13 item 3.
Quantitative and Qualitative Disclosure on market risk 21 item 4.
Control and procedure 21 Part 2.
Other information items 1.
Item 1A of legal action 23.
Project 2 risk factor 23.
Unregistered sales and income use of equity securities item 3.
Senior Securities default 23 Project 4.
Mine safety is involved in 23 items and 5 items.
Item 6 other information 23.
Demonstrate 23 forward-looking statements made in this form
Q, which is not history or current fact, is \"forward --
Outlook statement under section 27A of the Securities Act of 1933 on safe harbor provisions (the "Act")
Article 21E of the Securities Trading Act of 1934.
These statements can usually be identified by using terms such as \"possible\", \"will\", \"expectation\", \"belief\", \"expectation\", \"estimate\", etc, \"approximate\" or \"continue\" or its negation.
We want to move forward like this.
For such a statement, the finding statement must comply with the safe harbor.
We want to remind readers not to rely too much on any such progress --
Forward-looking statements, speaking only on the deadline. Any forward-
The outlook statement represents the management\'s best judgment on what might happen in the future.
However, forward
Forward-looking statements are influenced by risks, uncertainties and important factors beyond our control that may lead to actual results and historical results of events and operations and events, as well as results currently expected or predicted
We deny any subsequent obligation to amend any forwarding-
Look for statements to reflect events or circumstances after the date of such statements, or to reflect the occurrence of expected or unexpected events.
Part 1 NOVUS Robotics
Combined parts financial statements by novus robotics inc.
The notes attached to the consolidated balance sheet are an integral part of these consolidated financial statements by novus robotics inc.
Statement of Comprehensive Income and Comprehensive Income (Unaudited)
The attached note is an integral part of these consolidated financial statements by novus robotics inc.
Consolidated Statement of Cash Flow (Unaudited)
The attached note is an integral part of these consolidated financial statements by novus robotics inc.
Notes to Consolidated Financial Statements for September 30, 2018 (Unaudited)1.
Demonstration and ongoing foundation of Novus Robotics(
\"Novus\" or \"Company \")
Formerly known as Ecoland International Inc. ("Ecoland")
A company in Nevada, registered in June 24, 2005, with the name bird dung dealer.
To sell dry goods-
Bar cave bat bird droppings.
On June 28, 2006, the articles of association were amended to change its name to Ecoland.
On March 13, 2012, the Articles of Association of the company were amended to change the company name to Novus.
The company operates in one area, that is, engineering, design and manufacturing of automated pipe processing solutions for the automotive suppliers industry. 2.
These interim consolidated financial statements and related notes were prepared in accordance with generally accepted accounting principles in the United States, expressed in dollars.
The functional currency of Novus is Canadian dollar.
The interim consolidated financial information provided here reflects all adjustments and management considers all adjustments (
Consists of normal recurring accrual items)
Deemed necessary to prepare a statement of fair results in accordance with the accepted accounting principles of the United States ("U. S. GAAP")
Within a reasonable range of importance and within the framework of important accounting policies outlined below, it is included and properly prepared.
Consolidated principles interim consolidated financial statements include accounts and operations of Novus and its wholly owned subsidiaries, D & R Technology Inc. and D & R Tooling Inc. All inter-
Company accounts and transactions were canceled at the time of the merger.
Use estimates to prepare interim consolidated financial statements that meet U. S. standardsS.
Recognized accounting principles require estimates and assumptions from management, the reported amount of assets and liabilities affecting the date of the consolidated financial statements and or the disclosure of assets and liabilities and the reported amount of income and expenses during the reporting period.
Items of financial statements subject to suppliers significant judgment include billable use, income tax and accidental losses.
The actual results may be different from those estimates.
Areas requiring management to make material judgments, estimates and assumptions in determining book value include but are not limited to: Book value of assets and assets for impairment charges, including property, equipment and inventory, whenever an event or situation change indicates that its book amount exceeds its recoverable amount, the impairment is reviewed.
In determining book value and impairment costs, management looks at the increase in recoverable amounts or the decrease in fair value in the case of assets, as well as objective evidence that the fair value of impaired financial assets is significant or long-term decline.
These decisions and their respective assumptions require management to make decisions based on the best available information for each reporting period.
NOVUS Robotics
Notes to Consolidated Financial Statements for September 30, 2018 (Unaudited)2.
Major accounting policies
In assessing the possibility of the realization of the recognized income tax assets, management has made estimates related to future taxable income expectations, applicable tax planning opportunities, and the expected time for the reversal of existing interim differences, and the possibility of applying tax authorities to maintain tax positions after review.
In conducting the assessment, management has given additional attention to positive and negative evidence that can be objectively verified.
The estimate of future taxable income is based on the projected cash flow of operations and the application of existing tax laws in each jurisdiction.
The company considers whether the relevant tax planning opportunities are within the company\'s control, feasible, and within the executive capacity of the management.
The review of the applicable tax authority is supported on the basis of the personal facts and circumstances of the relevant tax position reviewed on the basis of all available evidence.
If the applicable tax laws and regulations are not clear, or different explanations are being made, changes in these estimates may have a significant impact on the amount of income tax assets recognized.
In addition, future changes to the tax law may limit companies to achieve tax benefits from deferred tax assets.
The company reassessed the unconfirmed income tax assets during each reporting period.
Warranty terms in assessing the warranty terms, management estimates the future repair costs required for the new seat frame sales service under its two-year warranty terms.
These decisions and their respective assumptions require management to make decisions based on the best available information for each reporting period
According to the living assets of the Financial Accounting Standards Committee ("FASB")ASC No.
360. book value of intangible assets and other long-term assets of \"Property, plant and equipment\"
Due to the existence of facts or circumstances that may imply impairment, the living assets are regularly reviewed.
When the sum of the expected unposted future cash flow is less than the book amount of the asset, the company confirms the impairment.
