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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended June 30, 2023
or
☐
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR
THE TRANSITION FROM ______ TO ______.
Commission
File Number: 0-55698
DUO
WORLD, INC.
(Exact
name of registrant as specified in its charter)
Nevada |
|
35-2517572 |
(State
or other Jurisdiction of |
|
(I.R.S.
Employer |
Incorporation
or Organization) |
|
Identification
No.) |
c/o
Duo Software (Pvt.) Ltd.
No.
6, Charles Terrace, Off Alfred Place
Colombo
03, Sri Lanka |
|
Not
applicable |
(Address
of principal executive offices) |
|
(Zip
code) |
Registrant’s
telephone number: (870) 505-6540
Securities
registered pursuant to Section 12(b) of the Act: None
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of exchange on which registered |
|
|
|
|
|
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities 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 Website, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (Sec.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, or a smaller reporting
company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting 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 ☒
APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING
THE PRECEDING FIVE YEARS
Indicate
by check mark whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange
Act after the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐
APPLICABLE
ONLY TO CORPORATE ISSUERS
State
the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: As of August
17, 2023, there were 88,375,838 outstanding shares of the Registrant’s Common Stock, $.001 par value.
EXPLANATORY NOTE
This Quarterly Report has been reviewed by Duo World, Inc.’s newly
engaged Independent Registered Public Accounting Firm, M. N. Vijay Kumar, Bangalore, India, in accordance with the standards of the Public
Company Accounting Oversight Board (“PCAOB”).
INDEX
PART
I – FINANCIAL INFORMATION
Item
1. Financial Statements.
Duo
World, Inc. and Subsidiaries
Consolidated
Financial Statements
June
30, 2023
CONTENTS
Duo
World, Inc. and Subsidiaries
Consolidated
Balance Sheets
| |
June
30, 2023 | | |
March
31, 2023 | |
| |
(Un-audited) | | |
(Un-audited) | |
ASSETS | |
| | |
| |
Current
Assets | |
| | | |
| | |
Cash
and cash equivalents | |
$ | 5,043 | | |
$ | 18,712 | |
Accounts
receivable - trade | |
| 20,932 | | |
| 1,683 | |
Prepaid
expenses and other current assets | |
| 77,089 | | |
| 73,904 | |
Accrued
revenue | |
| 4,954 | | |
| 774 | |
Total
Current Assets | |
| 108,018 | | |
| 95,073 | |
| |
| | | |
| | |
Non
Current Assets | |
| | | |
| | |
Property
and equipment, net of accumulated depreciation of $143,126 and $139,483 respectively | |
| 10,073 | | |
| 10,545 | |
Intangible
assets, net | |
| 239,559 | | |
| 242,627 | |
Lease
- Right to use Asset | |
| 12,858 | | |
| 14,194 | |
Goodwill | |
| 104,420 | | |
| 104,420 | |
Total
Non Current Assets | |
| 366,910 | | |
| 371,786 | |
| |
| | | |
| | |
Total
Assets | |
$ | 474,928 | | |
$ | 466,859 | |
| |
| | | |
| | |
LIABILITIES
and SHAREHOLDERS’ DEFICIT | |
| | | |
| | |
| |
| | | |
| | |
Current
Liabilities | |
| | | |
| | |
Accounts
payable | |
$ | 429,380 | | |
$ | 415,766 | |
Payroll,
employee benefits, severance | |
| 326,691 | | |
| 309,097 | |
Due
to related parties | |
| 648,272 | | |
| 600,711 | |
Payable
for acquisition | |
| 185,762 | | |
| 185,762 | |
Taxes
payable | |
| 111,737 | | |
| 106,085 | |
Accruals
and other payables | |
| 110,407 | | |
| 106,855 | |
Deferred
revenue | |
| 11,537 | | |
| 1,343 | |
Total
Current liabilities | |
| 1,823,786 | | |
| 1,725,619 | |
| |
| | | |
| | |
Long
Term Liabilities | |
| | | |
| | |
Due
to related parties | |
| 563,400 | | |
| 534,552 | |
Employee
benefit obligation | |
| 17,426 | | |
| 14,290 | |
Lease
liability | |
| 14,633 | | |
| 15,061 | |
Total
Long Term liabilities | |
| 595,459 | | |
| 563,903 | |
| |
| | | |
| | |
Total
liabilities | |
$ | 2,419,245 | | |
$ | 2,289,522 | |
| |
| | | |
| | |
Commitments
and contingencies (Note 17) | |
| - | | |
| - | |
| |
| | | |
| | |
Shareholders’
Deficit | |
| | | |
| | |
Ordinary
shares: $0.001 par value per share; 400,000,000 shares authorized; 88,375,838 and 88,375,838 shares issued and outstanding,
respectively | |
$ | 88,376 | | |
$ | 88,376 | |
Convertible
series “A” preferred shares: $0.001 par value per share; 10,000,000 shares authorized; 5,000,000 and 5,000,000 shares issued and
outstanding, respectively | |
| 5,000 | | |
| 5,000 | |
Additional
paid in capital | |
| 12,293,480 | | |
| 12,293,480 | |
Accumulated
deficit | |
| (15,738,360 | ) | |
| (15,708,227 | ) |
Accumulated
other comprehensive income | |
| 1,302,156 | | |
| 1,393,540 | |
Non
controling interest | |
| 105,032 | | |
| 105,168 | |
Total
shareholders’ deficit | |
| (1,944,317 | ) | |
| (1,822,663 | ) |
| |
| | | |
| | |
Total
Liabilities and Shareholders´ Deficit | |
$ | 474,928 | | |
$ | 466,859 | |
The
accompanying notes are an integral part of these consolidated financial statements.
Duo
World, Inc. and Subsidiaries
Consolidated
Statements of Operations and Comprehensive Income (Loss)
(Un-audited)
| |
June 30, 2023 | | |
June 30, 2022 | |
| |
For the three months ended, | |
| |
June 30, 2023 | | |
June 30, 2022 | |
| |
| | |
| |
Revenue | |
$ | 19,330 | | |
$ | 12,253 | |
Cost of revenue (exclusive of depreciation presented below) | |
| (2,253 | ) | |
| (9,602 | ) |
Gross Income | |
| 17,077 | | |
| 2,651 | |
| |
| | | |
| | |
Operating Expenses | |
| | | |
| | |
General and administrative | |
| 34,740 | | |
| 33,352 | |
Salaries and casual wages | |
| 16,219 | | |
| 6,246 | |
Selling and distribution | |
| 1,413 | | |
| 107 | |
Depreciation | |
| 2,695 | | |
| 282 | |
Amortization of web site development | |
| 733 | | |
| 380 | |
Total operating expenses | |
| 55,800 | | |
| 40,367 | |
Loss from operations | |
$ | (38,723 | ) | |
$ | (37,716 | ) |
| |
| | | |
| | |
Other income (expenses): | |
| | | |
| | |
Interest expense | |
$ | (698 | ) | |
$ | - | |
Other income | |
| 9,132 | | |
| 51,678 | |
Gain / (Loss) on disposals | |
| 81 | | |
| 1,939 | |
Bank charges | |
| (58 | ) | |
| (39 | ) |
Exchange (loss) / gain | |
| (1 | ) | |
| (24,649 | ) |
| |
| | | |
| | |
Total other income (expenses) | |
| 8,454 | | |
| 28,929 | |
| |
| | | |
| | |
| |
| | | |
| | |
Tax Expense: | |
| | | |
| | |
Provision for income taxes | |
| - | | |
| - | |
Foreign taxes – withheld | |
| - | | |
| - | |
Profit/(loss) | |
$ | (30,269 | ) | |
$ | (8,787 | ) |
| |
| | | |
| | |
Profit/ (loss) attributable to non controling interest | |
| (136 | ) | |
| - | |
| |
| | | |
| | |
Net Profit/(loss) | |
$ | (30,133 | ) | |
$ | (8,787 | ) |
| |
| | | |
| | |
Basic and Diluted Loss per Share | |
$ | (0.00 | ) | |
$ | (0.00 | ) |
| |
| | | |
| | |
Basic and Diluted Weighted Average Number of Shares Outstanding | |
| 138,375,838 | | |
| 124,681,773 | |
| |
| | | |
| | |
Comprehensive Income (Loss): | |
| | | |
| | |
Unrealized foreign currency translation (loss) gain | |
$ | (91,384 | ) | |
$ | 315,749 | |
Profit/(loss) | |
| (30,133 | ) | |
| (8,787 | ) |
Comprehensive Income/ (Loss) | |
$ | (121,517 | ) | |
$ | 306,962 | |
The
accompanying notes are an integral part of these consolidated financial statements.
