Forward Looking Statements


This section of the report includes a number of forward-looking statements that
reflect our current views with respect to future events and financial
performance. Forward-looking statements are often identified by words like:
believe, expect, estimate, anticipate, intend, project and similar expressions,
or words which, by their nature, refer to future events. Actual results could
differ materially from those anticipated in these forward looking statements as
a result of any number of factors, including those set forth in this Quarterly
Report, and in the Company's most recent Annual Report on Form 10-K filed on
March 20, 2020.



All written and oral forward-looking statements made in connection with this
Quarterly Report on Form 10-Q that are attributable to us or persons acting on
our behalf are expressly qualified in their entirety by these cautionary
statements. Given the uncertainties that surround such statements, you are
cautioned not to place undue reliance on such forward-looking statements, which
apply only as of the date of this quarterly report. These forward-looking
statements are subject to certain risks and uncertainties that could cause
actual results to differ materially from historical results or our predictions.



Overview


The following discussion is an overview of the important factors that management focuses on in evaluating our businesses, financial condition and operating performance and should be read in conjunction with the financial statements included in this Quarterly Report on Form 10-Q.





The Company is subject to a number of risks similar to other companies in the
medical device industry. These risks include but are not limited to rapid
technological change, uncertainty of market acceptance of our products,
uncertainty of regulatory approval, competition from substitute products and
larger companies, the need to obtain additional financing, compliance with
government regulation, protection of proprietary technology, product liability,
and the dependence on key individuals.



Our Business



We are engaged in the business of designing, developing, manufacturing and
marketing of biomaterial internal fixation devices. We hold one medical device
permit from the National Medical Products Administration of the PRC ("NMPA") for
our product - polymer orthopaedic internal fixation screws and two patents
issued by the State Intellectual Property Office of the P.R.C. ("SIPO"). Our
polyamide materials, their uses and manufacturing processes are protected by
Patent No. ZL971190739. A new patent, No. ZL201410647464.1 titled "Bone Fracture
Plate Made of High Polymer Materials" was granted to us in January 2018. Our
polyamide materials are used in producing screws, binding wires, rods and
related products. These products are used in a variety of applications including
orthopaedic trauma, sports related medical treatment, or cartilage injuries, and
reconstructive dental procedures. At this time, our company is the sole patent
holder and market permit holder of PA technologies in China, as well as the only
company currently engaged in clinical trials, manufacturing and marketing for PA
orthopaedic internal fixation devices in the PRC. Our products are made of a
very unique material called PA6-P(MMA-CO-NVP)-HA ("PA"). Our PA products, such
as screws, binding wires, rods, suture anchors and rib-pins consist of enhanced
fibers and high molecular polymers which are designed to facilitate quick
healing of complex fractures in many areas of the human skeletal system.



  4






Our products offer a number of significant advantages over existing metal implants and the first generation of degradable implants (i.e. PLLA) for patients, surgeons and other customers including:

1. A notably reduced need for a secondary surgery to remove implant due to

post-operative complications, therefore avoiding unnecessary risk and expense

on all patient care;

2. Enhancing the performance of the materials by manufacturing them to be easily

fitted to each patient, forming an exact fit;

3. Improving the biological activity of materials. Clinical trial results have

shown that PA implants promote a progressive shift of load to the new bone


     creating micro-motion and thereby avoiding bone atrophy due to 'stress
     shielding';
  4. Reducing the chance of post-operative infection;
  5. Stimulate bone tissues to facilitate effective biological integration,
     benefitting the regeneration of bone;
  6. Ease of post-operative care i.e. no distortion during x-ray imaging;
  7. Simple and cost-effective to manufacture.