Impairment losses, if any, are measured in part by the carrying amount of the asset exceeding its estimated fair value.
The company is subject to various federal, provincial and state regulations on land use, health, safety and environmental matters.
The management of the company believes that the company has largely complied with all of these regulations.
Cash and cash equivalents companies treat all highly liquid instruments that are due for three months or less at the time of issuance as cash equivalents.
The company had no cash equivalents as of September 30, 2018.
The Company reserves Cash in bank deposit accounts that may exceed the federal insurance limit.
As of September 30, 2018, the company\'s account was insured by the Canadian deposit insurance company for Canadian bank deposits of $100,000 and by the FDIC for US bank deposits of $250,000.
NOVUS Robotics
Notes to Consolidated Financial Statements for September 30, 2018 (Unaudited)2.
Major accounting policies
There is a financing agreement between the continuing factoring agreement and the accounts receivable company, which includes non-
Recourse factoring arrangements for the company to provide non-recourse factoring from its main customer Adient us llc Accounts receivable (
Johnson Control).
Assist in cash flow requirements.
This factor is based on an order approved by credit, assuming the risk of accounts receivable of a company customer at the time of bankruptcy or non-bankruptcypayment.
The company bears the risk of uncredited Accounts receivable, which is shown as accounts receivable on the attached balance sheet.
As at September 30, as at December 31, 2017, the company had calculated accounts receivable of $23,243.
The financial costs associated with the sale of the broken accounts receivable as at September 30, 2018 and September 30, 2017 were $8,832 and $6,018, included in office and general expenses.
Suspicious account allowance companies provide credit to customers during normal business processes.
The provision of suspicious accounts is the company\'s best estimate of the amount of credit losses that may occur in the company\'s existing accounts receivable.
The Company determines the allowance based on specific customer information, historical records
Experience and current industry and economic data.
When the company believes that accounts receivable may not be recovered, the account balance will be deducted from the allowance.
In the management\'s view, there is no concentration of credit risk for determining allowances.
Although management believes that the allowance is sufficient, the estimated amount of cash receipts for accounts receivable may change.
As at September 30, 2018, the company had not considered that any account could not be recovered.
Inventory uses the first one at a lower cost or market-in, first-out ("FIFO")method.
The cost of work in progress and finished products includes raw materials, direct labor and indirect manufacturing costs.
The company\'s inventory balance in September 30, 2018 includes workin-progress.
This policy requires Novus to evaluate the market value of our inventory, including an assessment of excess or obsolete inventory.
The Company determines excess and outdated inventory based on estimates of future demand and estimates of the price of product sales.
Fixed assets are accounted for at cost.
Depreciation is recorded in a straight line reflecting the life of an asset.
Expenses for maintenance and repair are charged to operating expenses at the time of occurrence, while increased and increased costs are capitalized.
When the asset is scrapped or disposed of, the original cost of the asset and the associated Accumulated depreciation are removed from the account, and any profit or loss is reflected in the income.
Estimated service life office equipment 5 years computer equipment 5 years delivery trucks 5 years stores and machinery equipment 5 to 10 years novus robotics inc.
Notes to Consolidated Financial Statements for September 30, 2018 (Unaudited)2.
Major accounting policies
Continued foreign currency conversion gains and losses arising from settlement of foreign currency denominated transactions or balances are included in the income determination.
The functional currency of the company is Canadian dollar.
Foreign currency transactions are translated into Canadian dollars and then into US dollars. S.
US dollars reported according to ASC 830-
30 as follows: ● for assets and liabilities, the exchange rate on the balance sheet date shall be used.
● For income, expenses, profit and loss, the exchange rate on the date of confirmation of these elements shall be used.
Translation adjustment is included in the accumulated other comprehensive income (loss)
A separate component of shareholders\' equity.
Financial instruments the book value of the company\'s financial instruments, including cash, accounts receivable, accounts payable, Payroll liabilities, loans payable, taxes payable and payments payable to senior staff/shareholders, approximate their fair value due to direct or short term
The deadline for these tools expires.
At present, the company has not used derivatives to reduce the risk of foreign exchange.
An authoritative guide to fair value measurement establishes a three-tier fair value hierarchy that prioritizes inputs used to measure fair value.
Level 1, defined as observable input, such as quotation, in an active market;
Level 2, defined as input other than quotation in an active market that is directly or indirectly observable;
Level 3, defined as unobservable inputs with little or no market data, therefore requires an entity to develop its own assumptions.
The potential benefits of income tax losses are not recognized in the account until they are realized.
Since its inception, the company has adopted ASC 740 \"income tax accounting \".
According to ASC 740, the company needs to calculate the revenue of tax assets carried forward for net operating losses.
The potential benefits of net operating losses are not recognized in these financial statements as the company is not guaranteed and it is more likely to take advantage of the years ahead of the net operating losses carried forward
Other records (income)
And the cost is non-
Federal government scientific research and experimental development (refundable)"SR&ED")tax credits.
Due to the uncertainty of these expenditures, the company will not record any amounts until the provincial and federal governments of Canada approve the deduction.
Advertising expenses are paid according to the expenses incurred.
So far, there has been no advertising expenses incurred by the company.
NOVUS Robotics
Notes to Consolidated Financial Statements for September 30, 2018 (Unaudited)2.
Major accounting policies
Continuous revenue recognition the company confirms revenue based on ASC 606 \"revenue from signing contracts with customers ("ASC 606").
According to ASC 606, Novus applies the following methods to confirm revenue: I.
Confirm the contract with the customer. ii.
Determine the performance obligations in the contract. iii.
Determine the transaction price. iv.
Assign the transaction price to the performance obligation in the contract. v.
When revenue is confirmed (or as)
The entity performs its obligations.
Therefore, the specific components of the company\'s revenue recognition are as follows: 1.
Spare parts-confirm sales revenue and cost when selling. 2.
Service-revenue and sales costs are confirmed when the customer performs and accepts the service through cancellation. 3.