Duo
World, Inc. and Subsidiaries
Consolidated
Statements of Cash Flows
(Un-audited)
| |
June 30, 2023 | | |
June 30, 2022 | |
| |
For the Period ended, | |
| |
June 30, 2023 | | |
June 30, 2022 | |
Operating activities: | |
| | | |
| | |
Profit/(loss) before provision for income taxes | |
$ | (30,133 | ) | |
$ | (8,787 | ) |
| |
| | | |
| | |
Adjustments to reconcile loss before provision for
income taxes to cash provided by operating activities: | |
| | | |
| | |
Depreciation and amortization | |
| 3,428 | | |
| 661 | |
Gain on disposals of property and equipment | |
| (81 | ) | |
| (1,939 | ) |
Product development cost written off | |
| - | | |
| 8,137 | |
| |
| | | |
| | |
Changes in assets and liabilities: | |
| | | |
| | |
Fixed deposits | |
| - | | |
| (16,865 | ) |
Accounts receivable - trade | |
| (19,249 | ) | |
| (11,603 | ) |
Prepayments | |
| (7,366 | ) | |
| 9,788 | |
Lease - Right to use Asset | |
| (751 | ) | |
| - | |
Accounts Payable | |
| 13,614 | | |
| (57,490 | ) |
Payroll, employee benefits, severance | |
| 17,594 | | |
| (64,619 | ) |
Short term overdraft | |
| - | | |
| (16 | ) |
Due to related parties | |
| 76,409 | | |
| (98,999 | ) |
Taxes payable | |
| 5,652 | | |
| (21,389 | ) |
Retirement Benefit | |
| 3,137 | | |
| (4,769 | ) |
Lease liability | |
| (428 | ) | |
| - | |
Accruals and other payables | |
| 13,747 | | |
| 16,884 | |
Net cash provided by operating activities | |
$ | 75,573 | | |
$ | (251,006 | ) |
| |
| | | |
| | |
Investing activities: | |
| | | |
| | |
Acquisition of property and equipment | |
| (564 | ) | |
| (3,632 | ) |
Sale proceeds of disposal of Property and Equipment | |
| 81 | | |
| 1,939 | |
Non controlling interest | |
| (136 | ) | |
| - | |
| |
| | | |
| | |
Net cash used in investing activities | |
$ | (619 | ) | |
$ | (1,693 | ) |
| |
| | | |
| | |
Financing activities: | |
| | | |
| | |
Proceeds from issuance of common Stock | |
| - | | |
| 1,020 | |
Additional paid in capital | |
| - | | |
| 8,980 | |
Net cash provided by financing activities | |
$ | - | | |
$ | 10,000 | |
| |
| | | |
| | |
Effect of exchange rate changes on cash | |
| (88,623 | ) | |
| 258,632 | |
Net decrease in cash | |
$ | (13,669 | ) | |
$ | 15,934 | |
Cash, beginning of period | |
| 18,712 | | |
| 23,613 | |
| |
| | | |
| | |
Cash, end of period | |
$ | 5,043 | | |
$ | 39,547 | |
| |
| | | |
| | |
Supplemental disclosure of cash flow information: | |
| | | |
| | |
Cash paid for interest | |
$ | 698 | | |
$ | - | |
| |
| | | |
| | |
Cash paid for income taxes | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
Supplemental disclosure of non-cash investing and financing activities: | |
| | | |
| | |
| |
| | | |
| | |
Common shares issued for services | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
Amortization of Operating Lease | |
$ | 2,087 | | |
$ | - | |
The
accompanying notes are an integral part of these consolidated financial statements.
Duo
World, Inc. and Subsidiaries
Consolidated
Statement of Changes in Shareholders’ Deficit
| |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Capital | | |
Deficit | | |
Income | | |
Interest | | |
Deficit | |
| |
Common Share Capital | | |
Preferred Share Capital | | |
Additional Paid-in | | |
Accumulated | | |
Other Comprehensive | | |
Non Controlling | | |
Total Shareholders’ | |
| |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Capital | | |
Deficit | | |
Income | | |
Interest | | |
Deficit | |
| |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
March 31, 2022 | |
| 74,109,896 | | |
| 74,110 | | |
| 5,000,000 | | |
| 5,000 | | |
| 12,190,746 | | |
| (16,375,232 | ) | |
| 1,245,916 | | |
| - | | |
| (2,859,460 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Stock issued | |
| 14,265,942 | | |
| 14,266 | | |
| - | | |
| - | | |
| 102,734 | | |
| - | | |
| - | | |
| - | | |
| 117,000 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net profit | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 667,005 | | |
| - | | |
| - | | |
| 667,005 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Other comprehensive income | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 147,624 | | |
| - | | |
| 147,624 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Non controlling interest | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 105,168 | | |
| 105,168 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
March 31, 2023 | |
| 88,375,838 | | |
| 88,376 | | |
| 5,000,000 | | |
| 5,000 | | |
| 12,293,480 | | |
| (15,708,227 | ) | |
| 1,393,540 | | |
| 105,168 | | |
| (1,822,663 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net profit | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (30,133 | ) | |
| - | | |
| - | | |
| (30,133 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Other comprehensive income | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (91,384 | ) | |
| - | | |
| (91,384 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Non controlling interest | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (136 | ) | |
| (136 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
June 30, 2023 | |
| 88,375,838 | | |
| 88,376 | | |
| 5,000,000 | | |
| 5,000 | | |
| 12,293,480 | | |
| (15,738,360 | ) | |
| 1,302,156 | | |
| 105,032 | | |
| (1,944,317 | ) |
The
accompanying notes are an integral part of these consolidated financial statements.
Duo
World Inc. and Subsidiaries
Notes
to Consolidated Financial Statements
June
30, 2023 and 2022
Note
1 - Organization and Nature of Operations
Duo
World Inc. (hereinafter referred to as “Successor” or “Duo”) a reporting company since September 26, 2016, was
organized under the laws of the state of Nevada on September 19, 2014. Duo Software (Pvt.) Limited (hereinafter referred to as “DSSL”
or “Predecessor”), a Sri Lanka based company, was incorporated on September 22, 2004, in the Democratic Socialist Republic
of Sri Lanka, as a limited liability company. Duo Software (Pte.) Limited (hereinafter referred to as “DSS” or “Predecessor”),
a Singapore based company, was incorporated on June 05, 2007 in the Republic of Singapore as a limited liability company. Dial Desk (Pte)
Limited (hereinafter referred to as “DDPL” or “Predecessor”), a Singapore based company, was incorporated on
September 22, 2022 in the Republic of Singapore as a limited liability company.
On
December 03, 2014, Duo Software (Pvt.) Limited (DSSL) and Duo Software Pte. Limited (DSS) executed a reverse recapitalization with Duo
World Inc. (Duo). See Note 4, and on September 30, 2022 Duo acquired 80% of Dial Desk (Pte) Limited. Duo (Successor) is a holding company
that conducts operations through its wholly owned subsidiaries DSSL and DSS (Predecessors) and 80% own subsidiary DDPL in Sri Lanka and
Singapore. The consolidated entity is referred to as “the Company”. The Company, having its development center in Colombo,
has been in the space of developing products and services for the subscription-based industry. The Company’s applications (“Facetone”,
Dial Desk and “SmoothFlow”) provide solutions in the space of Customer Life Cycle Management and Work Flow.
Note
2 - Basis of Presentation
The
Company has prepared the accompanying consolidated financial statements and accompanying notes in accordance with accounting principles
generally accepted in the United States of America (“U.S. GAAP”). All amounts in the consolidated financial statements are
stated in U.S. dollars.
We
have recast certain prior period amounts to conform to the current period presentation, with no impact on consolidated net income or
cash flows.
Going
Concern
The
accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets
and the satisfaction of liabilities in the normal course of business. These consolidated financial statements do not include any adjustments
relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be
unable to continue as a going concern.
As
reflected in the accompanying consolidated financial statements, the Company had a net loss of $30,133
and $8,787 for the
three months ended June 30, 2023 and 2022, respectively; net cash provided by operations of $75,573
and $(251,006)
for the three months ended June 30, 2023 and 2022, respectively; working capital deficit of $1,715,768
and $1,630,546
as of June 30, 2023 and March 31, 2023, respectively; outstanding statutory dues towards employee provident fund and employee trust
fund of $234,632
and $220,790
as of June 30, 2023 and March 31, 2023, respectively; and a stockholders´ deficit of $1,944,317
and $1,822,663
as of June 30, 2023 and March 31, 2023, respectively.
The
Company has launched its new cloud-based product Dial Desk and is expecting revenue from the new product. Further, the Company was
able increase the revenue and reduce the Cost of Sales during the period. Considering these trends, the management is confident that
the Company will generate sufficient profits to offset the operating losses in the recent future.
Note
3 - Summary of Significant Accounting Policies
Basis
of Consolidation
The
accompanying consolidated Financial Statements include the accounts and transactions of DSSL and DSS (Predecessors) and Duo (Successor).
Duo World Inc. is the parent company of its 100% subsidiaries Duo Software (Pvt.) Limited (DSSL), Duo Software Pte. Limited (DSS), and
its 80% owned subsidiary of Dial Desk Pte. Limited.
Use
of Estimates and Assumptions
The
preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and
liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Making
estimates and assumptions requires management to exercise significant judgment. It is least reasonably possible that the estimate of
the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered
in formulating its estimate could change in the near term due to one or more future non-confirming events. Accordingly, the actual results
could differ from those estimates and assumptions. The most significant estimates relate to the timing and amounts of revenue recognition,
the recognition and disclosure of contingent liabilities and the collectability of accounts receivable.
Risks
and Uncertainties
The
Company’s operations are subject to significant risk and uncertainties including financial, operational, competition and potential
risk of business failure. Product revenues are concentrated in the application software industry, which is highly competitive and rapidly
changing. Significant technological changes in the industry or customer requirements, or the emergence of competitive products with new
capabilities or technologies could adversely affect operating results.
Concentrations
of Credit Risk
Financial
instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents
and accounts receivable. The Company maintains cash and cash equivalents with various high quality financial institutions and we monitor
the credit ratings of those institutions. The Company’s sales are primarily to the companies located in Sri Lanka. The Company
performs ongoing credit evaluations of our customers, and the risk with respect to trade receivables is further mitigated by the diversity,
both by geography and by industry, of the customer base. Accounts receivable are due principally from the companies understated contract
terms.
Provisions
A
provision is recognized when the company has present obligations because of past event and when it is probable that an outflow of resources
embodying economic benefits will be required to settle the obligations and reliable estimate can be made of amount of the obligation.
Provisions are not discounted at their present value and are determined based on the best estimate required to settle the obligation
at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.
Accounts
Receivable and Provision for Doubtful Accounts
The
Company recognizes accounts receivable in connection with the products sold and services provided and has strong policies and procedures
for the collection receivables from its clients. However, there are inevitably occasions when the receivables due to the Company cannot
be collected and, therefore, have to be written off as bad debts. While the debt collection process is being pursued, an assessment is
made of the likelihood of the receivable being collectable. A provision is therefore, made against the outstanding receivable to reflect
that component that may not become collectable. The Company is in the practice of provisioning for doubtful debts based on the period
outstanding as per the following:
Schedule of Provision for Doubtful Debts Based on Period Outstanding
Trade receivables outstanding: | |
Provision | |
Over 24 months | |
| 100 | % |
Over 18 months | |
| 50 | % |
Over 15 months | |
| 25 | % |
Over 12 months | |
| 10 | % |
Over 9 months | |
| 5 | % |
Cash
Equivalents
The
Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. As of June
30, 2023, and March 31, 2023, there were no cash equivalents.
