UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549



Form
10-K



(Mark
One)

☒
 ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



FOR
THE FISCAL YEAR ENDED: December 31, 2002



☐
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For
the transition period from __________ to __________



Commission
File Number: 000-29221



NEVTAH
CAPITAL MANAGEMENT CORPORATION.

(Exact
name of registrant as specified in its charter)



|Nevada                                                          |  | 88,0308333                                                             
|--------------------------------------------------------------- |  | -----------------------------------------------------------------------
|(State
or other jurisdiction of 
incorporation or organization) |  | (I.R.S. Employer
                                   Identification No.)



3445
Lawrence Ave. Oceanside, NY 11572

(Address
of principal executive offices, Zip Code)



(310)
734-2626

(Registrant’s
telephone number, including area code)





(Former
name, former address and former fiscal year, if changed since last report)



Securities
registered pursuant to Section 12(b) of the Act:



|Title
    of Each Class |  | Name
    of Each Exchange On Which Registered
|----------------------- |  | ---------------------------------------------
|N/A                     |  | N/A                                          



Securities
registered pursuant to Section 12(g) of the Act:



Common
Stock

(Title
of class)



Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 the Securities Act. Yes ☐ No ☒



Indicate
by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☐ No ☒



Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”,
“smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.



|Large accelerated
    filer ☐ | Accelerated
    filer ☐            
|----------------------------- | -----------------------------------
|Non-accelerated filer
    ☐   | Smaller
        reporting company ☒
|                              | Emerging growth company ☐          



If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐



Aggregate
market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the
common equity was last sold, or the average bid and asked price of such common equity, as of April 07, 2020: $225,489



The
number of shares of registrant’s common stock outstanding as of April 13, 2020 was 249,994,949.


















TABLE
OF CONTENTS



Contents





|Item 1.  | Business                                                                                                     | 1 
|-------- | ------------------------------------------------------------------------------------------------------------ | --
|Item 1A. | Risk Factors                                                                                                 | 6 
|Item 1B. | Unresolved Staff Comments                                                                                    | 7 
|Item 2.  | Properties                                                                                                   | 7 
|Item 3.  | Legal Proceedings                                                                                            | 7 
|Item 4.  | Mine Safety Disclosures                                                                                      | 7 
|Item 5.  | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 8 
|Item 6.  | Selected Financial Data                                                                                      | 9 
|Item 7.  | Management’s Discussion and Analysis of Financial
Condition and Results of Operations                        | 11
|Item 7A. | Quantitative and Qualitative Disclosures About Market Risk                                                   | 11
|Item 8.  | Financial Statements and Supplementary Data                                                                  | 11
|Item 9.  | Changes in and Disagreements With Accountants on Accounting and Financial Disclosure                         | 12
|Item 9A. | Controls and Procedures                                                                                      | 12
|Item 10. | Directors, Executive Officers and Corporate Governance                                                       | 13
|Item 11. | Executive Compensation                                                                                       | 14
|Item 12. | Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters               | 15
|Item 13. | Certain Relationships and Related Transactions, and
Director Independence                                    | 16
|Item 14. | Principal Accounting Fees and Services                                                                       | 16
|Item 15. | Exhibits, Financial Statement Schedules                                                                      | 18







i







Item
1. Business



FORWARD
LOOKING STATEMENTS



This
annual report on Form 10-K (the “Annual Report”) contains certain forward-looking statements. All statements other
than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any
projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management
for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future
economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such
forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those
anticipated by the forward-looking statements.



These
forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition,
promotional costs and the risk of declining revenues. Our actual results could differ materially from those anticipated in such
forward-looking statements as a result of a number of factors. These forward-looking statements are made as of the date of this
filing, and we assume no obligation to update such forward-looking statements. The following discusses our financial condition
and results of operations based upon our audited financial statements which have been prepared in conformity with accounting principles
generally accepted in the United States. It should be read in conjunction with our financial statements and the notes thereto
included elsewhere herein.



Although
we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United
States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.



Our
consolidated financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States
Generally Accepted Accounting Principles.



In
this annual report, unless otherwise specified, all dollar amounts are expressed in United States Dollars (US$) and all references
to “common shares” refer to the common shares in our capital stock.



As
used in this annual report, the terms “we,” “us,” “our,” the “Company,” “Nevtah”
and “our company” mean Nevtah Capital Management Corporation and its consolidated subsidiaries, unless otherwise indicated.



Corporate
Background



Our
Corporate History and Background



General
Background of the Company



The
Company was organized September 15, 1986, under the laws of the State of Nevada. The purpose of the Company is to perform any
lawful activity permitted by the State of Nevada. The Company has never been able to commence any operations and in accordance
with SFAS #7, is considered a development stage company.



On
August 14, 1993, the Company amended its Articles of Incorporation changing the par value of the common stock from $1.00 per share
to $0.001 per share and increasing the authorized shares from 25,000 shares to 50,000,000 shares.



On
November 17, 1993, the Company authorized a forward stock split on the basis of 40:1, increasing the outstanding shares of common
stock to 1,000,000 shares.



On
July 29, 1994, the Company approved a 2-for-1 forward stock split increasing the outstanding shares of common stock from 1,000,000
to 2,000,000 shares.



On
March 20, 2019, the eight judicial District Court of Nevada appointed Custodian Ventures, LLC as custodian for Nevtah Capital
Management Corporation, proper notice having been given to the officers and directors of Nevtah Capital Management Corporation.
There was no opposition.



1





On
March 21, 2019, the Company filed a certificate of revival with the state of Nevada, appointing David Lazar as, President, Secretary,
Treasurer and Director.



Mr.
Lazar is considered, and shall be treated as, a promoter for the Company.



Business
Objectives of the Company



Since
the custodial proceedings, the Company had no business operations. Management has determined to direct its efforts and limited
resources to pursue potential new business opportunities. The Company does not intend to limit itself to a particular industry
and has not established any particular criteria upon which it shall consider a business opportunity.



The
Company’s common stock is subject to quotation on the OTC Pink Sheets under the symbol NTAH. There is currently only a limited
trading market in the Company’s shares nor do we believe that any active trading market has existed for approximately the
last 5 years. There can be no assurance that there will be an active trading market for our securities following the effective
date of this registration statement under the Exchange Act. In the event that an active trading market commences, there can be
no assurance as to the market price of our shares of common stock, whether any trading market will provide liquidity to investors,
or whether any trading market will be sustained.



Management
of the Company (“Management”) would have substantial flexibility in identifying and selecting a prospective new business
opportunity. The Company is dependent on the judgment of its Management in connection with this process. In evaluating a prospective
business opportunity, we would consider, among other factors, the following:



|● | costs associated with pursuing a new business
    opportunity;                                                            
|- | --------------------------------------------------------------------------------------------------------------------------
|● | growth potential of the new business opportunity;                                                                         
|● | experiences, skills and availability of additional
    personnel necessary to pursue a potential new business opportunity;
|● | necessary capital requirements;                                                                                           
|● | the competitive position of the new business
    opportunity;                                                             
|● | stage of business development;                                                                                            
|● | the market acceptance of the potential products
    and services;                                                         
|● | proprietary features and degree of intellectual
    property; and                                                         
|● | the regulatory environment that may be applicable
    to any prospective business opportunity.                            



The
foregoing criteria are not intended to be exhaustive and there may be other criteria that Management may deem relevant. In connection
with an evaluation of a prospective or potential business opportunity, Management may be expected to conduct a due diligence review.



The
time and costs required to pursue new business opportunities, which includes negotiating and documenting relevant agreements and
preparing requisite documents for filing pursuant to applicable securities laws, can not be ascertained with any degree of certainty.



Management
intends to devote such time as it deems necessary to carry out the Company’s affairs. The exact length of time required
for the pursuit of any new potential business opportunities is uncertain. No assurance can be made that we will be successful
in our efforts. We cannot project the amount of time that our Management will actually devote to the Company’s plan of operation.



