Forward looking statement notice

Statements made in this Form 10-Q that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.





General

GSG Group Inc. was incorporated in the State of Nevada on November 11, 2014 with a fiscal year end of December 31. We were formed to commence operations in ornamental ribbons production, such as printing on ribbons. Effective April 6, 2017, the shareholders of the Corporation voted Ms. Sreyneang Jin as Director, and CEO, and Mr. Gim Hooi Ooi as CFO. The changed management decided to cease the existing business of printing ornamental ribbons, and explores new business to generate sufficient cash flow and profits to the Company. Effective December 04, 2018, the shareholders accepted Ms. Sreyneang´s resignation as director and voted Mr. Ooi the new President, CEO and Treasurer of the company.

The Company has its office at 18/F Canadia Bank Tower, No. 315, Ang Doung St, Corner Monivong Blve, Phnom Penh, Cambodia. The lease was signed by Great Strength Global Limted, a company which is 100% owned by Gim Hooi Ooi. The office is, however, provided to us free of cost since the beginning of 2019.





Product

Originally, our products included ribbons, notebooks, plastic items and other printed goods of that kind, where we specialized mostly on ribbons printing.

Following the change of control and management on April 6, 2017 the Company ceased the existing business and started exploring new businesses to generate revenue.





Target market

Operating from our Cambodia head office, management has begun moving into the business consulting space for inbound Cambodia investors and local businesses. From our presence on the ground in Cambodia, we are exposed to and increasingly connected to the local business world and in an excellent position to identify special opportunities and demand for goods or services.

Potential target areas are in the tourism industry, real estate development and general public and private infrastructure as well as in telecoms, technology and transportation. We have recently included medical services and devices sector into the scope of our research and therein are specifically looking at the US market as our target before introducing proven business models or products to the local Cambodian market.





Industry analysis

Cambodia has existed for a long time in a relative political isolation and, following the more open approach to inbound investments since about 6-8 years, sees much increased interest from neighboring countries in Asia, but also internationally. Cambodia has good growth rates and substantial momentum, specifically in the areas just mentioned above in our target markets. The relative investment backlog combined with increased trust in the Cambodian government and ministries makes for a very good general business environment we intend to profit from.






         10

  Table of Contents




Marketing

We are marketing our services mostly on a mouth to mouth basis, which is possible due to our long built network to all relevant business owners, industry leaders and decision makers internationally and locally. We intend to increase our online presences and to utilize alternative marketing tools in the future to further increase our exposure and recognition with our target clients.





Competition

The level of competition in our target line of business is still lower than in other further developed countries and we rely on our targeted performance benchmarks in result driven, competent consulting that we can offer at a competitive fee level due to our still lean structure and organization.





Insurance

We do not maintain any insurance, but will decide on a case by case basis if professional indemnity cover would be advisable, depending largely on the size and subject matter of our advisory mandates. If we were made a party of a products liability action and, in the case would not have arranged for insurance cover, we may not have sufficient funds to defend the litigation. If that occurs a judgment could be rendered against us that could cause us to cease operations.





Employees

We are a development stage company and currently have no employees, other than our officers and directors.





Offices

The phone number is +85523962303. The office is located at 18/F Canadia Bank Tower, No. 315, Ang Doung St, Corner Monivong Blve, Phnom Penh, Cambodia.





Government Regulation

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to consulting firms and operation of any facility in any jurisdiction which we would conduct activities. We do not believe that regulation will have a material impact on the way we conduct our business. We do not need to receive any government approvals necessary to conduct our business; however we will have to comply with all applicable export and import regulations.





Results of operations

The following comparative analysis on results of operations was based primarily on the comparative financial statements, footnotes and related information for the periods identified below and should be read in conjunction with the financial statements and the notes to those statements that are included elsewhere in this report.

Comparison of the Three months ended March 31, 2019 and March 31, 2018





Revenues

For the Three months ended March 31, 2019 we have generated revenues of $0 and revenues were $0 for the Three months ended March 31, 2018.





Operating Expenses

The operating expenses were $594 and $13,519 for the three months ended March 31, 2019 and March 31, 2018, respectively. The decrease in operating expenses is mainly due to the much reduced business operations and associated costs.

Professional fee for financial review of this 10Q Report of USD1,000 has been absorbed by a related company.

Liquidity and capital resources

We have incurred recurring losses to date. Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation. The Company will be relying on borrowings from related party to sustain its daily operations.

As at March 31, 2019, we had assets for the amount of $200, of which the cash balance was $200. As of December 31, 2018, our total assets were $200 which included cash of $200.

As at March 31, 2019 and December 31, 2018, our current liabilities were $83,623 and $82,662, respectively. The stockholders' deficit was $83,056 as of March 31, 2019 and $82,462 as of December 31, 2018.






         11

  Table of Contents

CASH FLOWS FROM OPERATING ACTIVITIES

We have not generated positive cash flows from operating activities. Net cash flows used in operating activities was $0 for the Three months ended March 31, 2019 and -$84,774 for the same period in 2018.

CASH FLOWS FROM INVESTING ACTIVITIES

For the Three months ended March 31, 2019 and 2018, we did not have any cash flows used in or provided by investing activities.

CASH FLOWS FROM FINANCING ACTIVITIES

For the Three months ended March 31, 2019 net cash flows provided by financing activities was $0. The net cash flows provided by financing activities were $79,605 for the Three months ended March 31, 2018. During the Three months ended March 31, 2019, the Company borrowed cash of $5,368 from related parties. The Company borrowed cash of $84,973 during the Three months ended March 31, 2018. The Company repaid cash of $5,368 to related parties in the Three months ended March 31, 2019 and $5,368 during the Three months ended March 31, 2018.

Management's discussion and analysis

You should read the following discussion and analysis of our financial condition and results of operations together with our financial statements and the related notes and other financial information included elsewhere in this prospectus. Some of the information contained in this discussion and analysis or set forth elsewhere in this prospectus, including information with respect to our plans and strategy for our business and related financing, includes forward-looking statements that involve risks and uncertainties. You should review the "Risk Factors" section of this prospectus for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.

There is a substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have generated only limited revenues to date and had recurring losses and negative cash flows from operating activities.

If we need additional cash and cannot raise it, we will either have to suspend operations until we do raise the cash, or cease operations entirely.





Plan of operation

Initially the Company intended to commence operations in the business of ornamental ribbons production. Our business was printing items on different kind of ribbons, such as printing logos, wishes, names and others. We generated limited revenues and, following the switch of the business model to consulting our principal business activities to date consisted in creating a business plan, developing models of our business card and booklet and setting up our web site.

Management continues to look for consulting opportunities in our several target business areas in Cambodia and currently analyses opportunities in the medical devices production and sales area for the US markets..

Off-balance sheet arrangements

We have no 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.






         12

  Table of Contents

Limited operating history; need for additional capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are in start-up stage operations and have generated limited revenues to the date. We cannot guarantee we will be successful in our business operations. We are exploring new business opportunities.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to existing shareholder.

© Edgar Online, source Glimpses