Foreign
Currency Translation
The
functional currencies of the Company’s foreign subsidiaries are their local currencies. For financial reporting purposes, these
currencies have been converted into United States Dollars ($) and/or USD as the reporting currency. All assets and liabilities denominated
in foreign functional currencies are converted into U.S. dollars at the closing exchange rate on the balance sheet date and equity balances
are converted at historical rates. Revenues, costs and expenses in foreign functional currencies are converted at the average rate of
exchange during the period. Conversion adjustments arising from the use of different exchange rates from period to period are included
as a component of shareholders’ deficit as “accumulated other comprehensive income (loss).” Gains and losses resulting
from foreign currency transactions are included in the statement of operations and comprehensive income /(loss) as other income (expense).
Property
and Equipment
Fixed
assets (including leasehold improvements) are stated at cost, net of accumulated depreciation and amortization. Depreciation is computed
utilizing the straight-line method over the estimated useful lives of the related assets. The estimated salvage value is considered as
NIL. Amortization of leasehold improvements is computed utilizing the straight-line method over the estimated benefit period of the related
assets, which may not exceed 15 years, or the lease term, if shorter. Repairs and maintenance expenditures, which are not considered
improvements and do not extend the useful life of the property and equipment, are expensed as incurred. In case of sale or disposal of
an asset, the cost and related accumulated depreciation are removed from the consolidated financial statements.
Useful
lives of the fixed assets are as follows:
Schedule of Estimated Useful Lives of Fixed Assets
Furniture & fittings | |
5 years |
Improvements to lease hold assets | |
Lease term |
Office equipment | |
5 years |
Computer equipment (Data processing equipment) | |
3 years |
Website development | |
4 years |
Impairment
of Long-Lived Assets
The
Company reviews long-lived assets, such as property, plant, and equipment for impairment whenever events or changes in circumstances
indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison
of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying
amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount
of the asset exceeds the fair value of the asset. Assets to be disposed of by sale would be separately presented in the balance sheet
and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities
of a group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet.
Fair
Value Measurements and Fair Value of Financial Instruments
The
Company measures assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair
value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the
case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants
would use in pricing an asset or liability.
The
estimated fair value of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and
accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these
instruments.
Post
Retirement Benefit Plan
The
Company has gratuity as post-employment plan for all the eligible employees. The recognition for the gratuity plan is as below:-
The
expected postretirement benefit obligation (“EPBO”) is the actuarial present value (“APV”) as of a specific date
of the benefits expected to be paid to the employee, beneficiaries, and covered dependents.
Measurement
of the EPBO is based on the following:
1.
Expected amount and timing of future benefits
2.
Expected future costs
3.
Extent of cost sharing
The
EPBO includes an assumed salary progression for a pay-related plan. Future compensation levels represent the best estimate after considering
the individual employees involved, general price levels, seniority, productivity, promotions, indirect effects, and the like.
The
Accumulated postretirement benefit obligation (“APBO”) is the APV as of a specific date of all future benefits attributable
to service by an employee to that date. It represents the portion of the EPBO earned to date. After full eligibility is attained, the
APBO equals the EPBO. The APBO also includes an assumed salary progression for a pay-related plan.
Revenue
Recognition, Deferred & Accrued Revenue
The
Company recognizes revenue from the sale of software licenses and related services. The Company revenue recognition policy follows guidance
from Accounting Standards Codification (ASC) 606, Revenue from contract with customers. Revenue is recognized when the Company transferred
promised goods and services to the customer and in the amount that reflect the consideration to which the company expected to be entitled
in exchange for those goods and services.
The
following five steps are followed in recognizing revenue from contracts:
| ● | Identify
the Contract(s) with the customer; |
| ● | Identify
the performance obligation of the contract; |
| ● | Determine
the transaction price; |
| ● | Allocate
the transaction price to the performance obligations in the contract and; |
| ● | Recognize
revenue when or as the company satisfies a performance obligation. |
The
consideration for the transaction [performance obligation(s)] is determined as per the agreement, contract or invoice for the services
and products.
Facetone
‘Facetone’
is a communication and collaboration platform, which provides users the capability of operating and running a high performance contact
center operation efficiently while saving cost and maximizing revenue opportunities. In-built Facetone CRM feature provides the opportunity
for contact centers to deliver a superior customer experience and build a better relationship by linking customers and data in real time.
Smoothflow
Smoothflow
automates customer engagements, including building ChatBots, VoiceBots and IoTBots to deliver an Omni channel customer service experience.
The product uses the power of artificial intelligence to keep improving the conversational flow and user experience.
DialDesk
DialDesk
is a SaaS contact center software which caters the SME segment of the market with its low cost, cloud based platform. Businesses can
buy their virtual number from DialDesk and set up their contact center within few minutes. With its easy to uses user interface and agility,
DialDesk will help businesses improve the productivity of their contact center operations.
Revenue
is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration we
expect to receive in exchange for those products or services. We enter into contracts that can include various combinations of products
and services, which are generally capable of being distinct and accounted for as separate performance obligations. Revenue is recognized
net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities.
Nature
of Products and Services
Licenses
for on premise software– The Company sells a perpetual nonexclusive license to the customer and enables the customer to install
and use the software and its documentation. Price per customer varies based on the selection of the products licensed, the number of
site installations and the number of authorized users. The product offered on this basis is “Facetone-enterprise.”
Enterprise
software solutions– The Company distributes its software product ‘Facetone- hosted version” with third party telecommunication
companies. It is a revenue model where the telecommunication provider hosts the Company’s software applications and makes them
available to its customers over the Internet for a monthly subscription fee. The Company charges telecommunication providers a monthly
license fee calculated according to number of licenses sold.
Cloud
services- The Company sells its product Smoothflow as a “SaaS” product (Software-as-a-Service) and services are provided
on a monthly subscription model.
AMC
Services- The Company offers annual maintenance programs on its licenses that provide for technical support and updates to the Company’s
software products. Initial annual maintenance fees are bundled with license fees in the initial licensing period and recognized when
the performance obligation of license fee is met. Revenue is recognized ratably, or daily, over the term of the maintenance period, which
is typically one year.
For
the three months ended June 30, 2023 and 2022, the Company received only cash as consideration for sale of licenses and related services
and not in kind.
For
the three months ended June 30, 2023 and 2022, the Company had following concentrations of revenues with customers:
Schedule of Concentrations of Risk
Customer | |
June 30, 2023 | | |
June 30, 2022 | |
| |
| | |
| |
A | |
| 20.88 | % | |
| 28.21 | % |
B | |
| 17.44 | % | |
| 24.70 | % |
C | |
| 17.39 | % | |
| 22.79 | % |
D | |
| 10.32 | % | |
| 14.58 | % |
E | |
| 25.09 | % | |
| 0.00 | % |
Other misc. customers | |
| 8.88 | % | |
| 9.72 | % |
| |
| 100.00 | % | |
| 100.00 | % |
For
the three months ended June 30, 2023 and 2022, the company had the following sales by products:
Schedule of Sales by Products
Product | |
June 30, 2023 | | |
June 30, 2022 | |
| |
| | |
| |
Facetone | |
$ | 16,142 | | |
$ | 9,746 | |
Software hosting and reselling | |
| 3,188 | | |
| 2,507 | |
| |
$ | 19,330 | | |
$ | 12,253 | |
Significant
Judgments
The
Company’s contracts with customers include multiple Software products and services to deliver and in most of the contracts, the
price of the separately identifiable features are stated separately. In the event the price of the multiple products and services are
not mentioned in the agreement, the Company allocates transaction price estimating the standalone selling price of the promised products
and the services. The determination of stand-alone selling price for each performance obligation requires judgments. The Company determines
stand-alone selling price for performance obligations based on overall pricing strategies, which consider markets in which the Company
operates, historical data analysis, number of users of the product or services, size of the customer and the market price of the hardware
used.
Contract
Balances
When
the timing of revenue recognition differs from the timing of invoicing for contracts with customers, differed revenue and accrued
revenue/unbilled accounts receivable are recognized by the Company. Revenues under Software Implementation contracts are invoiced on
stages of completion as stipulated in the agreement and the revenue is recognized when the performance obligations are met and
customer signs the user acceptance test (UAT). The Company invoices software license fees and royalty fees at the end of the period
according to the customer agreement and accrued revenue/unbilled revenue is recognized for the relevant period. The maintenance fee
is invoiced beginning of the period and the Company recognizes as deferred revenue in the financial statements and is ratably
recognized over a period of service.
The
allowance for doubtful accounts reflects our best estimate of probable losses inherent in the accounts receivable balance. We determine
the allowance based on known troubled accounts, historical experience, and other currently available evidence.
Refer
Note- 5 for “Accounts receivables and Provision for doubtful debts”
Segment
Information
The
Company has determined that its Chief Executive Officer is its Chief Operating Decision Maker. The Company’s executive reviews
financial information presented on a consolidated basis for the purposes of assessing the performance and making decisions on how to
allocate resources. Accordingly, the Company has determined that it operates in a single reportable segment.
Deferred
Revenue - Deferred revenue represents advance payments for software licenses, services, and maintenance billed in advance of
the time revenue is recognized. As at June 30, 2023 and March 31, 2023 the Company recognized deferred revenue $11,537 and $1,343, respectively.
Accrued
Revenue/Unbilled Accounts Receivable - Accrued revenue/Unbilled accounts receivable primarily occur due to the timing of the
respective billings, which occur subsequent to the end of each reporting period. As at June 30, 2023 and March 31, 2023, unbilled /accrued
revenues were $4,954 and $774, respectively.
The
Company had no contract liabilities and assets recognized for cost to fulfill a requirement of a customer as at June 30, 2023.