The
Company intends to conduct its activities so as to avoid being classified as an “Investment Company” under the Investment
Company Act of 1940, and therefore avoid application of the costly and restrictive registration and other provisions of the Investment
Company Act of 1940 and the regulations promulgated thereunder.



Company
is a Blank Check Company



At
present, the Company is a development stage company with no revenues, no assets and no specific business plan or purpose. The
Company’s business plan is to seek new business opportunities or to engage in a merger or acquisition with an unidentified
company. As a result, the Company is a “blank check company” and, as a result, any offerings of the Company’s
securities under the Securities Act of 1933, as amended (the “Securities Act”) must comply with Rule 419 promulgated
by the Securities and Exchange Commission (the “SEC”) under the Act. The Company’s Common Stock is a “penny
stock,” as defined in Rule 3a51-1 promulgated by the SEC under the Securities Exchange Act. The Penny Stock rules require
a broker-dealer, prior to a transaction in penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure
document that provides information about Penny Stocks and the nature and level of risks in the penny stock market.





2







The
broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the
broker-dealer and its sales person in the transaction, and monthly account statements showing the market value of each Penny Stock
held in the customer’s account. In addition, the Penny Stock rules require that the broker-dealer, not otherwise exempt
from such rules, must make a special written determination that the Penny Stock is suitable for the purchaser and receive the
purchaser’s written agreement to the transaction. These disclosure rules have the effect of reducing the level of trading
activity in the secondary market for a stock that becomes subject to the Penny Stock rules. So long as the common stock of the
Company is subject to the Penny Stock rules, it may be more difficult to sell the Company’s common stock.



We
are a “Shell Company,” as defined in Rule 405 promulgated by the SEC under the Securities Act. A Shell Company is
one that has no or nominal operations and either: (i) no or nominal assets; or (ii) assets consisting primarily of cash or cash
equivalents. As a Shell Company, we are restricted in our use of Registrations on Form S-8 under the Securities Act; the lack
of availability of the use of Rule 144 by security holders; and the lack of liquidity in our stock.



Form
S-8



Shell
companies are prohibited from using Form S-8 to register securities under the Securities Act. If a company ceases to be a Shell
Company, it may use Form S-8 sixty calendar days, provided it has filed all reports and other materials required to be filed under
the Exchange Act during the preceding 12 months (or for such shorter period that it has been required to file such reports and
materials after the company files “Form 10 information,” which is information that a company would be required to
file in a registration statement on Form 10 if it were registering a class of securities under Section 12 of the Exchange Act.
This information would normally be reported on a current report on Form 8-K reporting the completion of a transaction that caused
the company to cease being a Shell Company.



Unavailability
of Rule 144 for Resale



Rule
144(i) “Unavailability to Securities of Issuers With No or Nominal Operations and No or Nominal Non-Cash Assets” provides
that Rule 144 is not available for the resale of securities initially issued by an issuer that is a Shell Company. We have identified
our company as a Shell Company and, therefore, the holders of our securities may not rely on Rule 144 to have the restriction
removed from their securities without registration or until the Company is no longer identified as a Shell Company and has filed
all requisite periodic reports under the Exchange Act for the period of twelve (12) months.



As
a result of our classification as a Shell Company, our investors are not allowed to rely on the “safe harbor” provisions
of Rule 144, promulgated pursuant to the Securities Act, so as not to be considered underwriters in connection with the sale of
our securities until one year from the date that we cease to be a Shell Company. This will likely make it more difficult for us
to attract additional capital through subsequent unregistered offerings because purchasers of securities in such unregistered
offerings will not be able to resell their securities in reliance on Rule 144, a safe harbor on which holders of restricted securities
usually rely to resell securities.



Very
Limited Liquidity of our Common Stock



Our
common stock occasionally trades on the OTC Pink Sheet Market, as there is no active market maker in our common stock. As a result,
there is only limited liquidity in our common stock.



We
will be deemed a blank check company under Rule 419 of the Securities Act



The
provisions of Rule 419 apply to registration statements filed under the Securities Act by a blank check company, such as the Company.
Rule 419 requires that a blank check company filing a registration statement deposit the securities being offered and proceeds
of the offering into an escrow or trust account pending the execution of an agreement for an acquisition or merger. While we are
not currently registering shares for an offering, we may do so in the future.





3







In
addition, an issuer is required to file a post-effective amendment to a registration statement upon the execution of an agreement
for an acquisition or merger. The rule provides procedures for the release of the offering funds, if any, in conjunction with
the post effective acquisition or merger. The obligations to file post-effective amendments are in addition to the obligations
to file Forms 8-K to report for both the entry into a material definitive (non-ordinary course of business) agreement and the
completion of the transaction. Rule 419 applies to both primary and re-sale or secondary offerings.



Within
five (5) days of filing a post-effective amendment setting forth the proposed terms of an acquisition, the Company must notify
each investor whose shares are in escrow, if any. Each such investor then has no fewer than 20 and no greater than 45 business
days to notify the Company in writing if they elect to remain an investor. A failure to reply indicates that the person has elected
to not remain an investor. As all investors are allotted this second opportunity to determine to remain an investor, acquisition
agreements should be conditioned upon enough funds remaining in escrow to close the transaction.



Effecting
a business combination



Prospective
investors in the Company’s common stock will not have an opportunity to evaluate the specific merits or risks of any of
the one or more business combinations that we may undertake A business combination may involve the acquisition of, or merger with,
a company which needs to raise substantial additional capital by means of being a publicly trading company, while avoiding what
it may deem to be adverse consequences of undertaking a public offering itself. These include time delays, significant expense,
loss of voting control and compliance with various Federal and State securities laws. A business combination may involve a company
which may be financially unstable or in its early stages of development or growth.



The
Company has not identified a target business or target industry



The
Company’s effort in identifying a prospective target business will not be limited to a particular industry and the Company
may ultimately acquire a business in any industry Management deems appropriate. To date, the Company has not selected any target
business on which to concentrate our search for a business combination. While the Company intends to focus on target businesses
in the United States, it is not limited to U.S. entities and may consummate a business combination with a target business outside
of the United States. Accordingly, there is no basis for investors in the Company’s common stock to evaluate the possible
merits or risks of the target business or the particular industry in which we may ultimately operate. To the extent we effect
a business combination with a financially unstable company or an entity in its early stage of development or growth, including
entities without established records of sales or earnings, we may be affected by numerous risks inherent in the business and operations
of financially unstable and early stage or potential emerging growth companies. In addition, to the extent that we effect a business
combination with an entity in an industry characterized by a high level of risk, we may be affected by the currently unascertainable
risks of that industry. An extremely high level of risk frequently characterizes many industries which experience rapid growth.
In addition, although the Company’s Management will endeavor to evaluate the risks inherent in a particular industry or
target business, we cannot assure you that we will properly ascertain or assess all significant risk factors.



Sources
of target businesses



Our
Management anticipates that target business candidates will be brought to our attention from various unaffiliated sources, including
securities broker-dealers, investment bankers, venture capitalists, bankers and other members of the financial community, who
may present solicited or unsolicited proposals. Our Management may also bring to our attention target business candidates. While
we do not presently anticipate engaging the services of professional firms that specialize in business acquisitions on any formal
basis, we may engage these firms in the future, in which event we may pay a finder’s fee or other compensation in connection
with a business combination. In no event, however, will we pay Management any finder’s fee or other compensation for services
rendered to us prior to or in connection with the consummation of a business combination.



Selection
of a target business and structuring of a business combination



Management
owns 54.96% of the issued and outstanding shares of common stock of the Company, and will have broad flexibility in identifying
and selecting a prospective target business. In evaluating a prospective target business, our Management will consider, among
other factors, the following:



|● | financial condition and results of operation
    of the target company;
|- | -----------------------------------------------------------------------
|● | growth potential;                                                      





4







|● | experience and skill of Management and availability
    of additional personnel;                                        
|- | ------------------------------------------------------------------------------------------------------------------------
|● | capital requirements;                                                                                                   
|● | competitive position;                                                                                                   
|● | stage of development of the products, processes
    or services;                                                        
|● | degree of current or potential market acceptance
    of the products, processes or services;                            
|● | proprietary features and degree of intellectual
    property or other protection of the products, processes or services;
|● | regulatory environment of the industry; and                                                                             
|● | costs associated with effecting the business
    combination.                                                           



These
criteria are not intended to be exhaustive. Any evaluation relating to the merits of a particular business combination will be
based, to the extent relevant, on the above factors as well as other considerations deemed relevant by our Management in effecting
a business combination consistent with our business objective. In evaluating a prospective target business, we will conduct a
due diligence review which will encompass, among other things, meetings with incumbent Management and inspection of facilities,
as well as review of financial and other information which will be made available to us.