Seat System and tools-the progress record for invoicing customers is deferred revenue.
The contract revenue will not be confirmed until the customer accepts it.
This is the key performance indicator.
In fulfilling its performance obligations, the company transferred control over the assets, had the ultimate legal right to pay, and the customer tested the product and indicated compliance with the specifications.
Because we cannot objectively determine whether the goods supplied to the customer meet the agreed specifications until the machines and tools are completed, we postpone the income to the final installation and acceptance completion.
As at September 30, 2018 and December 31, 2017, customer deposits were $663,529 and $828,184 respectively.
And amortized during the two-year warranty period.
As of September 30, 2018 and December 31, 2017, warranty liability was $34,798 and $18,529.
Net income per share of common stock is provided by ASC 260-
10. \"earnings per share \".
We provide basic earnings per share ("EPS")
Diluted the surface of the business statement.
Basic earnings per share divided by reported net income (loss)
The weighted average of ordinary shares issued in the current period is applicable to ordinary shareholders.
Unless the result is reversed.
Diluted to the income of ongoing operations, assuming the conversion of convertible long-term earnings, diluted earnings per share will be calculated
Elimination of fixed-term debt and related interest charges, as well as exercise of stock warrants.
The income of ordinary shares per share is calculated using the weighted average number of outstanding ordinary shares for the year.
As of September 30, 2018 or December 31, 2017, no dilution tools had been cleared. The company has adopted ASC 220 \"consolidated income\", which sets standards for reporting and displaying consolidated income, its components and accumulated balances.
Comprehensive income (loss)
Defined as including all changes in the equity, except for changes in which the owner invests or assigns to the owner.
Among other disclosures, ASC 220 requires that all items identified as a consolidated income component as required by the current accounting standards should be reported in the financial statements, the importance of the financial statements display is the same as other financial statements.
Comprehensive income (loss)
As an integral part of shareholders\' equity is shown in the balance sheet.
Recent Accounting Statement by NOVUS Robotics
Notes to Consolidated Financial Statements for September 30, 2018 (Unaudited)3.
Fixed assets include: September 30, December 31, 2018, 2017 Office Equipment $8,966 $9,274 computer equipment 293,196 303,278 transportation trucks 21,190 21,919 stores and machinery equipment 390,305 403,727 equipment asset lease 48,779 50,456 Accumulated depreciation (656,219 )(657,094 )
Total fixed assets were $106,217 and $131,561.
The state party is obliged to sign a purchase of equipment under the asset leasing company for the period from November 20.
$16,900 was originally paid and the lease balance was met at a 36-month equal payment of approximately $820.
The interest rate associated with the lease obligation is 14% and the due date is November 2018, when the option is to purchase the equipment at $4,600. 5.
Common and Preferred Stock on October 26, 2015, the board of directors approved a reverse stock split of 300 shares of the company\'s issued and outstanding common stock.
The split of reverse shares was affected in January 21, 2016, with the total number of outstanding and outstanding common shares reduced from 88,650,000 to 296,641 shares.
The resulting decline in the value of common stock is transferred to Additional paid-in capital ("APIC")
The amount is $88,354.
All stock and related stock option information displayed in these consolidated financial statements are retroactively adjusted to the reduced number of shares resulting from this transaction.
Each share of Series A preferred shares can be converted on one stockfor-
A basis for common stock, having all the voting rights of the holders of common stock and having the ability to elect three directors.
Series B preferred shares ('Series B')
Having the right to vote, the holder must vote with the common stock.
The number of votes per Series B shares is the same, equal to 5,000 ordinary shares, and if the shares are split, the share dividend or other means of common shares will retain this voting ratio. 6.
Related party transaction Novus paid consulting fees to a company owned by the president in the third quarter for $48,548 (2017 -$Nil)
In nine months, $135,240. (2017 -$Nil).
The consultation fee was agreed upon after the discussion between Novus and Mr. Paolucci. 7.
Rental and other committed companies lease homes with a total area of 18,000 square feet for approximately $6,525 a month. per month.
By the lease expiry date of July 31, 2019, the total minimum lease payment was $84,085.
Novus has signed a purchase agreement to acquire two pre-
The total rent for construction was $574,758. .
A deposit of $46,236 has been paid and is included in the prepaid fee.
The closure of these lands is scheduled for November to 2019 and March 2020.
After the end of the quarter, the company resolved a lawsuit initiated by the Posse Business Software Alliance
The amount of alleged software infringement and use is $21,915.
Novus fails to comply with Article 5 of the Securities Act of 1933 concerning the registration of ordinary shares issued to shareholders of D Mecatronics
R & D technology was discontinued in 2011.
Management believes that any legal liability for such non-compliance is considered distant. ITEM 2.
Management Discussion and Analysis of financial position and results of operations we were founded in Nevada in June 24, 2005, called Guano Distribution, Inc.
Before we were founded, in April 15, 2005, our then David Wallace
Chief Executive Officer, Chief Financial Officer and sole director of the establishment of bird manure distributor (Pty)Ltd.
A South African registered company for sale-
Bar cave bat bird droppings.
May 15, 2005, Sir.
Wallace transferred all his ownership of the bird droppings dealer (Pty)Ltd. to us.
In June 28, 2006, we revised the articles of association to change our name to Ecoland International, Inc.
Please note that in this quarterly report, \"we\", \"Company\" or \"Novus Robotics\" refer to Novus Robotics, unless otherwise stated.
Share Exchange Agreement of Yikang International Co. , Ltd.
Now known as Novus robotics.
R & D technology company
A private company
\"R & D technology \")
Moreover, the shareholders of Paula Paulucci and Drakso Karanovic, D & R Technology Co. , Ltd. (
\"R & D Shareholders \")
Certain share exchange agreements signed on January 27, 2012 (
Share Exchange Agreement).
On February 1, 2012, the board of directors of our company approved the execution and completion of the transaction under the Share Exchange Agreement.