Cost
of Revenue
Cost
of revenue mainly includes purchases, product implementation costs, amortization of product development, developer support and implementation,
and consultancy fees related to the products offered by the Company. The aggregate cost related to the software implementations, including
support and consulting services pertaining to the revenue recognized during the reporting period, is recognized as Cost of Revenue.
Product
research and development
Product
research and development expenses consist primarily of salary and benefits for the Company’s development and technical support
staff, contractors’ fees and other costs associated with the enhancements of existing products and services and development of
new products and services. Costs incurred for software development prior to technological feasibility are expensed as product research
and development costs in the period incurred. Once the point of technological feasibility is reached, which is generally upon the completion
of a working prototype that has no critical bugs and is a release candidate, development costs are capitalized until the product is ready
for general release and are classified within “Intangibles assets” in the accompanying consolidated balance sheets. The Company
amortizes capitalized software development costs using the greater of the ratio of the product’s current gross revenues to the
total of current gross revenues and expected gross revenues or on a straight-line basis over the estimated economic life of the related
product, which is typically four years.
During
the three months ended June 30, 2023 and, June 30, 2022, the Company has not capitalized product development cost.
Advertising
Costs
The
Company expenses advertising costs as incurred. No advertising expenses were incurred during the three months ended June 30, 2023 and
2022.
Income
Taxes
The
Company accounts for income taxes using the asset and liability method. Under the asset and liability method, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts
of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets
and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences
are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in
income in the period that includes the enactment date. Deferred tax assets and liabilities are not recognized in the current financials
due to recurring tax losses and the uncertainty of the realization of the tax allowances. Withholding taxes deducted from the source
of income from foreign operations are debited to profit and loss account due to non-refundable status.
Comprehensive
Income
The
Comprehensive Income Topic of the FASB Accounting Standards Codification establishes standards for reporting and presentation of comprehensive
income and its components in a full set of financial statements. Comprehensive income from April 1, 2015 through June 30, 2023, includes
only foreign currency conversion gains (losses), and is presented in the Company’s consolidated statements of comprehensive income.
Changes
in Accumulated Other Comprehensive Income (Loss) by Component during the periods ending on June 30, 2023 and March 31, 2023 were as follows:
Schedule
of Accumulated Other Comprehensive Income (Loss)
Foreign Currency Translation gains (losses) | |
| | |
| |
| | |
Balance, March 31, 2022 | |
$ | 1,245,916 | |
Translation rate gain (loss) | |
| 147,624 | |
Balance, March 31, 2023 | |
$ | 1,393,540 | |
Translation rate gain (loss) | |
| (91,984 | ) |
Balance, June 30, 2023 | |
$ | 1,302,156 | |
Leases
Lessor
There
are no significant changes in recognizing the Lessor under ASC 842 compared to the previous model. Changes were made to the accounting
guidance of lessor and lessee, and the key aspects of the introduced model is to align the recognition criteria with new revenue recognition
standard ASC 606. Under the new guidance, contract consideration is allocated to its lease components and non-lease components (such
as maintenance). For the Company as a lessor, non-lease components of the contract will be accounted under ASC Topic 606, Revenue from
Contracts with Customers, unless the Company elects a lessor practical expedient to not separate the non-lease components from the associated
lease component. The amendments in ASU 2018-11 also provide lessors with a practical expedient, by class of underlying asset, to not
separate non-lease components from the associated lease component. To elect the practical expedient, the timing and pattern of transfer
of the lease and non-lease components must be the same and the lease component must meet the criteria to be classified as an operating
lease. If these criteria’s are met, the single component can be accounted either ASC 842 or ASC 606, depending on the predominant
component(s). The lessor practical expedient to not separate non-lease components from the associated component must be elected for all
existing and new leases.
As
lessor, the Company expects that post-adoption substantially all existing leases will have no change in the timing of revenue recognition
until their expiration or termination. The Company expects to elect the lessor’s practical expedient to not separate non-lease
components such as maintenance from the associated lease for all existing and new leases and to account for the combined component as
a single lease component. The timing of revenue recognition is expected to be the same for the majority of the Company’s new leases
as compared to similar existing leases; however, certain categories of new leases could have different revenue recognition patterns as
compared to similar existing leases.
For
the leases that are accounted as operating leases, income is recognized on a straight-line basis over the term of the lease contract.
Generally, when a lease is more than 180 days delinquent (where more than three monthly payments are owed), the lease is classified as
being on nonaccrual and the Company has to stops recognizing leasing income on that date. Payments received from leases in nonaccrual
status generally reduce the lease receivable. Leases on nonaccrual status remain classified as such until there is sustained payment
performance that, in the Company’s judgment, would indicate that all contractual amounts will be collected in full.
Lessee
The
Company adopted ASU 2016-02 effective April 1, 2019 using the modified retrospective approach. The new standard establishes a right-of-use
model (“ROU”) that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with
a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification
of expense recognition in the income statement. In connection with the adoption, the Company will elect to utilize the modified retrospective
presentation whereby the Company will continue to present prior period financial statements and disclosures under ASC 840. In addition,
the Company will elect the transition package of three practical expedients permitted within the standard, which eliminates the requirements
to reassess prior conclusions about lease identification, lease classification and initial direct costs. Further, the Company will adopt
a short-term lease exception policy, permitting us to not apply the recognition requirements of this standard to short-term leases (i.e.
leases with terms of 12 months or less) and an accounting policy to account for lease and non-lease components as a single component
for certain classes of assets.
The
Company categorizes leases at their inception as either operating or capital leases. On certain lease agreements, the Company may receive
rent holidays and other incentives. The Company recognizes lease costs on a straight-line basis without considering the deferred payment
terms, such as rent holidays, that defer the commencement date of required payments.
Recent
Accounting Pronouncements
Changes
to U.S. GAAP are established by the Financial Accounting Standards Board (FASB) in the form of accounting standards updates (ASUs) to
the FASB’s Accounting Standards Codification. The Company considers the applicability and impact of all ASUs. Newly issued ASUs
not listed below are expected to have no impact on the Company’s consolidated financial position and results of operations, because
either the ASU is not applicable, or the impact is expected to be immaterial.
The
Company has reviewed the recent accounting pronouncements and believes that they will not have material impact on the Company’s
financial position and results of operations.
Not
yet adopted
Disclosures:
In August 2018, the FASB issued ASU 2018-13. Fair Value Measurement (Topic 820) Disclosure Framework-Changes to the Disclosure
Requirements for Fair Value Measurement. The amendments in the standard apply to all entities that are required, under existing GAAP,
to make disclosures about recurring or nonrecurring fair value measurements. ASU 2018-13 removes, modifies, and adds certain disclosure
requirements in ASC 820, Fair Value Measurement. The standard is effective for all entities for fiscal years, and interim periods within
those fiscal years, beginning after December 15, 2019. We do not believe the adoption of this guidance will have a material impact on
our consolidated financial statements.
Collaborative
Arrangement: Clarifying the Interaction between Topic 808 and Topic 606, which clarifies when transactions between participants
in a collaborative arrangement are within the scope of the FASB’s revenue standard, Topic 606. The standard is effective for fiscal
years beginning after December 15, 2019 and interim periods within those fiscal years, with early adoption permitted. We do not believe
the adoption of this guidance will have a material impact on our consolidated financial statements.
Intangibles-Goodwill
and Other-Internal-Use Software: In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation
Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. ASU 2018-15 (Subtopic 350-40) aligns the requirements for
capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing
implementation costs incurred to develop or obtain internal-use software. The standard is effective for fiscal years beginning after
December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. We do not believe the adoption
of this guidance will have a material impact on our consolidated financial statements.
Note
4 – Reverse Recapitalization
Duo
(Successor) merged with DSSL (Predecessors) on December 3, 2014, and merged with DSS (Predecessors) on December 3, 2014 (Predecessors),
and DSSL and DSS became the surviving corporations, in a transaction treated as a reverse recapitalization. Duo did not have any material
operations and majority-voting control was transferred to DSSL.
In
the recapitalization, Duo issued 28,000,000 shares of common stock, 5,000,000 series “A” preferred shares and $310,000 in
cash in exchange for all of DSSL’s 5,000,000 issued and outstanding shares of common stock. Duo also issued 2,000,000 shares of
common stock in exchange for all of DSS’s 10,000 issued and outstanding shares of common stock. The transaction resulted in DSSL’s
shareholder and DSS’s shareholder acquiring approximately 100% control.
The
transaction also required a recapitalization of DSSL and DSS. Since DSSL and DSS acquired a controlling voting interest, they were deemed
the accounting acquirer, while Duo was deemed the legal acquirer. The historical financial statements of the Company are those of combined
financial statements of DSSL & DSS and of the consolidated entities from the date of recapitalization and subsequent.
Since
the transaction is considered a reverse recapitalization, the presentation of pro-forma financial information was not required. All share
and per share amounts have been retroactively restated to the earliest periods presented to reflect the transaction.