Our products are designed to replace the traditional internal fixation device
made of stainless steel and titanium and overcome the limitations of previous
generations of products such as PLA and PLLA. Our laboratory statistics show
that our PA products have a higher mechanical strength, last longer in
degradation ratio and are more evenly absorbed form outer layer inwards as
compared with similar materials such as PLA and PLLA. Thus PA allows increased
restoration time for bone healing and re-growth. The Company's polymer
orthopaedic internal fixation screws received approval from the National Medical
Products Administration of the PRC ("NMPA") in April 2018. We launched our sales
campaign at the end of our fiscal year ended October 31, 2019 and achieved a
milestone in the Company's history by generating revenue through the sales

of
our PA Screws.


NMPA Application Process and Approval for Polymer Screws





The Company first submitted its application for PA Screws to the NMPA (formerly
the SFDA/CFDA) in 2008. The application has been withheld by the NMPA pending
additional clinical trial cases. This is due to the amended NMPA regulations,
which unlike previous regulations require the applicant to specify the position
on the body where the clinical trial is carried out. Our amended NMPA
application has specified the ankle fracture as the body part of our clinical
trial. This is because bones around this part carry most of the body weight.



Due to the uniqueness of our material, there were no established NMPA Product
Standards that we could follow during our application process for our PA Screws.
To establish our own Product Standards, the Company had been carrying out extra
tests. The Company submitted its Product Standards and supplementary reports to
the NMPA in 2014. In December 2016, the Company received a notice from the NMPA
requesting supplementary report as part of the review process. The Company
completed the supplementary report and submitted it to the NMPA in June 2017.



In April 2018, the Company's application for its PA Screws was approved by the NMPA in China (Medical Device Certification Number: 20183460133).





Process of Human Trials



As of January 31, 2020, for medical study and comparison purpose, the Company
has completed a total of 83 successful clinical human trial cases, including 71
cases on ankle fractures and 57 successful PA Binding Wire trial cases. We have
been conducting human trials at the 6 state level hospitals recognized by NMPA
for clinical trials in different cities throughout China; including Nanchang,
Changsha, Luoyang, Nanning and Tianjin. The cities and provinces where our
clinical trial hospitals are based will be the initial target regions on our
marketing plan. These regions are both densely populated and have experienced
high or above medium economic growth. The clinical trials for the Company's PA
Screws have been completed with 100 percent success rate. Having gained NMPA
approval for PA Screws, the Company is planning to start clinical trials on
series of orthopaedic products the Company has developed using the same unique
biomaterial.



  5







Government Regulation



Medical implant devices/products manufactured or marketed by the Company in
China are subject to extensive regulations by the NMPA. Pursuant to the related
laws and acts, as amended, and the regulations promulgated there under (the
"NMPA Regulations"), the NMPA regulates the clinical testing, manufacture,
labeling, distribution and promotion of medical devices. The NMPA also has the
authority to request repair, replacement, or refund of the cost of any device
manufactured or distributed by the Company.



Under the NMPA Regulations, medical devices are classified into three classes
(class I, II or III), the basis of the controls deemed necessary by the NMPA to
reasonably assure their safety and efficacy. Under the NMPA's regulations, class
I devices are subject to general controls (for example, labeling and adherence
to Good Manufacturing Practices ("GMP") requirements) and class II devices are
subject to general and special controls. Generally, class III devices are those
which must receive premarket approval by the NMPA to ensure their safety and
efficacy (for example, life-sustaining, life-supporting and certain implantable
devices, or new devices which have not been found substantially equivalent to
legally marketed class I or class II devices). The Company is classified as a
manufacturer of class III medical devices. Current NMPA enforcement policy
prohibits the marketing of approved medical devices for unapproved uses.



Before a new device can be introduced into the market in China, the manufacturer
generally must obtain NMPA marketing clearance through clinical trials. Since
the Company is classified as a manufacturer of Class III medical devices, the
Company must carry out all clinical trials in pre-selected NMPA approved
hospitals.



Manufacturers of medical devices for marketing in China are required to adhere
to GMP requirements. Enforcement of GMP requirements has increased significantly
in the last several years and the NMPA has publicly stated that compliance will
be more strictly scrutinized. From time to time the NMPA has made changes to the
GMP and other requirements that increase the cost of compliance. Changes in
existing laws or requirements or adoption of new laws or requirements could have
a material adverse effect on the Company's business, financial condition and
results of operations. There can be no assurance that the Company will not incur
significant costs to comply with applicable laws and requirements in the future
or that applicable laws and requirements will not have a material adverse effect
upon the Company's business, financial condition and results of operations.