According to the terms and provisions of the Share Exchange Agreement, we issued a total of 59,000,000 pre-orders
Our restricted ordinary shares are divided into R & D shareholders (
It consists of a gentleman.
Paolucci and Karanovic and D Mecatronics, who hold these shares for the benefit of the remaining shareholders of D & R Technology)
In exchange for 100% of the total amount of R & D technology issuance and tradable shares, so that R & D technology becomes its wholly owned subsidiary
Subsidiaries.
Our board of directors believes that it is in the best interest of our shareholders to enter into a share exchange agreement under which it will acquire all technology and assets and assume all responsibility for R & D technology.
This has led to changes in our control and overall business operations, thus bringing potential value to our shareholders.
R & D technology was complete before-
Wholly owned subsidiary of D mecatrinc.
A company in Delaware.
About November 10, 2011, D Mechanical Electronic rotation-
R & D technology.
D & R Technology subsequently issued shares of its restricted common stock to shareholders of D Mecatronics
In proportion to the respective shares held in D Mecatronics.
The percentage of shares issued by D & R Technology is 48% to Berardino Paolucci, 24% to Drasko Karanovic, 28% to various shareholders (
This represents shareholders who were originally owned by D Mecatronics).
The hosting agreement.
On June 4, 2013, our Board of Directors authorized the implementation of certain escrow agreements of June 4, 2013 (
\"Hosting Agreement \")
Working with Manhattan Transfer registrar
Our transfer agent (
Transfer of Manhattan \").
As disclosed in a previous filing with the Securities and Exchange Commission, about November 10, 2011, D mecatrinc. (\"D mechanical and electrical integration \")spun-off our wholly-
R & D technology subsidiary.
D & R Technology subsequently issued shares of its restricted common stock to shareholders of D Mecatronics
In proportion to the respective shares held in D Mecatronics.
The percentage of shares issued by D & R Technology is 48% to Berardino Paolucci, 24% to Drasko Karanovic, 28% to various shareholders (
This is being represented by D Mecatronics).
Transfer Agent of mechanical and electrical integration of D during spin-
Global Sentinel equity transfer closed(\"Global Sentinel \").
While spinning-
In addition, the management of D mecatr has repeatedly tried to contact Global Sentry on its shareholder list and records.
Any and all attempts, however, do not help.
To date, D Mecatronics has failed to obtain any records from Global Sentry, including the list of shareholders.
Management does not know or know the whereabouts of Global Sentry or its management or the location of its records and shareholder lists.
This hinders the issuance of shares of D & R Technology to the appropriate 28% minority shareholders of D Mecatronics, thus hindering the reason shareholders for the shares held by D mecatrtrust in trust for its benefit.
Then we signed a share exchange agreement.
Our board of directors approved the execution and completion of the transaction in accordance with the share exchange agreement on February 1, 2012.
According to the terms and provisions of the Share Exchange Agreement, we issued a total of 59,000,000 pre-orders
Our restricted ordinary shares are divided into R & D shareholders (
It consists of a gentleman.
• Shareholders of baolochi and Karanovic and D Mecatronics hold shares with the remaining D & R Technologies)
In exchange for 100% of R & D technology issued and issued shares, R & D technology becomes our wholly owned subsidiary.
Subsidiaries.
The board of directors believes that it is in the best interests of shareholders to enter into a share exchange agreement under which the board will acquire all technology and assets and assume all responsibility for R & D technology.
Most shareholders and boards of D & R Technology have approved the share exchange agreement.
In its board resolution, the R & D technology board resolved the issue of 16,520,000 pre-
Representing the reverse stock split shares of the missing 28% R & D technology minority shareholders (
Who is also an unknown shareholder of D mechanical and electrical).
Therefore, D Mecatronics are held in trust and in the interest of its unknown shareholders (
As a shareholder in R & D technology)
The shares that the company will issue to them.
D. Mecatronics is trying to find the transfer agent to get its records.
We are also looking for the missing shareholder, D Mecatronics (
Is also a shareholder of R & D technology)
Our shares shall be issued to whom according to the terms and provisions of the share exchange agreement.
So we signed a hosting agreement.
Pursuant to the terms and provisions of the escrow agreement, D mecatrreturned to Manhattan, the transfer of the certificate of shares certifying the shares of common stock issued by us as trustees.
Manhattan Transfer received a new share certificate with the total face value of the 16,520,000 shares held in custody as trustee.
Together with the Manhattan Transfer, we created a list of shareholders (
\"List of shareholders \")
Indicates the owner of each record of the shares.
After the signing of the escrow agreement, the Manhattan Transfer Company has issued shares to certain persons shown on the shareholder list.
As of the date of the release of this quarterly report, Manhattan Transfer has issued about 5,331,641 of the 16,520,000 custody shares to shareholders on the shareholder list.
We will be on our website. novusrobotics. com (
Currently under construction)
According to \"Investor Relations\", individuals/entities who believe they are shareholders of D Mecatronics will use contact information.
Such individuals/entities shall contact our management.
We are a complete service provider.
The main production solution is to provide tubular parts for our elbow machine.
Our experience is rooted in manufacturing solutions for automation components such as seat frames and dashboard beams.
Our expertise in computer numerical control automation and machinery (CNC)
Suitable for bending, forming, piercing and laser cutting of various production solutions.
We produce spare parts for the manufacturing equipment we designed.
We do not make spare parts for cars.