Note
5 – Accounts Receivable
Following
is a summary of accounts receivable as at June 30, 2023 and March 31, 2023;
Schedule
of Accounts Receivables
| |
June 30, 2023 | | |
March 31, 2023 | |
Accounts receivable – Trade | |
$ | 40,661 | | |
$ | 29,224 | |
Less: Provision for doubtful debts | |
| (19,729 | ) | |
| (27,541 | ) |
Accounts receivable net | |
$ | 20,932 | | |
$ | 1,683 | |
As
at June 30, 2023 and March 31, 2023, the Company had following concentrations of accounts receivables with customers:
Schedule of Concentrations of Risk
Customer | |
June 30, 2023 | | |
March 31, 2023 | |
A | |
| 6.57 | % | |
| 39.51 | % |
B | |
| 3.49 | % | |
| 43.51 | % |
C | |
| 0.00 | % | |
| 0.00 | % |
D | |
| 0.00 | % | |
| 16.98 | % |
E | |
| 66.14 | % | |
| 0.00 | % |
F | |
| 23.80 | % | |
| 0.00 | % |
Concentrations
of risk percentage | |
| 100.00 | % | |
| 100.00 | % |
Note
6 – Prepaid Expenses and Other Current Assets
Following
is a summary of prepaid expenses and other current assets as at June 30, 2023 and March 31, 2023;
Schedule of Prepaid Expenses and Other Current Assets
| |
June 30, 2023 | | |
March 31, 2023 | |
Dial Desk (Pvt) Ltd | |
$ | 61,103 | | |
$ | 57,475 | |
Security deposits | |
| 9,634 | | |
| 9,361 | |
David E. Wise IOLTA account | |
| 4,780 | | |
| 4,780 | |
Prepayments | |
| 1,491 | | |
| 1,865 | |
Other receivables | |
| 81 | | |
| 423 | |
Prepaid Expenses and
Other Current assets | |
$ | 77,089 | | |
$ | 73,904 | |
Note
7– Property and Equipment
Following
table illustrates net book value of property and equipment as at June 30, 2023 and March 31, 2023;
Schedule
of Property and Equipment
| |
June 30, 2023 | | |
March 31, 2023 | |
Office equipment | |
$ | 1,048 | | |
$ | 992 | |
Furniture & fittings | |
| 70,329 | | |
| 66,547 | |
Computer equipment (data processing equipment) | |
| 60,699 | | |
| 57,143 | |
Improvements to lease hold assets | |
| 274 | | |
| 5,254 | |
Website development | |
| 20,849 | | |
| 20,092 | |
Gross fixed assets | |
| 153,199 | | |
| 150,028 | |
Accumulated depreciation and amortization | |
| (143,126 | ) | |
| (139,483 | ) |
Net fixed assets | |
$ | 10,073 | | |
$ | 10,545 | |
Depreciation
and amortization expense for the three months ended June 30, 2023 and 2022 was $3,428 and $661, respectively.
Note
8 – Intangible assets
Intangible
assets comprise of capitalization of certain costs pertaining to products development which meets the criteria as set forth above under
Note 3. Following table illustrates the movement in intangible assets as at June 30, 2023 and March 31, 2023:
Schedule
of Intangible Assets
| |
June 30, 2023 | | |
March 31, 2023 | |
Opening balance | |
$ | 242,627 | | |
$ | 251,439 | |
Add: Costs capitalized during the period | |
| - | | |
| 200,000 | |
Less: | |
| | | |
| (23,843 | ) |
Cost transferred | |
| - | | |
| (114,436 | ) |
Cost Written off | |
| - | | |
| (39,803 | ) |
Translational gain/ (loss) | |
| (3,068 | ) | |
| (30,730 | ) |
Net Intangible Assets | |
$ | 239,559 | | |
$ | 242,627 | |
Note
9 – Accounts Payable
Following
is a summary of accounts payable as at June 30, 2023 and March 31, 2023:
Schedule
of Accounts Payable
| |
June 30, 2023 | | |
March 31, 2023 | |
Accounts payable- employees | |
$ | 238,491 | | |
$ | 219,346 | |
Supplier payable | |
| 76,589 | | |
| 87,369 | |
Canagey Capital (Pvt) Ltd | |
| 42,693 | | |
| 40,397 | |
Other supplier payable | |
| 40,267 | | |
| 38,101 | |
EPSI Computers (Pvt) Ltd | |
| 19,419 | | |
| 18,374 | |
Due to Guha Takurta | |
| 11,921 | | |
| 12,179 | |
Accounts payable | |
$ | 429,380 | | |
$ | 415,766 | |
Note
10 – Due to Related Parties
Due
to Related Parties – Short term
From
time to time, the Company receives advances from related parties such as management, directors or principal shareholders in the normal
course of business. Loans and advances received from related parties are unsecured and non-interest bearing. Balances outstanding to
these persons for less than 12 months are presented under current liabilities in the accompanying consolidated financial statements.
As of June 30, 2023, and March 31, 2023, the Company owed directors $648,272 and $600,711, respectively.
Due
to Related Parties – Long term
Balances
outstanding to related parties for more than 12 months are presented under long-term liabilities in the accompanying consolidated financial
statements. As of June 30, 2023, and March 31, 2023, the Company owed directors $563,400 and $534,552, respectively.
Note
11 – Taxes Payables
Taxes
payable comprised of items listed below as at June 30, 2023 and March 31, 2023;
Schedule
of Taxes Payables
| |
June 30, 2023 | | |
March 31, 2023 | |
PAYE | |
$ | 103,985 | | |
$ | 98,967 | |
ESC Payable | |
| 5,207 | | |
| 4,927 | |
WHT payable | |
| 2,542 | | |
| 2,188 | |
Stamp duty payable | |
| 3 | | |
| 3 | |
Taxes payable | |
$ | 111,737 | | |
$ | 106,085 | |
Note
12 – Accruals and Other Payables
Following
is a summary of accruals and other payables as at June 30, 2023 and March 31, 2023;
Schedule
of Accruals and Others Payables
| |
June 30, 2023 | | |
March 31, 2023 | |
Accruals | |
$ | 80,289 | | |
$ | 76,331 | |
Other payables | |
| 17,000 | | |
| 17,000 | |
Accrued interest | |
| 9,910 | | |
| 9,910 | |
Audit fee payable | |
| 3,209 | | |
| 3,614 | |
Accruals and other payables | |
$ | 110,407 | | |
$ | 106,855 | |
Note
13 – Cost of Revenue
Following
is the summary of cost of revenue for the three months ending June 30, 2023 and 2022;
Summary
of Cost of Revenue
| |
June 30, 2023 | | |
June 30, 2022 | |
Developer Support and Implementation | |
$ | 1,806 | | |
$ | 1,249 | |
Other external services | |
| 368 | | |
| 36 | |
Purchases/ hosted servers | |
| 79 | | |
| 180 | |
Product development cost written off | |
| - | | |
| 8,137 | |
Cost of revenue | |
$ | 2,253 | | |
$ | 9,602 | |
Note
14 – General and Administrative Expenses
Following
is the summary of general and administrative expenses for the three months ending June 30, 2023 and 2022;
Summary of General and
Administrative Expenses
| |
June 30, 2023 | | |
June 30, 2022 | |
| |
| | |
| |
Consulting fee | |
| 10,805 | | |
| 15,636 | |
Other professional services | |
| 5,112 | | |
| 2,855 | |
Legal Fee | |
| 4,500 | | |
| 4,500 | |
OTC market Fees | |
| 3,000 | | |
| 3,000 | |
Audit fees | |
| 2,618 | | |
| 2,565 | |
Gratuity | |
| 2,264 | | |
| - | |
Director fees | |
| 1,113 | | |
| - | |
Electricity charges | |
| 738 | | |
| 140 | |
Office maintenance | |
| 683 | | |
| 221 | |
Internet charges | |
| 600 | | |
| 413 | |
Transfer agent fees | |
| 600 | | |
| 450 | |
Secretarial fees | |
| 589 | | |
| 163 | |
Staff welfare | |
| 409 | | |
| 360 | |
Office rent | |
| 405 | | |
| 1,468 | |
Telephone charges | |
| 397 | | |
| 329 | |
Software rentals | |
| 247 | | |
| 226 | |
Professional fees | |
| 205 | | |
| 200 | |
Other expenses | |
| 171 | | |
| 166 | |
Computer maintenance | |
| 155 | | |
| 162 | |
Printing and stationery | |
| 60 | | |
| 412 | |
Filling fee and subscription | |
| 44 | | |
| 68 | |
Stamp duty expenses | |
| 25 | | |
| 18 | |
General and
administrative expense | |
| 34,740 | | |
| 33,352 | |
Note
15 – Selling and Distribution Expenses
Selling
and distribution expenses for the three months ended June 30, 2023 and 2022 was $1,413 and $107,
respectively.
Note
16 - Equity
As
at June 30, 2023, the Company has 400,000,000 authorized common shares having a par value of $0.001. The common shares have been designated
with the following rights:
| ● | Voting
rights: Common shareholders can attend at annual general meeting to cast vote or
use a proxy. |
| | |
| ● | Right
to elect board of directors: Common shareholders control the Company through their
right to elect the company’s board of directors; however, the holder of our preferred
stock has super-majority voting rights and has power to elect all of the Company’s
board of directors. |
| | |
| ● | Right
to share income and assets: Common shareholders have the right to share company’s
earnings equally on a per-share basis in the form of dividend. Similarly, in the event of
liquidation, shareholders have claim on assets that remain after meeting the obligation to
accrued taxes, accrued salary and wages, creditors including bondholders (if any) and preferred
shareholders. Thus, common shareholders are residual claimants of the company’s income
and assets. |
During
the three months ended June 30, 2023, the Company has not issued Common shares.
As
at June 30, 2023, the Company had 10,000,000 authorized series “A” preferred shares having a par value of $0.001 per share.
The
preferred shares have been designated with the following conversion rights:
| ● | One
preferred share will convert into ten (10) common shares no earlier than 24 months and 1
day after the issuance. |
Note
17 - Commitments and Contingencies
The
Company consults with legal counsel on matters related to litigation and other experts both within and outside the Company with respect
to matters in the ordinary course of business. The Company does not have any contingent liabilities in respect of legal claims arising
in the ordinary course of business.
Guarantees
provided by the company existed on the balance sheet date are as follows:
Schedule of Guarantee Provided by Existed
Company
Date | | |
Description | |
Amount | |
| 7/31/2014 | | |
Guarantee for SLT | |
$ | 282 | |
| 8/10/2015 | | |
Guarantee for LOLC | |
| 797 | |
| 10/9/2018 | | |
Rent deposit for office space | |
| 5,479 | |
| 10/14/2019 | | |
Security deposit for CEB | |
| 498 | |
| 10/21/2019 | | |
Security deposit for CEB | |
| 198 | |
| | | |
| |
$ | 7,254 | |
Note
18 – Leases
The
Company’s short-term leases primarily consist of office spaces with the lease term less than or equal to 12 months. The total short-
term lease expenses and cash paid for the period ended June 30, 2023 and March 31, 2023 are $1,940 and $3,519, respectively. The Company
has one operating lease as at June 30, 2023.