Regulations regarding the development, manufacturing and sale of the Company's
products are subject to change. The Company cannot predict the impact, if any,
that such changes might have on its business, financial condition and results of
operations.



Results of Operations


The "Results of Operations" discussed in this section merely reflect the information and results of the Company for the period from September 25, 2002 (Shenzhen Changhua's date of inception) to January 31, 2020 and 2019.





  6









Revenues



The Company achieved a milestone in its history by generating sales revenue at
the end of the fiscal year ended October 31, 2019. As of January 31, 2020, the
Company's net sales increased from $11,657 to $60,501 compared with previous
quarter. Due to the COVID-19 pandemic, non-essential operations have been
cancelled in hospitals nationwide in China. We expect the sales of our PA Screws
to fall in the second quarter of 2020, and gradually recover during the third
quarter as the COVID-19 cases ease off in China.



Our management team is continuously looking for fundraising possibilities for
sales and marketing expansion, product improvement, machinery upgrades, facility
expansions and continuous research and development.



Our facility is located in Shenzhen, China, which is built to meet the GMP
standards. Our facility covers about 865 square meters, which includes the
combined facilities of offices, laboratories, and workshops. There is one
production line for the PA Screw and another production line for the PA Binding
Wire. The annual production capabilities of each production line are 100,000
pieces for PA Screw, and 240,000 packs for the PA Binding Wires. Both production
lines, at their maximum production capacities are capable of generating
approximately $30,000,000 in annual revenue.



Estimate current production lines in full capacity



                                                                                           Total Turnover
                                   Output Quantity (Max.)        Price at ex-factory ($)        ($)
PA Screw                             100,000         (piece)              180                  18,000,000
PA Binding Wire                      240,000          (pack)               50                  12,000,000
                                                                                  Total:       30,000,000




China's Marketing Analysis:



We have established long term relationships with many hospitals and national
distributors in China. Ms. Hui Wang, the Company's CEO, has over 25 years' sales
experience in medical distribution. Professor Shangli Liu, our chief medical
advisor, is one of the highest ranked orthopedic doctors in China as well as
being highly renowned in the rest of the world. He will assist the Company in
nationwide product promotion and joint projects with associated academic
institutions and medical schools. During product development and clinical trial
stages, we developed close relationships with many major national hospitals. We
expect these relationships to boost our revenue generation.



China's market for PA devices depends on 3 major conditions:

- Patients

- Advanced technology level

- Performance and price of the materials

China has gradually entered the Old Age Society. It is expected that there will
be 245 million people over 60 years of age by 2020, and, according to the survey
of 50 years old, the incidence of osteoporosis is as high as 60%, accompanied by
osteoporosis, fracture, bone necrosis, disability and other diseases, resulting
in continued high demand of orthopaedic implant medical devices. (Source: The
UN; Shenwan Hongyuan Securities research report).



  7






The Company has advantages and more opportunities over others competitors due to:

- No other similar patent registrations in China.

- We are the only company to receive market approval and permission to perform PA clinical trials by the NMPA to the best of our knowledge.

- We have a timing advantage over other Chinese companies; other companies would need to successfully complete preclinical testing for the NMPA in order to obtain clinical trial permits.

- Under new regulations by the NMPA, it will take at least 5-10 years for clinical trials of new materials.

- Our patented material enables us to rapidly diversify our product line according to market trend and demand.

Number of Hospitals at the end of February 2020 Statistic and Census report by the National Health Commission of the People's Republic of China.