Management discussion, analysis and planning of operating novus robotics inc. Results of Operations
Statement of Comprehensive Income and Comprehensive Income (Unaudited)
For the three months ended September 30 and for the nine months ended September 30, 2018 cm 2017 cm income $49,612 $339,916 $2,370,819 cost price sales 3,450,778 19,316 cm 30,702 cm 1,592,817 cm 1,743,666 cm of total profits 30,295 cm 309,214 cm 778,002 cm of EXPENSES Compensation 1,707,112 cm 68,070 130,597 270,753 479,292 15,620 17,058 51,462 52,40611, 413 5,440 cm 59,322 cm 55,701 CM professional fee standard 68,076 cm 11,378 cm 205,135 cm 66,444 cm communication 2,836 2,783 7,585 7,102 42,758 CM office and general 32,851 cm 107,569 cm 70,037 cm 208,771 200,107 701,825 total business expenses 730,983 Income before income tax (178,475 )
109,107 76,177 976,129 Other income (expense)
Foreign exchange earnings (loss)(31,485 )(36,004 )43,021 (38,892 )
Research and development expenditure recovery--
61,054 Total other income (expense)(31,485 )(34,783 )
43,021 net income of 22,162 (loss)
Before income tax (209,959 )
74,324 119,198 income tax under 998,291-(36,657 )(52,092 )(264,547 )
Net income (loss)(209,959 )
7,667 67,106 733,744 and other comprehensive income (loss)
Adjustment of foreign exchange (44,063 )126,904 (59,611 )
Comprehensive income 130,904 (loss)$ (254,022 )
$164,571 $7,495 $864,648 basic loss per share $ (0. 00 )$ 0. 00 $ 0. 00 $ 0.
Diluted earnings per share $ (0. 00 )$ 0. 00 $ 0. 00 $ 0.
02 Weighted average of issued shares-
The weighted average number of shares of basic 54,296,541-
The attached note to diluted 54,296,541 is an integral part of these consolidated financial statements. The financial information in the above table comes from quarterly unaudited financial statements.
The following discussion should be read in conjunction with our audited financial statements and the relevant instructions for the other parts of this Quarterly Report Form 10-Q.
The following discussion includes forward-
Forward-looking statements that reflect our plans, estimates, and beliefs.
The actual results of the company may be significantly different from those discussed in the forward-looking statement.
Factors that may lead to or contribute to this discrepancy include, but are not limited to, factors discussed below and elsewhere in the 10 quarter report of this formQ.
The financial statements are prepared in dollars in accordance with the accepted accounting principles of the United States.
The three-month period as at September 30, 2018 was compared to the three-month period as at September 30, 2017.
We generated $49,612 in revenue during the three months ended September 30, 2018 and $339,916 during the three months ended September 30, 2017 (
$290,304 less).
The main components of the income portfolio from September 30-20, 2018 to September 30 are as follows: 1.
Prototype parts-as no project was launched in 2018, the prototype for Adient/JCI project was reduced by $292,504. 2.
Many customers, including Adient, Toyota, PWO Kitchener, Van Rob Mexico and Adient Athens, replaced worn parts and reduced the required spare parts and services by $48,181. 3.
Transformation System-
An increase of $50,381.
We evaluate old machines and suggest that specific work needs to be done on them.
This includes all mechanical, electrical, hydraulic and pneumatic as needed.
Then we replace the worn parts on the old benders
Athens, Athens, PWO-Lakewood System C
Kitchener, Adient-Ramos moves the machine for the customer and installs additional tool units on the existing benders.
We modified a machine at Adient. 4.
Seat frame system
Zero $ because no machines were sold during the third quarter of 2017 and no machines were sold during the third quarter of 2018. 5.
The medical robotics, personal robotics equipment and water treatment industry, which we have not yet received revenue from, will continue to look into opportunities in these areas to expand its core business.
Cost of sales: During the three-month period ended September 30, 2018, the cost of sales was $19,316, compared to $30,702 for the three-month period ended September 30, 2017 (
11,386 reduction).
Changes in products sold during the three months ended September 30, 2018 have resulted in a decline in our gross profit margin for the three months ended September 30, 2017.
The work of prototype parts, most of which costs are borne by the customer, did not occur during the three months ended September 30, 2018 to offset the lower product profit generated by the modification of the seat frame. Gross Profit.
Therefore, based on the above, our gross profit for the three-month period ended September 30, 2018 decreased by $278,919 from $309,214 for the three-month period ended September 30, 2017.
Operating expenses: During the three-month period ended September 30, 2018, we incurred operating expenses of $208,771, while operating expenses incurred for the three-month period ended September 30, 2017 were $200,107 (
An increase of $8,664. ).
Operating expenses include :(i)
Compensation of 68,070 yuan (2017: $130,597); (ii)
Check-in fee is $15,620 (2017: $17,058); (iii)
Travel $11,413 (2017: $5,440); (iv)
Professional fee of $68,076 (2017: $11,378); (v)
$2,836 in communications (2017: $2,783); and (vi)
$42,758 (2017: $32,851).
In terms of compensation, the management fee is subject to professional fees, and labor costs are capitalized into the ongoing work project, resulting in a decrease of $62,527.
Indicted on 2018
During the three months ended September 30, 2018, travel expenses increased by $5,973 over the same period in 2017 due to client meetings.
Professional fees increased by $56,698.
During the three months ended September 30, 2018, since the costs of consultants and the additional costs associated with our auditors occurred within this time frame, we did not occur in 2017.
As a result of the increase in office costs in 2018, office and general costs increased by $9,904.
Operating income.
As a result, the net loss of $178,475 in other income or expenditure prior to the three-month period before September 30, 2018 compared to the income of $109,107 in other income for the three-month period ended in September 30, 2017.
Other Income (Expense).
During the three-month period ended September 30, 2018, we recorded other loss of income of $31,485, compared to other loss of income recorded for the three-month period ended September 30, 2017 of $36,004.
Continuing fluctuations in the 2018 Canadian dollar and $2017 against the United States dollar resulted in foreign exchange losses of $31,485 for the three-month period ended September 30, 2018, while foreign exchange losses were $36,004 for the three-month period ended September 30, 2017 with respect to the denomination traded and settled in foreign currency, primarily to the United States, the payments are being exchanged from the United States and used to meet the business requirements of the Canadian dollar.