As
per ASC 842, the Company has created a right of use lease asset of $12,858 and right of use liability of $ 14,633 as at June 30, 2023.
The
following costs are related to the operating lease of the Company for the period ended June 30, 2023:
Schedule
of Operating Lease
Components of total lease cost: | |
June 30, 2023 | |
Operating lease depreciation | |
$ | 2,087 | |
Operating lease interest | |
| 690 | |
Total lease cost | |
$ | 2,777 | |
Note
19 - General
Figures
have been rounded off to the nearest dollar and the comparative figures have been re-arranged / reclassified, wherever necessary, to
facilitate comparison.
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Cautionary
Forward - Looking Statement
The
following discussion and analysis of the results of operations and financial condition of Duo World, Inc. should be read in conjunction
with the unaudited financial statements, and the related notes. References to “we,” “our,” or “us”
in this section refers to the Company and its subsidiaries. Our discussion includes forward-looking statements based upon current expectations
that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. We use words such as “anticipate,”
“estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,”
“believe,” “intend,” “may,” “will,” “should,” “could,” and similar
expressions to identify forward-looking statements.
Certain
matters discussed herein may contain forward-looking statements that are subject to risks and uncertainties. Such risks and uncertainties
include, but are not limited to, the following:
|
● |
the
volatile and competitive nature of our industry, |
|
● |
the
uncertainties surrounding the rapidly evolving markets in which we compete, |
|
● |
the
uncertainties surrounding technological change of the industry, |
|
● |
our
dependence on its intellectual property rights, |
|
● |
the
success of marketing efforts by third parties, |
|
● |
the
changing demands of customers; and |
|
● |
the
arrangements with present and future customers and third parties. |
Should
one or more of these risks or uncertainties materialize or should any of the underlying assumptions prove incorrect, actual results of
current and future operations may vary materially from those anticipated.
Our
MD&A is comprised of the following sections:
|
A. |
Business
Overview |
|
|
|
|
B. |
Critical
Accounting Policies |
|
|
|
|
C. |
Results
of operations for the three months ended June 30, 2023 and June 30, 2022 |
|
|
|
|
D. |
Financial
condition as at March 31, 2023 and June 30, 2023 |
|
|
|
|
E. |
Liquidity
and capital reserves |
|
|
|
|
F. |
Milestones
for next twelve months |
A.
Business overview:
Duo
World, Inc. (hereinafter referred to as “Successor” or “Duo”), a reporting Company since September 26, 2016,
was organized under the laws of the state of Nevada on September 19, 2014. Duo Software (Pvt.) Limited (hereinafter referred to as “DSSL”
or “Predecessor”), a Sri Lanka based company, was incorporated on September 22, 2004, in the Democratic Socialist Republic
of Sri Lanka, as a limited liability company. Duo Software (Pte.) Limited (hereinafter referred to as “DSS” or “Predecessor”),
a Singapore based company, was incorporated on June 5, 2007 in the Republic of Singapore as a limited liability company. Dial Desk (Pte)
Limited (hereinafter referred to as “DDPL” or “Predecessor”), a Singapore based company, was incorporated on
September 30, 2022.
Effective
December 3, 2014, DSSL and DSS executed a reverse recapitalization with Duo. Duo (“Successor”) is a holding company that
conducts operations through its wholly-owned subsidiaries, DSSL and DSS (“Predecessors”) in Sri Lanka and Singapore. The
consolidated entity is referred to as the “Company.” The Company, having its development center in Colombo, Sri Lanka, specializes
in the space of Customer Life Cycle Management & Contact Center solutions, Subscriber Management Billing and Automation of Workflow
and Customer Engagement in the Asia Pacific Region. Driven by innovation, Duo World has served the enterprises in many ways, including
efficiency, cost reduction, revenue optimization and continuous value addition to their product or service offerings. Duo World has been
in the business of developing products and services for the subscription based industry.
Our
authorized capital consists of 410,000,000 shares, including 400,000,000 shares of common stock, $0.001 par value, and 10,000,000 shares
of preferred stock, $0.001 par value.
B.
Critical Accounting Policies:
We
prepare our consolidated financial statements in accordance with GAAP. The preparation of consolidated financial statements also requires
us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, costs and expenses and related
disclosures. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the
circumstances. Actual results could differ significantly from the estimates made by our management. To the extent that there are differences
between our estimates and actual results, our future financial statement presentation, financial condition, results of operations and
cash flows will be affected. We believe that the accounting policies discussed below are critical to understanding our historical and
future performance, as these policies relate to the more significant areas involving management’s judgments and estimates.
Critical
accounting policies and estimates are those that we consider the most important to the portrayal of our financial condition and results
of operations because they require our most difficult, subjective or complex judgments, often as a result of the need to make estimates
about the effect of the matters that are inherently uncertain.
Revenue
Recognition
The
Company recognizes revenue from the sale of software licenses and related services. The Company’s revenue recognition policy follows
guidance from Accounting Standards Codification (“ASC”) 606, Revenue from contracts with customers. Revenue is recognized
when the Company transfers promised goods and services to the customer and in the amount that reflect the consideration to which the
company expected to be entitled in exchange for those goods and services.
The
following five steps are followed in recognizing revenue from contracts:
|
● |
Identify
the contract(s) with the customer; |
|
|
|
|
● |
Identify
the performance obligation of the contract; |
|
|
|
|
● |
Determine
the transaction price; |
|
|
|
|
● |
Allocate
the transaction price to the performance obligations in the contract and; |
|
|
|
|
● |
Recognize
revenue when or as the Company satisfies a performance obligation. |
The
consideration for the transaction [performance obligation(s)] is determined as per the agreement, contract or invoice for the services
and products.
Facetone
“Facetone”
is a communication and collaboration platform, which provides users the capability of operating and running a high performance contact
center operation efficiently while saving cost and maximizing revenue opportunities. In-built Facetone CRM feature provides the opportunity
for contact centers to deliver a superior customer experience and build a better relationship by linking customers and data in real time.
Smoothflow
“Smoothflow”
automates customer engagements, including building ChatBots, VoiceBots and IoTBots to deliver an Omni channel customer service experience.
The product uses the power of artificial intelligence to keep improving the conversational flow and user experience.
Provisions
A
provision is recognized when the Company has present obligations as a result of past events. It is probable that an outflow of resources
embodying economic benefits will be required to settle the obligations and reliable estimates can be made of amount of the obligation.
Provisions are not discounted at their present value and are determined based on the best estimates required to settle the obligation
at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.
Income
Taxes
The
Company accounts for income taxes using the asset and liability method. Under the asset and liability method, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts
of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets
and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences
are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in
income in the period that includes the enactment date. Deferred tax assets and liabilities are not recognized in the current financials
due to recurring tax losses and the uncertainty of the realization of the tax allowances. Withholding taxes deducted from the source
of income from foreign operations are debited to profit and loss account due to non-refundable status.
Quantitative
and Qualitative Disclosure about Market Risk
We
are exposed to financial market risks, primarily changes in interest rates. Market risk is the potential loss arising from adverse changes
in market rates and prices.
Foreign
Currency Exchange Risk
Our
results of operations and cash flows are subject to fluctuations due to changes in foreign currency exchange rates. All of our revenues
are normally generated in U.S. dollars or Sri Lankan rupees. Our expenses are generally denominated in the currencies in which our operations
are located, which are primarily in Asia and to a lesser extent in the U.S. Our results of operations and cash flows are, therefore,
subject to fluctuations due to changes in foreign currency exchange rates and may be adversely affected in the future due to changes
in foreign exchange rates. To date, we have not engaged in any foreign currency hedging strategies. As our international operations grow,
we plan to generate revenues in foreign currencies and we will continue to reassess our approach to manage our risk relating to fluctuations
in currency rates.
Inflation
We
do not believe that inflation had a material effect on our business, financial condition or results of operations in the last three fiscal
years. If our costs were to become subject to significant inflationary pressures, we may not be able to fully offset such higher costs
through price increases. Our inability or failure to do so could harm our business, financial condition and results of operations.
C.
Results of operations for the three months ended June 30, 2023 and June 30, 2022:
The
Company had revenues amounting to $19,330 and $12,253, respectively, for three months ended June 30, 2023 and June 30, 2022. Following
is a breakdown of revenues for both periods:
Product | |
June 30, 2023 | | |
June 30, 2022 | | |
Changes | |
| |
| | |
| | |
| |
Facetone | |
$ | 16,142 | | |
$ | 9,746 | | |
$ | 6,396 | |
Software hosting and reselling | |
| 3,188 | | |
| 2,507 | | |
| 681 | |
| |
$ | 19,330 | | |
$ | 12,253 | | |
$ | 7,077 | |
Total
revenue for the three months ended June 30, 2023 increased by 58% when compared to June 30, 2022. The increase is mainly due to the revenue
generated from new projects.
For
the three months ended June 30, 2023 and June 30, 2022, the Company had the following concentrations of revenues with customers:
Customer | |
June 30, 2023 | | |
June 30, 2022 | |
| |
| | |
| |
A | |
| 20.88 | % | |
| 28.21 | % |
B | |
| 17.44 | % | |
| 24.70 | % |
C | |
| 17.39 | % | |
| 22.79 | % |
D | |
| 10.32 | % | |
| 14.58 | % |
E | |
| 25.09 | % | |
| 0.00 | % |
Other misc. customers | |
| 8.88 | % | |
| 9.72 | % |
| |
| 100.00 | % | |
| 100.00 | % |
The
total cost of sales amounted to $2,253 and $9,602 for the three months ended June 30, 2023 and June 30, 2022, respectively. The following
table sets forth the Company’s cost of sales breakdown for both periods:
| |
June 30, 2023 | | |
June 30, 2022 | | |
Changes | |
Developer support and implementation | |
| 1,806 | | |
| 1,249 | | |
| 557 | |
Other external services | |
| 368 | | |
| 36 | | |
| 332 | |
Purchases/ hosted servers | |
| 79 | | |
| 180 | | |
| (101 | ) |
Amortization of product development cost | |
| - | | |
| 8,137 | | |
| (8,137 | ) |
| |
$ | 2,253 | | |
| 9,602 | | |
| (7,349 | ) |
Cost
of sales decreased by $7,349 in the three months ended June 30, 2023 when compared to the three months ended June 30, 2022. Decrease
in amortization of product development cost was the main contributor to the decrease in cost of sales.