We
will endeavor to structure a business combination so as to achieve the most favorable tax treatment to us, the target business
and both companies’ stockholders. However, there can be no assurance that the Internal Revenue Service or applicable state
tax authorities will necessarily agree with the tax treatment of any business combination we consummate.



The
time and costs required to select and evaluate a target business and to structure and complete the business combination cannot
presently be ascertained with any degree of certainty. Any costs incurred with respect to the identification and evaluation of
a prospective target business with which a business combination is not ultimately completed will result in a loss to us.



Probable
lack of business diversification



While
we may seek to effect business combinations with more than one target business, it is more probable that we will only have the
ability to effect a single business combination, if at all. Accordingly, the prospects for our success may be entirely dependent
upon the future performance of a single business. Unlike other entities which may have the resources to complete several business
combinations with entities operating in multiple industries or multiple areas of a single industry, it is probable that we will
lack the resources to diversify our operations or benefit from the possible spreading of risks or offsetting of losses. By consummating
a business combination with only a single entity, our lack of diversification may:



|● | subject us to numerous
    economic, competitive and regulatory developments, any or all of which may have a substantial adverse impact upon the particular
    industry in which we may operate subsequent to a business combination, and
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|● | result in our dependency
    upon the development or market acceptance of a single or limited number of products, processes or services.                                                                                                  



Limited
ability to evaluate the target business’ Management



We
cannot assure you that our assessment of the target business’ Management will prove to be correct. In addition, we cannot
assure you that the future Management will have the necessary skills, qualifications or abilities to manage a public company
intending to embark on a program of business development. Furthermore, the future role of our director, if any, in the target
business cannot presently be stated with any certainty.



While
it is possible that our director will remain associated in some capacity with us following a business combination, it is unlikely
that he will devote his full efforts to our affairs subsequent to a business combination. Moreover, we cannot assure you that
our director will have significant experience or knowledge relating to the operations of the particular target business.



Following
a business combination, we may seek to recruit additional managers to supplement the incumbent Management of the target business.
We cannot assure you that we will have the ability to recruit additional managers, or that additional managers will have the requisite
skills, knowledge or experience necessary to enhance the incumbent Management.





5







Our
auditors have expressed substantial doubt about our ability to continue as a going concern



Our
audited financial statements for the years ended December 31, 2002 and 2001, were prepared using the assumption that we will continue
our operations as a going concern. Our independent accountants in their audit report have expressed substantial doubt about our
ability to continue as a going concern. Our operations are dependent on our ability to raise sufficient capital or complete business
combination as a result of which we become profitable. Our financial statements do not include any adjustments that may result
from the outcome of this uncertainty. There is not enough cash on hand to fund our administrative expenses and operating expenses
for the next twelve months. Therefore, we may be unable to continue operations in the future as a going concern. If we cannot
continue as a viable entity, our stockholders may lose some or all of their investment in the Company’s shares of common
stock.

Competition

In
identifying, evaluating and selecting a target business, we expect to encounter intense competition from other entities having
a business objective similar to ours. Many of these entities are well established and have extensive experience identifying and
effecting business combinations, either directly or through affiliates. Many if not virtually most of these competitors possess
far greater financial, human and other resources compared to our resources. While we believe that there are numerous potential
target businesses that we may identify, our ability to compete in acquiring certain of the more desirable target businesses will
be limited by our limited financial and human resources. Our inherent competitive limitations are expected by Management to give
others an advantage in pursuing the acquisition of a target business that we may identify and seek to pursue. Further, any of
these limitations may place us at a competitive disadvantage in successfully negotiating a business combination. Our Management
believes, however, that our status as a reporting public entity with potential access to the United States public equity markets
may give us a competitive advantage over certain privately-held entities having a similar business objective in acquiring a desirable
target business with growth potential on favorable terms.

If
we succeed in effecting a business combination, there will be, in all likelihood, intense competition from existing competitors
of the business we acquire. In particular, certain industries which experience rapid growth frequently attract an increasingly
larger number of competitors, including those with far greater financial, marketing, technical and other resources than the initial
competitors in the industry in which we seek to operate. The degree of competition characterizing the industry of any prospective
target business cannot presently be ascertained. We cannot assure you that, subsequent to a business combination, we will have
the resources to compete effectively, especially to the extent that the target business is in a high-growth industry.

Employees

David
Lazar, our Chief Executive Officer, is our sole executive officer. Mr. Lazar is not obligated to devote any specific number of
hours per week and, in fact, intends to devote only as much time as he deem reasonably necessary to administer the Company’s affairs
until such time as a business combination is consummated. The amount of time he will devote in any time period will vary based
on the availability of suitable target businesses to investigate. We do not intend to have any full-time employees prior to the
consummation of a business combination.

Prior
to being granted custodianship of the Company, Mr. Lazar had no previous experience with blank check companies. Mr. Lazar was
also been granted custodianship of [GUOZI ZHONGYU CAPITAL HOLDINGS] (formerly, Melt, Inc.) and [Cang Bao Tian Xia International
Art Trade Center, Inc] (formerly, Zhongchai Machinery, Inc.), both of which were blank check companies and both of which filed
a Form 10.

Conflicts
of Interest

The
Company’s Management is not required to commit its full time to the Company’s affairs. As a result, pursuing new business opportunities
may require a longer period of time than if Management would devote full time to the Company’s affairs. Management is not precluded
from serving as an officer or director of any other entity that is engaged in business activities similar to those of the Company.
Management has not identified and is not currently negotiating a new business opportunity for us. In the future, Management may
become associated or affiliated with entities engaged in business activities similar to those we intend to conduct. In such event,
Management may have conflicts of interest in determining to which entity a particular business opportunity should be presented.
In the event that the Company’s Management has multiple business affiliations, our Management may have legal obligations to present
certain business opportunities to multiple entities. In the event that a conflict of interest shall arise, Management will consider
factors such as reporting status, availability of audited financial statements, current capitalization and the laws of jurisdictions.
If several business opportunities or operating entities approach Management with respect to a business combination, Management
will consider the foregoing factors as well as the preferences of the Management of the operating company. However, Management
will act in what it believes will be in the best interests of the shareholders of the Company. The Company shall not enter into
a transaction with a target business that is affiliated with Management.





6







Description
of Property and Facilities



The
Company’s corporate office is located at 3445 Lawrence Avenue, Oceanside, NY 11572, which space is provided to us on
a rent-free basis. The Company believes that the office facilities are sufficient for the foreseeable future and this arrangement
will remain until we find a new business opportunity.



Item
1A. Risk Factors



As
a “smaller reporting company”, we are not required to provide the information required by this Item.



Item
1B. Unresolved Staff Comments



As
a “smaller reporting company”, we are not required to provide the information required by this Item.



Item
2. Properties



The
Company’s corporate office is located at 3445 Lawrence Avenue, Oceanside, NY 11572, which space is provided to us on
a rent-free basis. The Company believes that the office facilities are sufficient for the foreseeable future and this arrangement
will remain until we find a new business opportunity.



Item
3. Legal Proceedings



We
know of no material, existing or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceeding
or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial
shareholder, is an adverse party or has a material interest adverse to our company.



Item
4. Mine Safety Disclosures



Not
applicable.





7







PART
II



Item
5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities



Our
common stock is quoted on the Financial Industry Regulatory Authority’s OTC Bulletin Board under the symbol “SHNL”.
The following quotations obtained from Yahoo! Finance reflect the highs and low bids for our common stock based on inter-dealer
prices, without retail mark-up, mark-down or commission and may not represent actual transactions.