Net income before income tax.
Therefore, during the three-month period ended September 30, 2018, this resulted in a net loss of $209,959 prior to income tax, while for the three-month period ended September 30, 2017, net income before income tax was $73,103.
The nine-month period as at September 30, 2018 was compared to the nine-month period as at September 30, 2017.
We generated $2,370,819 in revenue during the nine months ended September 30, 2018, compared to $3,450,778 during the nine months ended September 30, 2017 (
$1,079,959 less).
The main components of the income portfolio from September 30-20, 2018 to September 30 are as follows: 1.
Prototype parts-prototypes for Adient/JCI projects decreased by $801,565 as no projects were launched during the nine months of 2018. 2.
Spare parts and services
Parts needed by many customers were reduced by $53,097, including Adient, Toyota, PWO Kitchener, Van Rob Mexico and Adient Athens, to replace worn parts. 3.
Transformation System-
$70,752 less.
We don\'t have any new tools for Adient and constellum on old machines.
We evaluate old machines and suggest that specific work needs to be done on them.
This includes all mechanical, electrical, hydraulic and pneumatic as needed.
Then we replace the worn parts on the old benders
Athens, Athens, PWO-Lakewood System C
Kitchener, Adient-Ramos moves the machine for the customer and installs additional tool units on the existing benders. 4.
Seat frame system
Due to the sale of 2 machines in the 9 months of 2017, compared with the 3 units sold in the first 9 months of 2018, the price dropped by $154,545. 5.
The medical robotics, personal robotics equipment and water treatment industry, which we have not yet received revenue from, will continue to look into opportunities in these areas to expand its core business.
Cost of sales: For the nine-month period ended September 30, 2018, the cost of sales was $1,592,817, compared to $1,743,666 for the nine-month period ended September 30, 2017 (
$150,849 less).
Changes in products sold during the nine-month period ended September 30, 2018 have led to a decline in our gross profit margin for the nine-month period ended September 30, 2017.
In the event that most of the costs are borne by the customer, the retrofit system and prototype parts are not working and do not help offset the lower product profit generated by selling the seat frame for the nine-month period ended September 30, 2018. Gross Profit.
Therefore, based on the above, our gross profit for the nine-month period ended September 30, 2018 fell from $778,002 for the nine-month period ended September 30, 2017 to $1,707,112.
Other Income (Expense).
During the nine-month period ended September 30, 2018, we recorded other income of $43,021, while other income losses recorded for the nine-month period ended September 30, 2017 were $38,892.
Continued fluctuations in the Canadian dollar in 2018 and 2017 against the United States dollar resulted in foreign exchange gains of $43,021 for the nine-month period ended September 30, 2018, while foreign exchange losses were ($38,892)
For the nine-month period ended September 30, 2017, the face value of transactions and settlement in foreign currency, primarily sales to the United States, which are being exchanged from the United States and used to meet the business requirements of the Canadian dollar.
We recovered $0 for the nine-month period ended September 30, 2018 in relation to the recovery of scientific research and development expenditures, while $61,054 for the nine-month period ended September 30, 2017.
Net income before income tax.
Therefore, during the nine-month period ended September 30, 2018, this resulted in a pre-tax net income of $119,198, compared with a net income of $998,291 for the nine-month period ended September 30, 2017.
Provisions of income tax.
During the nine months ended September 30, 2018, we had ($52,092)
Income tax and ($264,547)
For the nine-month period ended September 30, 2017. Net Income.
As a result, this resulted in net income for the nine-month period ended September 30, 2018 of $67,106, compared with net income for the nine-month period ended September 30, 2017 of $733,744.
Other comprehensive income (Loss).
During the nine months ended September 30, 2018, we recorded ($59,611)
In contrast, the nine-month period ended September 30, 2017 was $130,904.
Comprehensive income.
Therefore, during the nine-month period ended September 30, 2018, our consolidated income was $7,495 or $0.
$00 per share, combined revenue of $864,648 or $0.
02 for the nine-month period as at September 30, 2017.
For the nine-month period ended September 30, 2018 and September 30, 2017, the weighted average number of outstanding shares was 54,296,541 shares, respectively.
As at September 30, 2018, as at September 30, 2018, our current assets were $2,634,770 and our current liabilities were $1,342,124, resulting in a current capital surplus of $1,292,646.
As of September 30, 2018, current assets include :(i)
$1,713,020 in cash; (ii)
Net accounts receivable of $302,228; (iii)
$508,536 in stock; (iv)
Recoverable sales tax of $47,418; (v)
Security deposit of $10,168; and (vi)
Pre-paid $53,402.
Current liabilities as at September 30, 2018 include :(i)
$263,676 for accounts payable and accrued; (ii)
$663,529 in customer deposits; (iii)
The warranty cost is $34,798; (iv)
Income tax payable at $372,691; and (v)
Debt under capital leases is $7,431.
As of September 30, 2018, our total assets were $2,740,987, which included :(i)
$2,634,770 in current assets; and (ii)
Fixed assets are $106,217, excluding depreciation.
For the nine-month period ended September 30, 2018, total assets decreased by $233,812 over the fiscal year ended December 31, 2017, mainly due to an increase in cash of $7,214, a decrease in accounts receivable and a net inventory of $79,959, reduced inventory of $183,201, increased Prepaid costs by $42,501 as of September 30, 2018, decreased fixed assets by $25,344, and our total liabilities amounted to $1,369,532, including :(i)
Current liabilities of $1,342,124; and (ii)
Deferred income tax is $27,408.
Total reduction in liabilities $241,307 for the nine-month period from September 30-20, 2018 to December 31, mainly due to a reduction in accounts payable and accrued charges of $85,633 and a decrease in customer deposits of $164,655, the terms of the warranty increased by $16,269 and the debt under the Capital lease decreased by $7,287.
Total shareholder equity increased from $1,363,960 in December 31, 2017 to $1,371,455 in September 30, 2018.