The
gross income for the three months ended June 30, 2023 and June 30, 2022 amounted to $17,077 and $2,651, respectively.
The
total operating expenditure amounted to $55,800 and $40,367 for the three months ended June 30, 2023 and June 30, 2022, respectively.
Operating expenditure increased by 38% during the three months ended June 30, 2023 when compared to the operating expenditure of the
same period in 2022. The following table sets forth the Company’s operating expenditure analysis for both periods:
| |
June 30, 2023 | | |
June 30, 2022 | | |
Changes | |
General and administrative | |
$ | 34,740 | | |
$ | 33,352 | | |
$ | 1,388 | |
Salaries and casual wages | |
| 16,219 | | |
| 6,246 | | |
| 9,973 | |
Selling and distribution | |
| 1,413 | | |
| 107 | | |
| 1,306 | |
Depreciation | |
| 2,695 | | |
| 282 | | |
| 2,413 | |
Amortization of web site development | |
| 733 | | |
| 380 | | |
| 353 | |
Total operating expenses | |
$ | 55,800 | | |
$ | 40,367 | | |
$ | 15,433 | |
Following
are the main reasons for the variances in operating expenses of the Company:
General
and Administrative Cost
During
the three months ended June 30, 2023, general and administrative cost increased by 4% when compared to the same period in 2022.
Salaries
and casual wages
Salaries
and casual wages increased by $9,973 during the three months ended June 30, 2023 as there was an increase in the total number of staff
to support the new projects when compared to the same period in 2022.
Selling
and distribution
During
the period ended June 30, 2023, marketing expenses increased by $1,306.
Depreciation
and Amortization expense
Depreciation
and amortization expense had increased by $2,766 during the three months ended June 30, 2023, when compared to the three months ended
June 30, 2022.
The
Company recorded an operating loss of $38,723 and $37,716 for the period ended June 30, 2023 and June 30, 2022 respectively.
The
Company’s other income and (expense) for the three months ended June 30, 2023 and June 30, 2022 amounted to $8,454 and $28,929,
respectively. The following table sets forth the Company’s other income and (expense) analysis for both periods:
| |
June 30, 2023 | | |
June 30, 2022 | | |
Changes | |
Interest expense | |
$ | (698 | ) | |
$ | - | | |
$ | (698 | ) |
Other income | |
| 9,132 | | |
| 51,678 | | |
| (42,546 | ) |
Gain / (Loss) on disposals | |
| 81 | | |
| 1,939 | | |
| (1,858 | ) |
Bank charges | |
| (58 | ) | |
| (39 | ) | |
| (19 | ) |
Exchange (loss) / gain | |
| (1 | ) | |
| (24,649 | ) | |
| 24,648 | |
Total other income (expenses) | |
$ | 8,454 | | |
$ | 28,929 | | |
$ | (20,475 | ) |
Other
income decreased by $20,475 in the three months ended June 30, 2023, when compared to the three months ended June 30, 2022. The main
reason for this decrease was the increase in other income.
The
loss before provision for income taxes for the three months ended June 30, 2023 and June 30, 2022 amounted to $30,269 and $8,787, respectively.
The
net loss for the three months ended June 30, 2023 and June 30, 2022 amounted to $30,133 and $8,787, respectively.
The
Company’s comprehensive loss for the three months ended June 30, 2023 and June 30, 2022 amounted to $121,517 and $306,962, respectively.
Comprehensive Income / (Loss): | |
June 30, 2023 | | |
June 30, 2022 | |
(Loss) / gain on foreign currency translation | |
$ | (91,384 | ) | |
$ | 315,749 | |
Net loss | |
| (30,133 | ) | |
| (8,787 | ) |
Comprehensive loss | |
$ | (121,517 | ) | |
$ | 306,962 | |
At
June 30, 2023 and March 31, 2023, the Company had 88,375,838 and 88,375,838 common shares issued and outstanding, respectively. The weighted
average number of shares for the three months ended June 30, 2023 and June 30, 2022 was 88,375,838 and 74,681,773, respectively. The
loss per share for both periods was $(0.00) per share and $(0.00) per share, respectively.
D.
Financial condition as at June 30, 2023 and March 31, 2023:
Assets:
The
Company reported total assets of $474,928 and $466,859 as at June 30, 2023 and March 31, 2023, respectively. 50% of these total assets
include intangible assets and 16% of total assets are comprised of prepaid expenses and other current assets of the Company. Our property
and equipment include office equipment, computer equipment (Data Processing Equipment), furniture and fittings, web site developments
and improvement to leasehold assets having a total net book value of $10,073 and $10,545 as at June 30, 2023 and March 31, 2023, respectively.
Furthermore, our current assets as at March 31, 2023 totaled $95,073 and as at June 30, 2023, our current assets were $108,018. These
current assets amounted to $108,018, comprised of cash of $5,043, accounts receivable of $20,932, prepaid and other current assets of
$77,089 and accrued revenue of $4,954.
Liabilities:
The
Company had total liabilities of $2,419,245 and $2,289,522 as at June 30, 2023 and March 31, 2023, respectively. Long term liabilities
include balances owed to related parties which are outstanding for more than 12 months. Our current liabilities at March 31, 2023 totaled
$1,725,619. We have seen an increase of 6% in current liabilities amounting to $98,167, making total current liabilities of $1,823,786
as at June 30, 2023. These mainly include short-term third-party debt, payroll liabilities, payable to related parties, deferred revenue,
taxes payable, accrued liabilities and our day to day operational creditors.
Stockholder’s
Deficit:
At
March 31, 2023, the Company had stockholders’ deficit of $1,822,663. At June 30, 2023, the Company had stockholders’ deficit
of $1,944,317, which represents an increase of $121,654.
The
Company had 88,375,838 and 88,375,838 shares issued and outstanding at June 30, 2023 and March 31, 2023, respectively.
E.
Liquidity and capital reserves:
The
Company had losses from operations amounting to $38,723 and $37,716 for the three months ended June 30, 2023 and 2022, respectively;
a total other income (expense) amounting to $8,454 and $28,929 for the three months ended June 30, 2023 and 2022, respectively; and a
net loss of $30,133 and $8,787 for the three months ended June 30, 2023 and 2022, respectively.
In
summary, our cash flows for the three months ended June 30, 2023 and June 30, 2022 were as follows:
| |
June 30, 2023 | | |
June 30, 2022 | |
Net cash provided by operating activities | |
$ | 75,573 | | |
$ | (251,006 | ) |
Net cash used in investing activities | |
| (619 | ) | |
| (1,693 | ) |
Net cash provided by financing activities | |
| - | | |
| 10,000 | |
Since
inception, we have financed our operations primarily through internally generated funds and the use of our lines of credit with several
financial institutions. We had $5,043 in cash; net cash provided by operations of $75,573 for the three months ended June 30, 2023; working
capital deficit of $1,715,768; and stockholders’ deficit of $1,944,317 as of June 30, 2023.
F.
Milestones for next twelve months (2023-2024):
Our
specific plan of operations and milestones through June 2024 are as follows:
a)
New Cloud Product
The
company is now ready to capitalize on the opportunities that have risen post-Covid for ‘communication and collaboration software
products. The new cloud product DialDesk had its soft launch on October 5, 2022 and currently the company is building brand awareness.
The product is initially being marketed online to the south east Asian market, as a test market. DialDesk will be marketed to other markets
thereafter. This will enable us to reach new geographical locations where we do not have physical presence or partnerships.
b)
Geographical Expansion with Facetone
We
have signed partnership agreements with systems integrators and resellers in Sri Lanka and are in the process of signing with a few others
in the region to promote Facetone
c)
Knowledge Capital, Learning and Innovation.
Our
greatest strength is our human capital. We have the ability to continue to innovate and set trends within the industries in which we
operate, due to our ability to innovate and create value in our products.
Our
management intends to:
|
● |
Continue
to empower and create value for our human capital; |
|
|
|
|
● |
Encourage
disruptive technologies; |
|
|
|
|
● |
Provide
greater opportunities for knowledge sharing; and |
|
|
|
|
● |
Sponsor
and motivate learning and adoption of new technologies |
d)
Financial Performance
We
intend to provide value for all our shareholders by:
|
● |
Increase
revenue by marketing the new products and the existing products via partnerships and resellers, efficiently manage operations and
break-even. |
|
|
|
|
● |
Increasing
free cash flow and efficiently managing the use of funds; |
|
|
|
|
● |
Capitalizing
on the opportunities presented by the pandemic, for SaaS products that help organizations operate remotely. |
|
|
|
|
● |
Providing
capital appreciation. |
e)
Corporate Social Responsibility
Our
wholly-owned subsidiary, Duo Software (Pvt.) Ltd., was Asia’s first software development company to be certified Carbon Neutral
in 2011.
We
intend to be environmentally friendly, and continue with the carbon foot print audit and Carbon Neutral Certification in future.
Item
3. Quantitative and Qualitative Disclosures about Market Risk
Not
applicable.
Item
4. Controls and Procedures
Evaluation
of Disclosure Controls and Procedures
As
of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our
Principal Executive Officer and Principal Financial Officer of the effectiveness of the design and operation of our disclosure controls
and procedures. Based on this evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure
controls and procedures (as defined in Rules 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934) were effective.
Changes
in internal control over financial reporting
There
were no changes in our internal control over financial reporting during our last fiscal quarter that materially affected, or is reasonably
likely to materially affect, the Company’s internal control over financial reporting.
PART
II – OTHER INFORMATION
Item
1. Legal Proceedings
We
are not involved in any legal proceedings.
Item
1A. Risk Factors
Not
applicable.
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item
3. Defaults upon Senior Securities
None.