    Statistic and Census report by the National Health Commission of the People's Republic of China
                                            (February 2020)

                                 February 2020           February 2019          Increase / (Decrease)
  Total No. of Hospitals                  34,104                  33,125                           979
      Public Hospital                     11,915                  11,960                           (45 )
     Private Hospital                     22,189                  21,165                         1,024
      Hospital Rating
            AAA                            2,762                   2,582                           180
            AA                             9,730                   9,061                           669
             A                            11,153                  10,850                           303
          Unrated                         10,459                  10,632                          (173 )




In general, technological advancements and the marketing potential within Asia
are the biggest factors in driving significant growth within the global
orthopedic devices market. Another major factor that positively influences this
market is the growing number of aging baby boomers with active lifestyles. This
sector represents a large portion of the total population.



Research and Development



Research and development costs related to both present and future products are
expensed as incurred. Total expenditure on research and development charged to
general and administrative expenses for the quarter ended January 31, 2020

and
2019 was $56,780 and $16,979.



We expect research and development expenses to grow as we continue to invest in
basic research, clinical trials, product development and in our intellectual
property. The Company will be working closely with medical institutions and
research universities to expedite future clinical trials of upcoming series of
polymer fixation devices, including Intramedullary Nailing Fixation, Binding
Wires, Micromodule Screws & Plates, Maxillofacial & Craniofacial Plates, and Rib
Pins.



Marketing Strategy



The Company has been conducting Pre-Market Research before its PA Screws
application was approved by the NMPA in April 2018. The research is intended to
estimate the potential market success of the company's products that can be
expected. The research also beyond the Company's initial market - China, and
covers international markets. Based on the results of our Pre-Market Research
and the positive feedbacks we have received from trade shows and industrial
conferences, it is the Company's intention to apply for additional international
regulatory approvals in due course.



  8






The Company will market its products through a hybrid sales force comprised of a managed network of independent regional distributors/sales agents (80%) and direct sales representatives (20%) in China.

There are two ways the Company will generate revenue, 1) through our nationwide and regional distributors and 2) through our direct sales channels.





The Company is currently working to have its products registered on multiple
provincial Group Purchasing Organization (GPO) platforms. A few distributors
have made deposit payment. The Company is working with distributors to develop
sales channels and have its products reaching hospitals.



Impact of COVID-19 Outbreak


The Company's primary business is carried out through its subsidiary, Shenzhen Changhua Biomedical Engineering Co., Ltd. ("Shenzhen Changhua"), based in Shenzhen, China, where the COVID-19 pandemic started in January 2020.

The Company has identified the following areas that have been adversely affected by COVID-19 pandemic:

1. Operation: Our facilities in China were not fully staffed due to COVID-19

lockdown, travel restrictions and quarantine requirements. This affected our

accounting and marketing departments mostly because a large number of staff

couldn't come back to office as they were not allowed to travel or have

14-day quarantine before they come back to work. As the crisis is easing off

in China, we expect our operation to gradually be back to normal.

2. Manufacturing: We have sufficient raw material stock for 2 months and our

production should not be affected. However, if COVID-19 pandemic persists and

continues beyond May 2020, our supply chain will be affected, and we may be

short of raw material supply.

3. Marketing: We launched our sales campaign in November 2019 and our sales

increased in the quarter ended January 31, 2020. Our sales and marketing


     plans have been disrupted by COVID-19 pandemic because almost all the
     hospitals in China have been dealing with COVID-19 and non-essential
     operations have been postponed or cancelled.



The Company has been working with its business partners and workforce through crisis planning, effective communication and co-operation to minimize the negative impact of the COVID-19 pandemic.





Finance Costs



As of January 31, 2020 and October 31, 2019, a stockholder and four related
parties had loaned a total of $5,044,984 and $4,916,638 respectively to the
Company as unsecured loans repayable on demand and interest is charged at 7% per
annum on the amount due. Total interest expenses on advances from a stockholder
and the related parties accrued for the three months ended January 31, 2020 and
2019 were $80,254 and $75,507 respectively.