The
high and low bid prices of our common stock for the previous two fiscal years are as follows:





|Quarter Ended      |  | High |   |  | Low |  
|------------------ |  | ---- | - |  | --- | -
|December 31, 2002  |  | $    | 0 |  |     | $
|September 30, 2002 |  | $    | 0 |  |     | $
|June 30, 2002      |  | $    | 0 |  |     | $
|March 31, 2002     |  | $    | 0 |  |     | $
|December 31, 2001  |  | $    | 0 |  |     | $
|September 30, 2001 |  | $    | 0 |  |     | $
|June 30, 2001      |  | $    | 0 |  |     | $
|March 31, 2001     |  | $    | 0 |  |     | $



Transfer
Agent



Our
transfer agent for our common stock is Cleartrust, LLC. They are located at 16540 Point Villae Dr., suite 205, Lutz, FL 33558.
Tel: 702 818-5898 Fax: 702 974-1444.



Holders
of Common Stock



As
of April 13, 2020, we had approximately 111 registered shareholders holding 249,994,949 shares of our common stock.



Dividends



We
have not declared any dividends since incorporation and do not anticipate that we will do so in the foreseeable future. Our directors
will determine if and when dividends should be declared and paid in the future based on our financial position at the relevant
time. All shares of our common stock are entitled to an equal share of any dividends declared and paid.



Recent
Sales of Unregistered Securities; Use of Proceeds from Registered Securities



On
March 26, 2019, the Company issued 137,400,000 shares of common stock to Custodian Ventures, LLC at par for shares valued at $137,400
in exchange for settlement of a portion of a related party loan for amounts advanced to the Company in the amount of $16,900,
and the promissory note issued to the Company in the amount $120,500.



The
issuances were completed pursuant to Section 4(a)(2) of the Securities Act.



Item
6. Selected Financial Data



As
a “smaller reporting company” we are not required to provide this information.



8







Item
7. Management’s Discussion and Analysis of Financial Condition and Results of Operations



Results
of Operations



For
the year ended December 31, 2002 compared to the year ended December 31, 2001



Revenue



For
the year ended December 31, 2002, the Company generated $0 in revenues. For the year ended December 31, 2001, the Company generated
$0 in revenues.



Expenses



For
the year ended December 31, 2002, we incurred operating expenses in the amount of $0. For the year ended December 31, 2001, we
incurred operating expenses of $0..



Net
Loss



We
had net loss of $0 for the year ended December 31, 2002. For the year months ended December 31, 2001 we incurred a net loss of
$0.



Liquidity



As
of December 31, 2002, the Company has no business operations and no cash resources other than that provided by Management. We
are dependent upon interim funding provided by Management or an affiliated party to pay professional fees and expenses. Our Management
and an affiliated party have agreed to provide funding as may be required to pay for accounting fees and other administrative
expenses of the Company until the Company enters into a business combination. The Company would be unable to continue as a going
concern without interim financing provided by Management. As of December 31, 2002, we had $0 in cash. As of December 31, 2001,
we had $0 in cash.



If
we require additional financing, we cannot predict whether equity or debt financing will become available at terms acceptable
to us, if at all. The Company depends upon services provided by Management and an affiliated party to fulfill its filing obligations
under the Exchange Act. At present, the Company has no financial resources to pay for such services.



The
Company does not currently engage in any business activities that provide cash flow. The costs of investigating and analyzing
business combinations, maintaining the filing of Exchange Act reports, the investigation, analyzing, and consummation of an acquisition
for an unlimited period of time will be paid from additional money contributed by David Lazar, our sole officer and director,
or an affiliated party.



9







During
the next 12 months we anticipate incurring costs related to:



|● | filing of Exchange Act reports.                                                      
|- | -------------------------------------------------------------------------------------
|● | franchise fees, registered agent fees, legal
    fees and accounting fees, and       
|● | investigating, analyzing and consummating an
    acquisition or business combination.



We
estimate that these costs will be in the range of five to six thousand dollars per year, and that we will be able to meet these
costs as necessary, to be advanced/loaned to us by Management and/or an affiliated party.



On
December 31, 2002 and December 31, 2001 we have had $0 in current assets and $0 in current assets, respectively. As of December
31, 2002, we had $0 in liabilities. As of December 31, 2001, we had $0 in liabilities.



We
had no cash flow from operations during the year ended December 31, 2002.



We
had $0 cash flow used in operations during the year ended December 31, 2002.The Company currently plans to satisfy its cash requirements
for the next 12 months through borrowings from its CEO or companies affiliated with its CEO and believes it can satisfy its cash
requirements so long as it is able to obtain financing from these affiliated parties. The Company expects that money borrowed
will be used during the next 12 months to satisfy the Company’s operating costs, professional fees and for general corporate
purposes. There is no written funding agreement between the Company and Mr. Lazar, our sole officer and director.

The
Company has only limited capital. Additional financing is necessary for the Company to continue as a going concern. Our independent
auditors have unqualified audit opinion for the years ended December 31, 2002 and 2001 with an explanatory paragraph on going
concern.



Off-Balance
Sheet Arrangements



As
of December 31, 2002 and 2001, we did not have any off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation
S-K promulgated under the Securities Act of 1934.



Contractual
Obligations and Commitments



As
of December 31, 2002 and 2001, we did not have any contractual obligations.



Critical
Accounting Policies



Our
significant accounting policies are described in the notes to our financial statements for the year ended December 31, 2002 and
2001, and are included elsewhere in this registration statement.



Going
Concern



The
financial statements accompanying this report have been prepared on a going concern basis, which implies that our company will
continue to realize its assets and discharge its liabilities and commitments in the normal course of business. Our company has
not generated revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings
in the immediate or foreseeable future. The continuation of our company as a going concern is dependent upon the continued financial
support from our shareholders, the ability of our company to obtain necessary equity financing to achieve our operating objectives,
and the attainment of profitable operations. As at December 31, 2002, our company has an accumulated deficit of $4,123,980. We
do not have sufficient working capital to enable us to carry out our plan of operation for the next twelve months.





10







Due
to the uncertainty of our ability to meet our current operating expenses and the capital expenses noted above in their report
on the financial statements for the year ended December 31, 2001, our independent auditors included an explanatory paragraph regarding
concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing
the circumstances that lead to this disclosure by our independent auditors.



The
continuation of our business is dependent upon us raising additional financial support. The issuance of additional equity securities
by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans,
assuming those loans would be available, will increase our liabilities and future cash commitments.



Critical
Accounting Policies



The
financial statements and the related notes of our company are prepared in accordance with generally accepted accounting principles
in the United States and are expressed in US dollars.



Use
of Estimates

The
preparation of financial statements in conformity with United States generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting
period. The Company regularly evaluates estimates and assumptions related to deferred income tax asset valuation allowances. The
Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes
to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of
assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results
experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material
differences between the estimates and the actual results, future results of operations will be affected.



Recent
Accounting Pronouncements



In
February 2016, the FASB issued an accounting standards update for leases. The ASU introduces a lessee model that brings most leases
on the balance sheet. The new standard also aligns many of the underlying principles of the new lessor model with those in the
current accounting guidance as well as the FASB’s new revenue recognition standard. However, the ASU eliminates the use
of bright-line tests in determining lease classification as required in the current guidance. The ASU also requires additional
qualitative disclosures along with specific quantitative disclosures to better enable users of financial statements to assess
the amount, timing, and uncertainty of cash flows arising from leases. The pronouncement is effective for annual reporting periods
beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020, for nonpublic entities
using a modified retrospective approach. Early adoption is permitted. The Company is still evaluating the impact that the new
accounting guidance will have on its consolidated financial statements and related disclosures and has not yet determined the
method by which it will adopt the standard.



Item
7A. Quantitative and Qualitative Disclosures About Market Risk



As
a “smaller reporting company” we are not required to provide this information.



Item
8. Financial Statements and Supplementary Data



The
financial statements required by this item are located following the signature page of this Annual Report.