For the nine-month period ended September 30, 2018, net cash flows used for business activities amounted to $69,904, primarily net income of $67,106.
Net cash flows from business activities were depreciated to $21,136.
The net cash flow generated by operating activities is further changed due to the following factors :(i)
$79,960 reduction in accounts receivable; (ii)
Reduced inventory by $183,201; (iii)
Increased ($42,501)
Prepaid fees; (iv)
The margin increased by $350; (v)
$85,633 reduction in accounts payable and accrued charges; (vi)
$164,655 reduction in customer deposits; (vii)
Increased Warranty payable by $16,269; and (viii)
Tax Recoverable/payable decreased by $5,329.
Cash flows from investment activities for the nine-month period ended September 30, 2018 and December 31, 2017, net cash flows for investment activities-0-.
Cash flows generated from financing activities for the nine-month period ended September 30, 2018, net cash flows used for financing activities amounted to $7,287, including debt under capital leases, and as at September 30 of nine a month during for financing activities of cash flow net 104,750 compared with the dollar repayment Net 2017 including capital rental under of debt, repayment net and notes payable of pay.
We expect that liquidity needs will continue to be funded through the generation of our existing funds and income.
Our working capital needs are expected to increase as our business grows.
Our main demand for liquidity is increased capacity, stock purchases, distribution of sales, and general corporate purpose.
Compared to our previous role as a North American supplier, we are being accepted as a global Prototype supplier by Johnson control.
We had a discussion with Johnson Controls on prototype and part production.
In early 2012, Johnson Controls visited our facilities and conducted an audit of global proposals.
Their goal is to understand the processes we use to run our business and the controls we have implemented so that we can ensure maximum control over the quality of our work.
The audit is conducted in accordance with our staff and their qualifications, data management, processes, tools and equipment, and parts and materials management.
Johnson Controls visited our facilities and conducted a final review on May 3, 2012.
We then received a call from Johnson Control saying that we had been accepted and recommended to work globally for them.
Therefore, we have accepted global work, thus providing the basis for the pre-disclosure forecast.
We may achieve these revenue forecasts in the fiscal year 2018, but we may not be able to achieve this level of income either.
We intend to meet our liquidity requirements, including capital expenditures related to the purchase of equipment, purchase of inventory and expansion of business, funds raised through the cash flow provided by the business and through proceeds obtained by issuing a debt or stock.
With a flexible workforce, workers employed by project, and strong inventory management, we are able to manage cash flow to meet the changing needs of our business.
We can quickly expand and shrink according to customer needs.
Toyota Boshoku, Adient and constellum, our key customers, have been submitting new projects.
As of the end of September 30, 2018, we are working on a project of $453,993 with a total contract of approximately $669,000.
We received a promised future order of $670,000.
Is expected in the second half of completed 2018.
Historically, other income opportunities have been realized to supplement this income with services and restructuring.
We have not paid any money for public relations or investor relations.
We have three at the moment.
An annual lease for an independent building located at 7669 Kimbel Street, Mississauga, Ontario, Canada, covering an area of 18,000 square feet.
The building is located on about an acre of land.
The building has two floors of office/engineering space, covering an area of 1,500 square feet, and the balance is used in welding, assembly and processing areas.
We also have two loading docks.
We evaluated recent accounting updates and the potential impact on adoption.
See footnote No.
2. Financial Statements.
Key accounting estimates and policies discussion and analysis of our financial position and operational plans are based on our interim consolidated financial statements prepared in accordance with the requirements of the United StatesS.
Principles of recognized accounting ("GAAP").
The preparation of these interim financial statements requires us to estimate and judge the amount of reports affecting assets, liabilities, income and expenses, as well as related disclosures of assets and liabilities. On an on-
On an ongoing basis, we evaluate our estimates, including estimates affecting income, suspected account allowances, the saleable nature of inventory, and the useful life of tangible and intangible assets.
The discussion below is intended to briefly discuss some of the judgments and uncertainties that may affect the application of these policies, as well as the specific dollar amounts reported in our financial statements.
We make estimates based on historical experience and various other assumptions that we believe are reasonable in this case, and these results form the basis for our judgment of the book value of assets and liabilities, these values are not easy to see from other sources.
Under different assumptions or conditions, or if management makes different judgments or uses different estimates, the actual results may be different from those estimates.
Many of our estimates or judgments are based on expected future events or performance and are therefore forward-looking --
In essence, affected by many risks and uncertainties, including the risks and uncertainties discussed elsewhere in the quarterly report in table 10Q.
We have no obligation to update or revise this discussion to reflect any future events or circumstances.
See footnote No.
2. Financial Statements. ITEM 3.
Smaller reporting companies do not require quantitative and qualitative disclosure of market risks. ITEM 4.
Based on this assessment, our CEO/CFO concludes that as of the end of the period covered in form 10 of this quarter report ,-
Q: our internal control of financial reporting is not effective. ● Reasonably guarantee that the information required to be disclosed in the report submitted by the Securities and Exchange Act of 1934 is recorded and processed, and summarized and reported within the time specified in the Securities and Exchange Commission rules and forms, and ● in order to ensure that the information required to be disclosed in our reports submitted or submitted under the Securities and Exchange Act of 1934 is accumulated and communicated to our management, including our chief executive officer and chief financial officer, in order to make a timely decision on the necessary disclosure.
We believe that the above steps will make up for the above major deficiencies and we will continue to monitor the effectiveness of these steps and make any changes that our management deems appropriate.
Major weaknesses (
Within the meaning of the PCAOB audit standard No5)
Is it a defect in the internal control of the financial report, or a combination of defects, so that there is a reasonable possibility that the material misstatement of our annual or interim financial statements will not be promptly prevented or discovered.
Major defects are defects in the internal control of financial reports, or a combination of defects, which are not as serious as major defects. However, it is important that the person responsible for supervising the company\'s financial reports should pay attention to them.