As of January 31, 2020 and October 31, 2019, the Company owed $298,911 and
$280,514 respectively to the directors for advances made on an unsecured basis,
repayable on demand. Total imputed interest expenses on advances from directors,
calculated at 5% per annum, recorded as additional paid-in capital amounted to
$3,389 and $3,148 for the three months ended January 31, 2020 and 2019
respectively.



  9







Net Loss



The net loss attributable to common stockholders for the three months ended
January 31, 2020 and 2019 were $63,789 and $252,523 respectively. We started to
generate revenue at the end of our fiscal year from inception to October 31,
2019 before our sales campaign was disrupted by the COVID-19 pandemic, but we
have to incur operating expenses for the upkeep of the Company and the clinical
trials.


Liquidity and Capital Resources


We had a working capital deficit of $6,780,031 and $6,577,273 as of January 31,
2020 and October 31, 2019 respectively. Our working capital deficit is due to
the fact that we received the NMPA approval for one product in April 2018 and we
are in the process to produce, market and sell our product in China. We only
started our sales campaign and our sales revenues were not able to cover our
expenses and we relied on loans from our related parties and stockholders.




Cash Flows


Net Cash Used in Operating Activities


Net cash used in operating activities was $51,860 and $199,767 in the three
months ended January 31, 2020 and 2019 respectively. This amount was
attributable primarily to the net loss after adjustment for non-cash items, such
as depreciation, loss on disposal of property and equipment, imputed interest on
advances from directors, and others like charges in other receivables and
prepaid expenses and other payables and accrued expenses.



Net Cash Used in Investing Activities





We recorded net cash used of $525 and $25,043 in investing activities in the
three months ended January 31, 2020 and 2019 respectively. This amount reflected
purchases of property and equipment, primarily for research and development

to
our facilities.


Net Cash Provided by Financing Activities


Net cash provided by financing activities in the three months ended January 31,
2020 and 2019 was $54,805 and $234,622 respectively, which represented advances
from a stockholder, directors and related parties, loan repayment to directors
and advances to a related company.



Operating Capital and Capital Expenditure Requirements





Our ability to continue as a going concern and support the commercialization of
current products is dependent upon our ability to market our product while
obtaining additional financing in the near term. We anticipate that such funding
will be in the form of marketing of our products and equity financing from sales
of our common stock. However, there is no assurance that we will be able to
raise sufficient funding from the sale of our products and common stock to fund
our business plan should we decide to proceed. We anticipate our sales revenue
will not meet our financial needs in 2020 and we need to rely on advances from
our related parties and stockholders in order to continue to fund our business
operations.



We believe that our existing cash, cash equivalents at January 31, 2020, will be
insufficient to meet our cash needs. Our minimum cash requirement for the next
12 months is projected to be $100,000,000. This amount may increase if we decide
to start clinical trials on new products. The management is actively pursuing
additional funding and strategic partners, which will enable the Company to
implement our business plan, business strategy, to continue research and
development, clinical trials or further development that may arise.



  10







We intend to spend more to support the commercialization of current products and
on research and development activities, including new products development,
regulatory and compliance, clinical studies, and the enhancement and protection
of our intellectual property portfolio.



OFF-BALANCE SHEET ARRANGEMENTS





We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that are material to our investors.



CRITICAL ACCOUNTING POLICIES



The preparation of our financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues and
expenses, and related disclosure of contingent assets and liabilities. On an
ongoing basis, we evaluate our estimates, including but not limited to those
related to income taxes and impairment of long-lived assets. We base our
estimates on historical experience and on various other assumptions and factors
that are believed to be reasonable under the circumstances, the results of which
form the basis for making judgments about the carrying values of assets and
liabilities that are not readily apparent from other sources. Based on our
ongoing review, we plan to adjust to our judgments and estimates where facts and
circumstances dictate. Actual results could differ from our estimates.



We believe the following critical accounting policies are important to the
portrayal of our financial condition and results and require our management's
most difficult, subjective or complex judgments, often because of the need to
make estimates about the effect of matters that are inherently uncertain.