11







Item
9. Changes in and Disagreements with Accountants On Accounting And Financial Disclosure



None.



Item
9A. Controls and Procedures



Evaluation
of Disclosure Controls and Procedures



Under
the supervision and with the participation of our management, David Lazar, who is our Chief executive officer and Chief financial
officer, as of December 31, 2001, we conducted an evaluation of our disclosure controls and procedures, as such term is defined
under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended. Based on this evaluation,
our Chief Executive Officer has concluded that, based on the material weaknesses discussed below, our disclosure controls and
procedures were not effective as of such date to ensure that information required to be disclosed by us in reports filed or submitted
under the Securities Exchange Act were recorded, processed, summarized, and reported within the time periods specified in the
Securities and Exchange Act Commission’s rules and forms and that our disclosure controls are not effectively designed to ensure
that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act is accumulated
and communicated to management, including our Chief Executive Officer, as appropriate to allow timely decisions regarding required
disclosure.



Management’s
Annual Report on Internal Control over Financial Reporting



Management
is responsible for establishing and maintaining adequate internal control over financial reporting. As defined in Rules 13a-15(f)
under the Securities Exchange Act of 1934, internal control over financial reporting is a process designed by, or under the supervision
of, Sandor Miklos, the Company’s Chief Executive Officer, and effected by the Company’s board of directors, management and other
personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with GAAP.



The
Company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance
of records, that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Company’s assets;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only
in accordance with authorizations of the Company’s management and directors; and (3) provide reasonable assurance regarding prevention
or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect
on the financial statements.



Because
of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections
of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or procedures may deteriorate.



Our
management, including our principal executive officer and principal financial officer, assessed the effectiveness of our internal
control over financial reporting at December 31, 2002. In making this assessment, management used the criteria set forth by the
Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013).
Based on that assessment under those criteria, management has determined that, as of December 31, 2001, our internal control over
financial reporting was not effective.



Our
internal controls are not effective for the following reasons: (i) there is an inadequate segregation of duties consistent with
control objectives as management is comprised of only two persons, one of which is the Company’s principal executive officer and
principal financial officer and, (ii) the Company does not have an audit committee with a financial expert, and thus the Company
lacks the board oversight role within the financial reporting process.



In
order to mitigate the foregoing material weakness, we have engaged an outside accounting consultant with significant experience
in the preparation of financial statements in conformity with GAAP to assist us in the preparation of our financial statements
to ensure that these financial statements are prepared in conformity with GAAP. We will continue to monitor the effectiveness
of this action and make any changes that our management deems appropriate.





12







We
would need to hire additional staff to provide greater segregation of duties. Currently, it is not feasible to hire additional
staff to obtain optimal segregation of duties. Management will continue to reassess this matter to determine whether improvement
in segregation of duty is feasible. In addition, we would need to expand our board to include independent members.



Going
forward, we intend to evaluate our processes and procedures and, where practicable and resources permit, implement changes in
order to have more effective controls over financial reporting.



This
Annual Report does not include an attestation report of our registered public accounting firm regarding internal control over
financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant
to the exemption provided to issuers that are not “large accelerated filers” nor “accelerated filers” under
the Dodd-Frank Wall Street Reform and Consumer Protection Act.



Changes
in Internal Control over Financial Reporting



There
have been no changes in our internal control over financial reporting that occurred during our fourth fiscal quarter that have
materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.



13







PART
III



Item
10.  Directors, Executive Officers and Corporate Governance



The
following table sets forth the names and ages of the member of our Board of Director and our executive officers and the positions
held by each.



|Name        |  | Age |  | Title           
|----------- |  | --- |  | ----------------
|David Lazar |  | 29  |  | CEO and Chairman



David
Lazar, 29, has been CEO and Chairman of the Company since May 16, 2018. David Lazar is a private investor with business experience.
Mr. Lazar has been a partner at Zenith Partners International since 2013, where he specializes in research and development, sales
and marketing. From 2014 through 2015, David was the Chief Executive Officer of Dico, Inc., which was then sold to Peekay Boutiques.
Since February of 2018, Mr. Lazar has been the managing member of Custodian Ventures LLC, where he specializes in assisting distressed
public companies. Since March 2018, David has acted as the managing member of Activist Investing LLC, which specializes in active
investing in distressed public companies. David has a diverse knowledge of financial, legal and operations management; public
company management, accounting, audit preparation, due diligence reviews and SEC regulations. David Lazar is also the sole officer
and director of [GUOZI ZHONGYU CAPITAL HOLDINGS] (formerly, Melt, Inc.) and [Cang Bao Tian Xia International Art Trade Center,
Inc] (formerly, Zhongchai Machinery, Inc.) both of which are blank check companies.



Other
expertise includes early stage company capital restructuring, debt financing, capital introductions, and mergers and acquisitions.



Mr.
Lazar was selected to serve as a director due to his knowledge of the capital markets, his judgment in assessing business strategies
and accompanying risks, and his expertise with emerging growth companies. David Lazar is the Company’s sole promoter.



Our
director holds office until the next annual meeting of stockholders and until his successors have been duly elected and qualified.
There are no agreements with respect to the election of directors. We do not compensate our directors. Officers are appointed
annually by the Board of Directors and each executive officer serves at the discretion of the Board of Directors. We do not have
any standing committees at this time.



Our
director, officer or affiliates have not, within the past five years, filed any bankruptcy petition, been convicted in or been
the subject of any pending criminal proceedings, or is any such person the subject or any order, judgment or decree involving
the violation of any state or federal securities laws.





14







Term
of Office



Our
directors are appointed for a one-year term to hold office until the next annual general meeting of our stockholders or until
removed from office in accordance with our bylaws. Our officers are appointed by our Board of Directors and holds office until
removed by the Board of Directors.



Family
Relationships



There
are no family relationships between any of our directors or executive officers.



Involvement
in Legal Proceedings



To
our knowledge, there have been no material legal proceedings that would require disclosure under the federal securities laws that
are material to an evaluation of the ability of our director or executive officers.



Potential
Conflicts of Interest



We
are not aware of any current or potential conflicts of interest with our director or executive officers.



Board
Committees



We
have not formed an Audit Committee, Compensation Committee or Nominating and Corporate Governance Committee as of the filing of
this Annual Report. Our Board of Directors performs the principal functions of an Audit Committee. We currently do not have an
audit committee financial expert on our Board of Directors. We believe that an audit committee financial expert is not required
because the cost of hiring an audit committee financial expert to act as one of our directors and to be a member of an Audit Committee
outweighs the benefits of having an audit committee financial expert at this time.



Section
16(a) Beneficial Ownership Reporting Compliance



Section
16(a) of the Exchange Act requires our directors, officers and persons who beneficially own more than 10% of a registered class
of our equity securities, to file reports of ownership and changes in ownership with the SEC and are required to furnish us with
copies of these reports. Based solely on our review of the reports filed with the SEC, we believe that no persons subject to Section
16(a) of the Exchange Act timely filed all required reports in 2001.



Code
of Ethics



We
currently do not have a code of ethics that applies to our officers, employees and director, including our Chief Executive Officer,
however, we are in the process of formulating a code of ethics and intend to adopt one in the near future.



Item
11.  Executive Compensation



No
executive compensation was paid during the fiscal years ended December 31,2002 and 2001. The Company has no employment agreement
with any of its officers and directors.



Outstanding
Equity Awards at Fiscal Year End



None
of our executive officers received any equity awards, including, options, restricted stock or other equity incentives during the
fiscal year ended December 31, 2002 and 2001.



Compensation
of Directors



During
the year ended December 31, 2002 and 2001, no officer received any compensation solely for service as a director.



Compensation
Committee Interlocks and Insider Participation



During
the fiscal years of 2002 and 2001, we did not have a standing compensation committee. Our board of directors was responsible for
the functions that would otherwise be handled by the compensation committee. The sole director conducted deliberations concerning
executive officer compensation, including directors who were also executive officers. David Lazar, as our sole director, has authority
and discretion to determine his own compensation for serving as the Company’s President and Chief Executive Officer.