In our assessment of the effectiveness of internal controls in financial reporting as of September 30, 2018, management identified significant deficiencies related :(i)
As at September 30, 2018, there was no audit committee; and (ii)
Lack of separation of duties in accounting functions.
We are beginning to prepare for compliance with our internal control obligations for the fiscal year ended December 31, 2018, including section 404th.
To improve our internal control environment, management hired a chartered accountant to review the work prepared by the chief financial officer.
He is independent of the daily accounting function.
He prepared quarterly financial statements after reviewing and suggesting adjustments to records based on the analysis of the financial information provided.
This review includes secured and reconciled key accounts with the original documents.
To remedy the weaknesses described above, we have taken some further remedial measures and have designed new internal controls and procedures to ensure :(a)
Effectiveness and efficiency of operations; (b)
Reliability of financial reporting; and (c)
Comply with laws and regulations.
To this end, management will provide a controlled environment that organizes and affects employees. (a)
Management is building an information and communication system for its executives and employees that allows them to perform their duties in an organized and process-driven manner. (b)
The firm employs a certified public accountant to assist :(a)
Responsible for the preparation and maintenance of financial records; (b)
Assist bookkeeping personnel to properly record the transaction; (c)
Maintain permanent accounting records and proper backup procedures; and (d)
Provide continuous monitoring of accounting functions throughout the company.
In addition, the CPA will conduct a risk assessment to identify and analyze the relevant risk management that should be addressed in order to achieve its objectives.
The chartered accountant will also assist in the preparation of written policies and procedures that will help ensure the implementation of the management directive. (c)
Our President/CEO is the communication center between us and the audit company.
Communication between our President/CEO and the business partners of the audit company has been established to ensure that the audit is aware of management\'s intentions and actions.
Management reports on internal control of financial reporting our management is responsible for establishing and maintaining adequate internal control of financial reporting (
Defined in Rule 13a-15(f)
Under the transaction act).
Under the supervision and participation of the company\'s management (including the chief executive officer and chief financial officer), we assessed the effectiveness of our internal controls on financial reporting as of June 30, 2018.
At the time of the assessment, the management used the criteria set by the Committee of Sponsoring Organizations of the tredeway Committee ("COSO 2013")
Internal Control-
Integrated Framework.
Based on our assessment, there has been no progress in the remediation of significant weaknesses that we previously disclosed.
We believe that no matter how well the control system is designed and operated, the goal of the control system cannot be absolutely guaranteed, the assessment of control does not absolutely guarantee that all control issues and fraud incidents, if any, have been detected within a company.
Our disclosure controls and procedures are designed to provide reasonable assurance to achieve its objectives, and our CEO and CFO conclude that these controls and procedures are ineffective at the level of \"reasonable assurance.
Changes in internal control during the three months ended September 30, 2018, there were no changes in internal control.
The audit committee reported that our board of directors did not establish an audit committee.
Our board of directors has performed the respective duties of the audit committee.
We intend to establish an audit committee in the fiscal year 2017.
The main function of the Audit Committee after its establishment is to advise on our financial matters and assist our board in the performance of its financial, accounting, legal compliance.
The main duties of the Audit Committee are :(i)
Supervise our financial reporting process and internal control system as an independent and objective party; (ii)
Review and Evaluation of the audit work of independent accountants in China(iii)
Assess our quarterly financial performance and compliance with laws and regulations; (iv)
Supervise the development and implementation of management financial policies and business practices; and (v)
Provide an open communication channel between independent accountants, management and our board of directors. PART II.
Other information items 1.
No reporting is required for legal proceedings. ITEM 1A.
Risk factor reporting is not required. ITEM 2.
Non-registered sales of securities and use of proceeds are not required to be reported. ITEM 3.
No reporting is required for senior securities default. ITEM 4.
No reports are required. ITEM 5.
No report is required for other information. ITEM 6.
Exhibits and reports in form 8-K (d)Exhibits .
Attachment number description 31. 1 Rule 13a-15(e)/15d-15(e)
Certified by Chief Executive Officer and Chief Financial Officer * 32.
1 certified by chief executive officer and chief financial officer in accordance with Article 18 of the United StatesS. C.
Section 1,350th passed under section 906th of the Sabans Act-
Oxley Act of 2002*101.
INS * 101.
SCH * document 101 of the classification extension model for XBRL.
CAL * XBRL classification extends the calculation of the link Library document 101.
DEF * XBRL classification extension definition Linkbase document 101.
Linkbase document 101, lab * XBRL classification extension tag.
The previous document of the demo link library of * XBRL classification extension (
Scalable Business Reporting Language)
For the purposes of the revised Securities Act of 1933 or Section 12, providing and failing to submit information or a part of the registration statement or prospectus, it is deemed to have not been submitted for the purposes of section 18th of the Securities and Exchange Act of 1934 as amended, otherwise, these provisions are not liable.
As required by the Transaction Act, the registrant resulted in this report being signed by the signatory on its behalf and duly authorized.
NOVUS Robotics
Date: November 14, 2018 author: exhibit31, President/CEO,/s/Berardino Paolucci.
1 Certification of chief executive officer passed under S. Sabans-302
Berardino Paolucci, proof of the Oakley Act of 2002 I: 1.
I have reviewed this Form 10-
Q from Novus Robotics; 2.
As far as I know, this report does not contain any untrue statements of important facts, nor does it omit the important facts necessary to present statements, given the circumstances in which those statements were made, not misleading during the reporting period; 3.
Based on my knowledge, the financial statements and other financial information contained in this report fairly reflect the registrant\'s financial position, operating results and cash flow in all important respects, and during the reporting period; 4.
Other nuclear witnesses of the registrant (s)
I am responsible for establishing and maintaining disclosure controls and procedures (
According to Rule 13a of the Transaction Act-15(e)and 15d-15(e))
Internal control of financial reports (
According to the trading