  1. Property and equipment



Property and equipment are stated at cost, less accumulated depreciation. Expenditures for additions, major renewals and betterments are capitalized and expenditures for maintenance and repairs are charged to expense as incurred.


Depreciation is provided on a straight-line basis, less estimated residual value
over the assets estimated useful lives. The estimated useful lives of the assets
are 5 years.



  2. Long-lived assets




In accordance with FASB Codification Topic 360 (ASC Topic 360), "Accounting for
the impairment or disposal of Long-Lived Assets", long-lived assets and certain
identifiable intangible assets held and used by the Company are reviewed for
impairment whenever events or changes in circumstances indicate that the
carrying amount of an asset may not be recoverable. For purposes of evaluating
the recoverability of long-lived assets, the recoverability test is performed
using undiscounted net cash flows related to the long-lived assets. The Company
reviews long-lived assets to determine that carrying values are not impaired.



  3. Inventory



Inventory is stated at the lower of cost (using weighted average basis) and net realizable value.





  11







  4. Fair value of financial instruments




FASB Codification Topic 825 (ASC Topic 825), "Disclosure About Fair Value of
Financial Instruments," requires certain disclosures regarding the fair value of
financial instruments. The carrying amounts of other receivables and prepaid
expenses, other payables and accrued liabilities and due to a stockholder,
directors and related parties approximate their fair values because of the
short-term nature of the instruments. The management of the Company is of the
opinion that the Company is not exposed to significant interest or credit risks
arising from these financial statements.



  5. Income taxes




The Company accounts for income taxes under The Financial Accounting Standards
Board (FASB) Codification Topic 740-10-25 ("ASC 740-10-25"). Under ASC
740-10-25, 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. 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. Under ASC 740-10-25, the
effect on deferred tax assets and liabilities of a change in tax rates is
recognized as income in the period included the enactment date.



  6. Research and Development



Research and development costs related to both present and future products are expensed as incurred.





  7. Foreign currency translation




The reporting currency of the company's financial statements is the US dollar.
The financial statements of the Company's subsidiary denominated in currencies
other than the US dollar are translated into US dollars using the closing rate
method. The balance sheet items are translated into US dollars using the
exchange rates at the respective balance sheet dates. The capital and various
reserves are translated at historical exchange rates prevailing at the time of
the transactions while income and expenses items are translated at the average
exchange rate for the year. All exchange differences are recorded within equity.



ADOPTION OF NEW ACCOUNTING STANDARD





Leases



The Company has initially adopted ASU No. 2016-02, Leases (Topic 842) as of 1
November 2019 using the modified retrospective method. In addition, the Company
elected the transition method permitted under the ASU 2018-11 issued in July
2018, which allowed the Company to initially apply the new leases standard at
the adoption date and recognize a cumulative-effect adjustment to the opening
balance of accumulated deficits in the period of adoption.



The cumulative effect of the changes made to the consolidated balance sheet as
of 1 November 2019 for the adoption of the new leases standard was as follows:



                                             Balances at        Adjustments         Balances at
                                             October 31,       on adoption of       November 1,
                                                2019            ASU 2016-02            2019
ASSETS
Right-of-use assets                         $           -     $         74,139     $      74,139
CURRENT LIABILITIES
Lease liabilities, current portion                      -              (43,732 )         (43,732 )
NON-CURRENT LIABILITIES
Lease liabilities, net of current portion               -              

(33,333 ) (33,333 )



Cumulative-effect adjustment to opening
balance of accumulated deficit              $           -     $         (2,926 )   $      (2,926 )
In determining the lease liability and corresponding right-of-use asset for each
lease, the Company calculated the present value of future lease payments using
the Company's incremental borrowing rate. The incremental borrowing rate was
determined with reference to the interest rate applicable to borrowings from
related parties disclosed in Note 4, Related Parties Transactions.



The reported results for the three months ended January 31, 2020 reflect the
adoption of ASC 842 guidance while the reported results for the three months
ended January 31, 2019 were prepared and continue to be reported under the

guidance of ASC 840, Leases.



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