15







Item
12.  Security Ownership of Certain Beneficial Owners And Management And Related Stockholder Matters



The
following table sets forth information regarding the beneficial ownership of our common stock as of April 13, 2020. The information
in this table provides the ownership information for: each person known by us to be the beneficial owner of more than 5% of our
common stock; each of our directors; each of our executive officers; and our executive officers and directors as a group.



Beneficial
ownership has been determined in accordance with the rules and regulations of the SEC and includes voting or investment power
with respect to the shares. Unless otherwise indicated, the persons named in the table below have sole voting and investment power
with respect to the number of shares indicated as beneficially owned by them.



|Name
    of Beneficial Owner                           |  | Common
    Stock 
    Beneficially 
    Owned (1) |             |  | Percentage
    of 
    Common Stock 
    Owned (1) | 
|------------------------------------------------------ |  | ------------------------------------------------- | ----------- |  | -------------------------------------------------- | 
|David Lazar(2)                                         |  |                                                   |             |  |                                                    | 
|3445 Lawrence Avenue                                   |  |                                                   |             |  |                                                    | 
|Oceanside, NY
    11572                                |  |                                                   |             |  |                                                    | 
|Director and Officer (1 person)                        |  |                                                   | 137,400,000 |  |                                                    | 
|                                                       |  |                                                   | 137,400,000 |  |                                                    | 
|                                                       |  |                                                   |             |  |                                                    | 
|Daniel Kesonen 
    Palm Beach Gardens, FL 33418       |  |                                                   | 40,348,500  |  |                                                    | 
|                                                       |  |                                                   |             |  |                                                    | 
|Frank
        Glinton
        Denver,
        CO 80231 |  |                                                   | 14,700,000  |  |                                                    | 



|(1) | Applicable percentage
    ownership is based on 249,994,949 shares of common stock outstanding as of April 13, 2020. Beneficial ownership is determined
    in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with
    respect to securities. Shares of common stock that are currently exercisable or exercisable within 60 days of April 13, 2020
    are deemed to be beneficially owned by the person holding such securities for the purpose of computing the percentage of ownership
    of such person, but are not treated as outstanding for the purpose of computing the percentage ownership of any other
    person.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





16







Item
13.  Certain Relationship and Related Transactions, and Director Independence.



On
March 26, 2019, the Company obtained a promissory note in amount of $120,500 from its custodian, Custodian Ventures, LLC, the
managing member being David Lazar. The note bears an interest of 3% and is due and payable in full within 180 days following written
demand.

On
March 26, 2019, the Company issued 137,400,000 shares of common stock to Custodian Ventures, LLC at par for shares valued at $137,400
in exchange for settlement of a portion of a related party loan for amounts advanced to the Company in the amount of $16,900,
and the promissory note issued to the Company in the amount $120,500.





Director
Independence



David
Lazar, a member of our Board of Directors, is not independent using the definition of independence under NASDAQ Listing Rule 5605(a)(2)
and the standards established by the SEC.



Item
14.  Principal Accountant Fees and Services.



The
following table shows the aggregate fees we paid for professional services provided to us for 2002 and 2001:



|                   |  | 2002 |   |  | 2001 | 
|------------------ |  | ---- | - |  | ---- | 
|Audit Fees         |  | $    | 0 |  |      | 
|Audit-Related Fees |  |      | 0 |  |      | 
|Tax Fees           |  |      | 0 |  |      | 
|All Other Fees     |  |      | 0 |  |      | 
|                   |  |      |   |  |      | 
|Total              |  | $    | 0 |  |      | 



Audit
Fees



For
the year ended December 31, 2002 and 2001, we paid $0 and $0 respectively for professional services rendered for the audit and
review of our financial statements.



Audit
Related Fees

For the fiscal years ended December 31, 2002 and 2001, we paid approximately $0 and $0, respectively, for audit related services.



Tax
Fees



For
our fiscal years ended December 31, 2002 and 2001, we paid $0 and $0 respectively, for professional services rendered for tax
compliance, tax advice, and tax planning.



All
Other Fees



We
did not incur any other fees related to services rendered by our independent registered public accounting firm for the fiscal
years ended December 31, 2002 and 2001 independent registered public accounting firm is engaged by us to render any auditing or
permitted non-audit related service, the engagement be either: (i) approved by our Audit Committee or (ii) entered into pursuant
to pre-approval policies and procedures established by the Audit Committee, provided that the policies and procedures are detailed
as to the particular service, the Audit Committee is informed of each service, and such policies and procedures do not include
delegation of the Audit Committee’s responsibilities to management.



We
do not have an Audit Committee. Our Board of Directors pre-approves all services provided by our independent registered public
accounting firm. All of the above services and fees during 2002 were pre-approved by our Board of Directors. We do not have a
record of the percentage of the above fees that were pre-approved in 2002. However, all of the above services in 2002 were reviewed
and approved by our Board of Directors either before or after the respective services were rendered.





17







Item
15. Exhibits



The
following exhibits are included with this report.





|31.1    |  | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a)                     
|------- |  | --------------------------------------------------------------------------------------------------------------------------------------
|        |  |                                                                                                                                       
|32.1    |  | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|        |  |                                                                                                                                       
|101.INS |  | XBRL Instance Document                                                                                                                
|        |  |                                                                                                                                       
|101.SCH |  | XBRL Schema Document                                                                                                                  
|        |  |                                                                                                                                       
|101.CAL |  | XBRL Calculation Linkbase Document                                                                                                    
|        |  |                                                                                                                                       
|101.DEF |  | XBRL Definition Linkbase Document                                                                                                     
|        |  |                                                                                                                                       
|101.LAB |  | XBRL Label Linkbase Document                                                                                                          
|        |  |                                                                                                                                       
|101.PRE |  | XBRL Presentation Linkbase Document                                                                                                   



18







SIGNATURE



Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.



|                         | NEVTAH
    CAPITAL MANAGEMENT, CORPORATION.
|------------------------ | -------------------------------------------
|                         |                                            
|Date: April 17,
    2020 | By:                                        
|                         |                                            



Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf
of the registrant and in the capacities and on the dates indicated.



|Dated:  April 17,
    2020 |                                                                                                                                            
|-------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------
|                           |                                                                                                                                            
|                           | /s/ David
    Lazar                                                                                                                        
|                           | David Lazar                                                                                                                                
|                           | President,
Chief Executive Officer and
Chief Financial Officer, and Director
(Principal Executive Officer and 
Principal Financial Officer)



19







|Report
    of Independent Registered Public Accounting Firm                                      | F-2
|------------------------------------------------------------------------------------------------ | ---
|Financial Statements:                                                                            |    
|Balance
    Sheets as of December 31, 2002 and 2001                                              | F-3
|Statements
    of Operations for the Years Ended December 31, 2002 and 2001                      | F-4
|Statements
    of Changes in Stockholders’ Equity for the Years Ended December 31, 2002 and 2001 | F-5
|Statements
    of Cash Flows for the Years Ended December 31, 2002 and 2001                      | F-6
|Notes
    to Financial Statements                                                                | F-7





F-1







REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM



To the Board of Directors and Stockholders of Nevtah Capital
Management Corporation:



We were engaged to audit the accompanying balance
sheets of Nevtah Capital Management Corporation (“the Company”) as of December 31, 2002 and 2001 and the related statement
of operations, stockholders’ equity (deficit) and cash flows for the years then ended. As described in the following paragraph,
because the Company’s records were not sufficient, we were not able to obtain sufficient appropriate audit evidence to provide
a basis for an audit opinion on the financial statements, and we do not express, an opinion on these financial statements.



Basis for Disclaimer Opinion:



We were not engaged as auditors of the Company
until March of 2020 at which time much of the audit evidence necessary to provide a basis for an audit opinion had been destroyed
or lost. We were unable to satisfy ourselves by other audit procedures concerning the assets and liabilities held at December 31,
2002 and 2001, as well as the revenues and expenses recognized for the year then ended. As a result of these matters, we were unable
to determine whether any adjustments might have been found necessary in respect of recorded or unrecorded assets, liabilities,
revenue and expenses.