Item
4. Mine Safety Disclosures
Not
applicable.
Item
5. Other Information
None.
Item
6. Exhibits
See
Exhibit Index below for exhibits required by Item 601 of regulation S-K.
EXHIBIT
INDEX
List
of Exhibits attached or incorporated by reference pursuant to Item 601 of Regulation S-K:
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) 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.
|
DUO
WORLD, INC. |
|
|
Date:
August 21, 2023 |
/s/
Muhunthan Canagasooryam |
|
Muhunthan
Canagasooryam |
|
President
and Chief Executive Officer |
|
(Principal
Executive Officer) |
|
|
Date:
August 21, 2023 |
/s/
Suzannah Jennifer Samuel Perera |
|
Suzannah
Jennifer Samuel Perera |
|
Chief
Financial Officer |
|
(Principal
Accounting and Financial Officer) |
Exhibit
31.1
DUO
WORLD, INC.
A
Nevada corporation
CERTIFICATION
OF PRINCIPAL EXECUTIVE OFFICER
Section
302 Certification
I,
Muhunthan Canagasooryam, certify that:
1. |
I
have reviewed this quarterly report on Form 10-Q of Duo World, Inc. for the quarter ended June 30, 2023. |
|
|
2. |
Based
on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect
to the period covered by this report; |
|
|
3. |
Based
on my knowledge, the financial statements, and other financial information included in this interim report, fairly present in all
material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented
in this report; |
|
|
4. |
I
am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rules 13a-15 (f) and 15d-15(f)) for the registrant
and have: |
|
a) |
Designed
such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to
ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others
within those entities, particularly during the period in which this annual report is being prepared; |
|
|
|
|
b) |
Designed
such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my
supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted accounting principles; |
|
|
|
|
c) |
Evaluated
the effectiveness of the registrant’s disclosure controls and procedures and presented in this report my conclusions about
the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; |
|
|
|
|
d) |
Disclosed
in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s
most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal
control over financial reporting; and |
5. |
I
have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors
and the audit committee of the registrant’s board of directors (or persons performing the equivalent function): |
|
a) |
All
significant deficiencies in the design of operation of internal controls which would adversely affect the registrant’s ability
to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weakness
in internal controls; and |
|
|
|
|
b) |
Any
fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer’s
internal control over financial reporting. |
Date:
August 21, 2023 |
/s/
Muhunthan Canagasooryam |
|
Muhunthan
Canagasooryam |
|
President
and Chief Executive Officer |
|
(Principal
Executive Officer) |
Exhibit
31.2
DUO
WORLD, INC.
A
Nevada corporation
CERTIFICATION
OF PRINCIPAL FINANCIAL OFFICER
Section
302 Certification
I,
Suzannah Jennifer Samuel Perera, certify that:
1. |
I
have reviewed this quarterly report on Form 10-Q of Duo World, Inc. for the quarter ended June 30, 2023. |
|
|
2. |
Based
on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect
to the period covered by this report; |
|
|
3. |
Based
on my knowledge, the financial statements, and other financial information included in this interim report, fairly present in all
material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented
in this report; |
|
|
4. |
I
am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rules 13a-15 (f) and 15d-15(f)) for the registrant
and have: |
|
a. |
Designed
such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to
ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others
within those entities, particularly during the period in which this annual report is being prepared; |
|
|
|
|
b. |
Designed
such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my
supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted accounting principles; |
|
|
|
|
c. |
Evaluated
the effectiveness of the registrant’s disclosure controls and procedures and presented in this report my conclusions about
the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; |
|
|
|
|
d. |
Disclosed
in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s
most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal
control over financial reporting; and |
5. |
I
have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors
and the audit committee of the registrant’s board of directors (or persons performing the equivalent function): |
|
a. |
All
significant deficiencies in the design of operation of internal controls which would adversely affect the registrant’s ability
to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weakness
in internal controls; and |
|
|
|
|
b. |
Any
fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer’s
internal control over financial reporting |
Date:
August 21, 2023 |
/s/
Suzannah Jennifer Samuel Perera |
|
Suzannah
Jennifer Samuel Perera |
|
Chief
Financial Officer |
|
(Principal
Accounting and Financial Officer) |
Exhibit
32.1
DUO
WORLD, INC.
A
Nevada corporation
CERTIFICATION
PURSUANT TO
18
U.S.C. SECTION 1350
SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002
In
connection with the Quarterly Report of Duo World, Inc. (“Company”) on Form 10-Q for the quarter ended June 30, 2023, as
filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Muhunthan Canagasooryam, President
and Chief Executive Officer, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002, that:
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations
of the Company.
A
signed original of this written statement required by Section 906, or other document authentication, acknowledging, or otherwise adopting
the signature that appears in typed from within the electronic version of this written statement required by Section 906, has been provided
to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Date:
August 21, 2023 |
/s/
Muhunthan Canagasooryam |
|
Muhunthan
Canagasooryam |
|
President
and Chief Executive Officer |
|
(Principal
Executive Officer) |
Exhibit
32.2
DUO
WORLD, INC.
A
Nevada corporation
CERTIFICATION
PURSUANT TO
18
U.S.C. SECTION 1350
SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002
In
connection with the Quarterly Report of Duo World, Inc. (“Company”) on Form 10-Q for the quarter ended June 30, 2023, as
filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Suzannah Jennifer Samuel Perera,
Chief Financial Officer, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
that:
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations
of the Company.
A
signed original of this written statement required by Section 906, or other document authentication, acknowledging, or otherwise adopting
the signature that appears in typed from within the electronic version of this written statement required by Section 906, has been provided
to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Date:
August 21, 2023 |
/s/
Suzannah Jennifer Samuel Perera |
|
Suzannah
Jennifer Samuel Perera |
|
Chief
Financial Officer |
|
(Principal
Accounting and Financial Officer) |
v3.23.2
Cover - shares
|
3 Months Ended |
|
Jun. 30, 2023 |
Aug. 17, 2023 |
Cover [Abstract] |
|
|
Document Type |
10-Q
|
|
Amendment Flag |
false
|
|
Document Quarterly Report |
true
|
|
Document Transition Report |
false
|
|
Document Period End Date |
Jun. 30, 2023
|
|
Document Fiscal Period Focus |
Q1
|
|
Document Fiscal Year Focus |
2023
|
|
Current Fiscal Year End Date |
--03-31
|
|
Entity File Number |
0-55698
|
|
Entity Registrant Name |
DUO
WORLD, INC.
|
|
Entity Central Index Key |
0001635136
|
|
Entity Tax Identification Number |
35-2517572
|
|
Entity Incorporation, State or Country Code |
NV
|
|
Entity Address, Address Line One |
c/o
Duo Software (Pvt.) Ltd.
|
|
Entity Address, Address Line Two |
No.
6, Charles Terrace
|
|
Entity Address, Address Line Three |
Off Alfred Place
|
|
Entity Address, City or Town |
Colombo
03
|
|
Entity Address, Country |
LK
|
|
Entity Address, Postal Zip Code |
Not
applicable
|
|
City Area Code |
870
|
|
Local Phone Number |
505-6540
|
|
Entity Current Reporting Status |
Yes
|
|
Entity Interactive Data Current |
Yes
|
|
Entity Filer Category |
Non-accelerated Filer
|
|
Entity Small Business |
true
|
|
Entity Emerging Growth Company |
false
|
|
Entity Shell Company |
false
|
|
Entity Common Stock, Shares Outstanding |
|
88,375,838
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v3.23.2
Consolidated Balance Sheets - USD ($)
|
Jun. 30, 2023 |
Mar. 31, 2023 |
Current Assets |
|
|
Cash and cash equivalents |
$ 5,043
|
$ 18,712
|
Accounts receivable - trade |
20,932
|
1,683
|
Prepaid expenses and other current assets |
77,089
|
73,904
|
Accrued revenue |
4,954
|
774
|
Total Current Assets |
108,018
|
95,073
|
Non Current Assets |
|
|
Property and equipment, net of accumulated depreciation of $143,126 and $139,483 respectively |
10,073
|
10,545
|
Intangible assets, net |
239,559
|
242,627
|
Lease - Right to use Asset |
12,858
|
14,194
|
Goodwill |
104,420
|
104,420
|
Total Non Current Assets |
366,910
|
371,786
|
Total Assets |
474,928
|
466,859
|
Current Liabilities |
|
|
Accounts payable |
429,380
|
415,766
|
Payroll, employee benefits, severance |
326,691
|
309,097
|
Due to related parties |
648,272
|
600,711
|
Payable for acquisition |
185,762
|
185,762
|
Taxes payable |
111,737
|
106,085
|
Accruals and other payables |
110,407
|
106,855
|
Deferred revenue |
11,537
|
1,343
|
Total Current liabilities |
1,823,786
|
1,725,619
|
Long Term Liabilities |
|
|
Due to related parties |
563,400
|
534,552
|
Employee benefit obligation |
17,426
|
14,290
|
Lease liability |
14,633
|
15,061
|
Total Long Term liabilities |
595,459
|
563,903
|
Total liabilities |
2,419,245
|
2,289,522
|
Commitments and contingencies (Note 17) |
|
|
Shareholders’ Deficit |
|
|
Ordinary shares: $0.001 par value per share; 400,000,000 shares authorized; 88,375,838 and 88,375,838 shares issued and outstanding, respectively |
88,376
|
88,376
|
Convertible series “A” preferred shares: $0.001 par value per share; 10,000,000 shares authorized; 5,000,000 and 5,000,000 shares issued and outstanding, respectively |
5,000
|
5,000
|
Additional paid in capital |
12,293,480
|
12,293,480
|
Accumulated deficit |
(15,738,360)
|
(15,708,227)
|
Accumulated other comprehensive income |
1,302,156
|
1,393,540
|
Non controling interest |
105,032
|
105,168
|
Total shareholders’ deficit |
(1,944,317)
|
(1,822,663)
|
Total Liabilities and Shareholders´ Deficit |
$ 474,928
|
$ 466,859
|
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