We conducted our audits in accordance with
standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.
Because of the matters described in the Basis for Disclaimer Opinion paragraph above, however, we were not able to obtain sufficient
appropriate audit evidence to provide a basis for an audit opinion.



The company is not required to have, nor were
we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal
control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the Company’s internal control over financial reporting. Accordingly, we express no such
opinion.



Because of the significance of the matters
described in the Basis for Disclaimer Opinion paragraph, we have not been able to obtain sufficient appropriate audit evidence
to provide a basis for an audit opinion. Accordingly, we do not express an opinion on these financial statements.



Substantial Doubt about the Company’s
Ability to Continue as a Going Concern



The accompanying financial statements have
been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the
Company’s significant operating losses raise substantial doubt about its ability to continue as a going concern. The financial
statements do not include any adjustments that might result from the outcome of this uncertainty.



/s/ BF Borgers CPA PC

B F Borgers CPA PC



We have served as the Company’s auditor since
2020

Lakewood, CO
April 15, 2020



F-2







NEVTAH CAPITAL MANAGEMENT CORPORATION

BALANCE
SHEETS

(Audited)



|                                                                                                                                                |  | December 31,  2002 |            |   | December 31,  2001 |  
|----------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------ | ---------- | - | ------------------ | -
|ASSETS                                                                                                                                          |  |                    |            |   |                    |  
|CURRENT ASSETS:                                                                                                                                 |  |                    |            |   |                    |  
|Cash                                                                                                                                            |  | $                  | -          |   |                    | $
|Other current assets                                                                                                                            |  |                    |            |   |                    |  
|Total current assets                                                                                                                            |  |                    | -          |   |                    |  
|                                                                                                                                                |  |                    |            |   |                    |  
|Fixed assets                                                                                                                                    |  |                    |            |   |                    |  
|Other assets                                                                                                                                    |  |                    |            |   |                    |  
|TOTAL ASSETS                                                                                                                                    |  | $                  | -          |   |                    | $
|                                                                                                                                                |  |                    |            |   |                    |  
|LIABILITIES AND STOCKHOLDERS’ EQUITY                                                                                                            |  |                    |            |   |                    |  
|                                                                                                                                                |  |                    |            |   |                    |  
|CURRENT LIABILITIES:                                                                                                                            |  |                    |            |   |                    |  
|Accounts payable and accrued liabilities                                                                                                        |  |                    | -          |   |                    |  
|Related party notes payable                                                                                                                     |  |                    | -          |   |                    |  
|Total current liabilities                                                                                                                       |  |                    | -          |   |                    |  
|                                                                                                                                                |  |                    |            |   |                    |  
|Commitments and Contingencies                                                                                                                   |  |                    |            |   |                    |  
|                                                                                                                                                |  |                    |            |   |                    |  
|Common stock, par value $0.001 per share; 50,000,000 shares authorized; 21,939,611 shares issued and outstanding in 2002 and 2001, respectively |  |                    | 21,940     |   |                    |  
|Additional paid in capital                                                                                                                      |  |                    | 4,102,040  |   |                    |  
|Retained earnings                                                                                                                               |  |                    | (4,123,980 | ) |                    |  
|Total stockholders’ equity                                                                                                                      |  |                    | -          |   |                    |  
|                                                                                                                                                |  |                    |            |   |                    |  
|TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY                                                                                                      |  | $                  | -          |   |                    | $



The
accompanying notes are an integral part of these financial statements.

F-3







NEVTAH
CAPITAL MANAGEMENT CORPORATION



STATEMENTS
OF OPERATIONS

(Audited)



|                                    |  | For The Fiscal Year Ended December 31, |  
|----------------------------------- |  | -------------------------------------- | -
|                                    |  | 2002                                   |  
|SALES                               |  | $                                      | -
|COST OF SALES                       |  |                                        |  
|GROSS PROFIT                        |  |                                        |  
|                                    |  |                                        |  
|OPERATING EXPENSES:                 |  |                                        |  
|Selling, general and administrative |  |                                        | -
|Total operating expenses            |  |                                        | -
|                                    |  |                                        |  
|LOSS BEFORE OTHER INCOME            |  |                                        | -
|                                    |  |                                        |  
|OTHER INCOME (EXPENSE)              |  |                                        |  
|Loss on equity investment           |  |                                        | -
|Interest expense - Other            |  |                                        |  
|Loss on discontinued operations     |  |                                        | -
|Total other income (expense)        |  |                                        | -
|                                    |  |                                        |  
|NET LOSS BEFORE INCOME TAXES        |  |                                        | -
|                                    |  |                                        |  
|Provision for income taxes          |  |                                        | -
|                                    |  |                                        |  
|NET PROFIT                          |  |                                        | -



The
accompanying notes are an integral part of these financial statements.



F-4







NEVTAH
CAPITAL MANAGEMENT CORPORATION



STATEMENT
OF STOCKHOLDERS’ EQUITY

FOR
THE PERIOD DECEMBER 31, 2002 AND DECEMBER 31, 2001



(Audited)





|                            |  | Common Stock |            |  | Preferred Stock |   |        | Additional Paid In |  |  | Retained |  |  |         |  
|--------------------------- |  | ------------ | ---------- |  | --------------- | - | ------ | ------------------ |  |  | -------- |  |  | ------- | -
|                            |  | Shares       |            |  | Amount          |   |        | Shares             |  |  | Amount   |  |  | Capital |  
|Balances, December 31, 2000 |  |              | 21,939,611 |  |                 | $ | 21,940 |                    |  |  | -        |  |  | $       | -
|                            |  |              |            |  |                 |   |        |                    |  |  |          |  |  |         |  
|Net loss                    |  |              | -          |  |                 |   | -      |                    |  |  | -        |  |  |         | -
|Balances, December 31, 2001 |  |              | 21,939,611 |  |                 | $ | 21,940 |                    |  |  | -        |  |  | $       | -
|                            |  |              |            |  |                 |   |        |                    |  |  |          |  |  |         |  
|Net loss                    |  |              | -          |  |                 |   | -      |                    |  |  | -        |  |  |         | -
|Balances, December 31, 2002 |  |              | 21,939,611 |  |                 | $ | 21,940 |                    |  |  | -        |  |  | $       | -







The
accompanying notes are an integral part of these financial statements.





F-5









NEVTAH
CAPITAL MANAGEMENT CORPORATION



STATEMENTS
OF CASH FLOWS

FOR
THE PERIOD

(Audited)





|                                                                              |  | For the Period  December 31, |  
|----------------------------------------------------------------------------- |  | ---------------------------- | -
|                                                                              |  | 2002                         |  
|OPERATING ACTIVITIES:                                                         |  |                              |  
|Net loss                                                                      |  | $                            | -
|Adjustments to reconcile net loss to net cash (used in) operating activities: |  |                              |  
|Loss from discontinued operations                                             |  |                              | -
|Allowance for investments                                                     |  |                              |  
|Shares issued for services                                                    |  |                              | -
|Changes in assets and liabilities                                             |  |                              |  
|Accounts payable and accrued expenses                                         |  |                              | -
|Other payable                                                                 |  |                              | -
|NET CASH USED IN OPERATING ACTIVITIES                                         |  |                              | -
|                                                                              |  |                              |  
|INVESTING ACTIVITIES:                                                         |  |                              |  
|Cash paid for investments                                                     |  |                              | -
|NET CASH USED IN INVESTING ACTIVITIES                                         |  |                              | -
|                                                                              |  |                              |  
|FINANCING ACTIVITIES:                                                         |  |                              |  
|Proceeds from related party                                                   |  |                              | -
|Proceeds from notes payable                                                   |  |                              | -
|Proceeds from common stock                                                    |  |                              | -
|NET CASH PROVIDED BY FINANCING ACTIVITIES                                     |  |                              | -
|                                                                              |  |                              |  
|EFFECT OF EXCHANGE RATE CHANGES                                               |  |                              | -
|                                                                              |  |                              |  
|NET INCREASE IN CASH                                                          |  |                              | -
|                                                                              |  |                              |  
|CASH – BEGINNING OF PERIOD                                                    |  |                              | -
|CASH – END OF PERIOD                                                          |  | $                            | -
|                                                                              |  |                              |  
|SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:                            |  |                              |  
|                                                                              |  |                              |  
|Cash paid during the periods for:                                             |  |                              |  
|Interest                                                                      |  |                              | -



The
accompanying notes are an integral part of these financial statements.



F-6







NEVTAH
CAPITAL MANAGEMENT CORPORATION



NOTES
TO FINANCIAL STATEMENTS

FOR
THE PERIOD DECEMBER 31, 2002 and DECEMBER 31, 2001

Audited



Note 1 – Organization and basis of accounting



Basis
of Presentation and Organization



The
Company was organized September 15, 1986, under the laws of the State of Nevada. The purpose of the Company is to perform any
lawful activity permitted by the State of Nevada. The Company has never been able to commence any operations and in accordance
with SFAS #7, is considered a development stage company.



On
August 14, 1993, the Company amended its Articles of Incorporation changing the par value of the common stock from $1.00 per share
to $0.001 per share, and increasing the authorized shares from 25,000 shares to 50,000,000 shares.



On
November 17, 1993, the Company authorized a forward stock split on the basis of 40:1, increasing the outstanding shares of common
stock to 1,000,000 shares.



On
July 29, 1994, the Company approved a 2-for-1 forward stock split increasing the outstanding shares of common stock from 1,000,000
to 2,000,000 shares.

On
March 20, 2019, the eight judicial District Court of Nevada appointed Custodian Ventures, LLC as custodian for Nevtah Capital
Management Corporation, proper notice having been given to the officers and directors of Nevtah Capital Management Corporation.
There was no opposition.

On
March 21, 2019, the Company filed a certificate of revival with the state of Nevada, appointing David Lazar as, President, Secretary,
Treasurer and Director.



On
March 26, 2019, the Company issued 137,400,000 shares of common stock to Custodian Ventures, LLC at par for shares valued at $137,400
in exchange for settlement of a portion of a related party loan for amounts advanced to the Company in the amount of $16,900,
and the promissory note issued to the Company in the amount $120,500.



The
accompanying financial statements are prepared on the basis of accounting principles generally accepted in the United States of
America (“GAAP”). The Company is a development stage enterprise devoting substantial efforts to establishing a new
business, financial planning, raising capital, and research into products which may become part of the Company’s product
portfolio. The Company has not realized significant sales through since inception. A development stage company is defined as one
in which all efforts are devoted substantially to establishing a new business and, even if planned principal operations have commenced,
revenues are insignificant.



The
accompanying financial statements have been prepared assuming the continuation of the Company as a going concern. The Company
has not yet established an ongoing source of revenues sufficient to cover its operating costs and is dependent on debt and equity
financing to fund its operations. Management of the Company is making efforts to raise additional funding until a registration
statement relating to an equity funding facility is in effect. While management of the Company believes that it will be successful
in its capital formation and planned operating activities, there can be no assurance that the Company will be able to raise additional
equity capital, or be successful in the development and commercialization of the products it develops or initiates collaboration
agreements thereon. The accompanying financial statements do not include any adjustments to reflect the possible future effects
on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible
inability of the Company to continue as a going concern.





F-7







Note
2 – Summary of significant accounting policies



Cash
and Cash Equivalents



For
purposes of reporting within the statements of cash flows, the Company considers all cash on hand, cash accounts not subject to
withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less
to be cash and cash equivalents.



Income
Taxes



The
Company accounts for income taxes pursuant to FASB ASC Topic 740, Income Taxes. Under FASB ASC Topic 740, deferred tax
assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income
tax and financial reporting purposes. The deferred tax assets and liabilities are classified according to the financial statement
classification of the assets and liabilities generating the differences.



The
Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based
upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company’s financial
position and results of operations for the current period. Future realization of the deferred tax benefit depends on the existence
of sufficient taxable income within the carry-forward period under the Federal tax laws.



Changes
in circumstances, such as the Company generating taxable income, could cause a change in judgment about the reliability of the
related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimate.



Employee
Stock-Based Compensation



The
Company accounts for stock-based compensation in accordance with ASC 718 Compensation - Stock Compensation (“ASC 718”).
ASC 718 addresses all forms of share-based payment (“SBP”) awards including shares issued under employee stock purchase
plans and stock incentive shares. Under ASC 718 awards result in a cost that is measured at fair value on the awards’ grant
date, based on the estimated number of awards that are expected to vest and will result in a charge to operations.



Estimates



The
financial statements are prepared on the basis of accounting principles generally accepted in the United States of America. The
preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities as of December 31, 2002 and 2001, and expenses for
the years ended December 31, 2002 and 2001, and cumulative from inception. Actual results could differ from those estimates made
by management.



Subsequent
Event

The
Company evaluated subsequent events through the date when financial statements are issued for disclosure consideration.

Adoption
of Recent Accounting Pronouncements



In
February 2016, the FASB issued an accounting standards update for leases. The ASU introduces a lessee model that brings most leases
on the balance sheet. The new standard also aligns many of the underlying principles of the new lessor model with those in the
current accounting guidance as well as the FASB’s new revenue recognition standard. However, the ASU eliminates the use of bright-line
tests in determining lease classification as required in the current guidance. The ASU also requires additional qualitative disclosures
along with specific quantitative disclosures to better enable users of financial statements to assess the amount, timing, and
uncertainty of cash flows arising from leases. The pronouncement is effective for annual reporting periods beginning after December 15,
2019, and interim periods within fiscal years beginning after December 15, 2020, for nonpublic entities using a modified
retrospective approach. Early adoption is permitted. The Company is still evaluating the impact that the new accounting guidance
will have on its consolidated financial statements and related disclosures and has not yet determined the method by which it will
adopt the standard.



F-8







Note 3 – Going
Concern

The
accompanying financial statements have been prepared assuming the continuation of the Company as a going concern. The Company
has not yet established an ongoing source of revenues sufficient to cover its operating costs and is dependent on debt and equity
financing to fund its operations. Management of the Company is making efforts to raise additional funding until a registration
statement relating to an equity funding facility is in effect. While management of the Company believes that it will be successful
in its capital formation and planned operating activities, there can be no assurance that the Company will be able to raise additional
equity capital or be successful in the development and commercialization of the products it develops or initiates collaboration
agreements thereon. The accompanying financial statements do not include any adjustments to reflect the possible future effects
on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible
inability of the Company to continue as a going concern.



Note
4 – Discontinued Operations



The
Company has fully impaired all assets since the shutdown of its operations in 2000 and has recorded the effects of this impairment
as part of its discontinued operations. With the absence of a substantial amount of the old records and the passage of the statute
of limitations the company has recorded a discontinued operations expense in 2000 the most current year since operations shutdown
based on the accumulated records obtained to date through the first quarter 2019.



Note
5 – Common stock

As
of December 31, 2002, a total of 21,939,611 shares of common stock with par value $0.001 remain outstanding.



Note
6 – Subsequent Event



On
March 20, 2019, the eight judicial District Court of Nevada appointed Custodian Ventures, LLC as custodian for Nevtah Capital
Management Corporation, proper notice having been given to the officers and directors of Nevtah Capital Management Corporation.
There was no opposition.

On
March 21, 2019, the Company filed a certificate of revival with the state of Nevada, appointing David Lazar as, President, Secretary,
Treasurer and Director.



On
March 26, 2019, the Company obtained a promissory note in amount of $120,500 from its custodian, Custodian Ventures, LLC, the
managing member being David Lazar. The note bears an interest of 3% and is due and payable in full within 180 days following written
demand.

On
March 26, 2019, the Company issued 137,400,000 shares of common stock to Custodian Ventures, LLC at par for shares valued at $137,400
in exchange for settlement of a portion of a related party loan for amounts advanced to the Company in the amount of $16,900,
and the promissory note issued to the Company in the amount $120,500.

F-9