ASIA TRAVEL : MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION (form 10-K)

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Management's Discussion and Analysis or Plan of Operation

Asia Travel Corporation (formerly "Realgold International, Inc.") (the "Company" or "Asia Travel") was incorporated under the laws of the State of Arizona on November 14, 1994. On November 22, 1996, the Company reincorporated under the laws of the State of Nevada and effected a forward split of its common stock on a basis of approximately 242 shares of the Nevada corporation for each share of the Arizona corporation. The Company ceased to actively pursue its business operations relating to the publishing of interactive media software in July, 1999. On December 15, 2011, the Company filed Amended and Restated Articles of Incorporation with the Secretary of State of Nevada changing its name from Piranha Ventures, Inc. to Asia Travel Corporation. During December 2011, the Company established a subsidiary in Hong Kong, Asia Travel (Hong Kong) Limited (formerly "Realgold Venture Pte Limited") ("Asia Travel (Hong Kong)").

On November 22, 2012, Asia Travel (Hong Kong) entered into a Lease Management Agreement ("Lease Management Agreement") with Zhuhai Tengfei Investment Co., Ltd. ("Tengfei Investment"), a limited liability company formed under the laws of the People's Republic of China ("China" or "PRC"). Under the Lease Management Agreement, Tengfei Investment leased the managerial and operating rights of Zhuhai Tengda International Travel Agency Co., Ltd. ("Tengda Travel"), a wholly owned subsidiary of Tengfei Investment, to Asia Travel (Hong Kong). Based on the agreement, Asia Travel (Hong Kong) obtained 20 years of business operation right from Tengda Travel from November 11, 2012 to November 19, 2032 for a consideration of US$16,048 (RMB100,000) per year.

On November 25, 2012, Asia Travel (Hong Kong) entered into an Ownership Transfer Agreement ("Ownership Transfer Agreement') with Tengfei Investment. Under the Ownership Transfer Agreement, Tengfei Investment transfers to Asia Travel (Hong Kong) 100% of the ownership of Zhuhai Tengda Business Hotel Co., Ltd. ("Tengda Hotel") for a total transfer price of RMB400,000 (approximately $64,192).

On November 29, 2012, the Bureau of Science and Technology Industry Trade and Information of Zhuhai City approved the ownership transfer of Tengda Hotel to Asia Travel (Hong Kong). On March 26, 2013, Guangdong Province Department of Foreign Trade and Economic Cooperation approved this ownership transfer.

Tengda Hotel and Tengda Travel are wholly owned subsidiaries of Tengfei Investment. They are considered as entities under common control. Accordingly, the financial statements for Tengda Hotel and Tengda Travel have been consolidated for all periods presented, similar to a pooling-of-interests.

Tengda Travel is a limited liability company formed under the laws of the People's Republic of China on December 23, 2011. As of March 31, 2013, Tengda Travel had registered capital of RMB300,000, or approximately $47,662 based on the exchange rate as of March 31, 2013. Tengda Travel's principal activity is to provide packaged tours, air ticketing, reservation of hotel rooms and golf courses and organize corporate conferences, exhibitions and show events for its customers.

Tengda Hotel, formerly named Zhuhai Meihua Hotel Co., Ltd., is a limited liability company formed under the laws of the People's Republic of China on January 16, 2006. Tengda Hotel had registered capital of RMB500,000, or approximately $79,403 based on the exchange rate as of March 31, 2013. Tengda Hotel is a three-star hotel with 59 guest rooms, including 24 Standard Rooms, 24 Deluxe Rooms, 10 Business Rooms and 1 Luxury Suite, with many other amenities including fitness club, gym, business center, gift shop, meeting room , ballroom, game room, and a large parking lot.

Upon the completion of the said ownership transfer, Tengda Hotel became the wholly owned subsidiary of Asia Travel (Hong Kong).

On November 6, 2013, Tengda Hotel entered into an Ownership Transfer Agreement ("Ownership Transfer Agreement') with Zhou Hui Juan and Yu Li Ying. Under the Ownership Transfer Agreement, Zhou Hui Juan and Yu Li Ying transfers to Tengda Hotel 100% of the ownership of Tengfei Investment for a total transfer price of RMB5,000,000 (approximately $820,309).

On January 22, 2014, the Bureau of Science and Technology Industry Trade and Information of Zhuhai City approved the ownership transfer of Tengfei Investment to Tengda Hotel.

Upon the completion of the said ownership transfer, Tengfei Investment became the wholly owned subsidiary of Tengda Hotel. Lease Management Agreement would be automatically terminated on January 22, 2014.

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On May 23, 2012, the Board of Directors of the Company adopted an Amendment to the Articles of Incorporation to increase

authorized stock from 10,000,000 preferred shares and 99,000,000 common shares to 10,000,000 preferred shares and 990,000,000 common shares.

Results of Operations and Business Outlook

Our main changes in results of operations are mainly derived from consolidation with our newly acquired subsidiary - Tengfei.

Net sales for the years ended March 31, 2015 and March 31, 2014 were $817,680 and $455,963, respectively. The increase in net sales is mainly due to under a promotional effect and cooperation with local travel agency.

Cost of goods sold for the years ended March 31, 2015 and March 31, 2014 were $513,837 and $283,581, respectively. Gross profit margin in percentage for the years ended March 31, 2015 and March 31, 2014 were 37.2% and 37.8%, respectively. The increase in cost of goods sold is mainly due to under a promotional effect and cooperation with local travel agency. The gross profit margin is stable.

Our operating expenses increased from $414,855 to $1,454,280 for the year ended March 31, 2015 and increased from $264,246 to $414,855 for the year ended March 31, 2014, respectively. Our operating expenses consist of general and administrative and selling expenses. The increase in operating expenses is mainly due to the company under establishment, more expenses used.

For the year ended March 31, 2015, the Company had a net loss of $1,341,726, or $(0.00) per share, as compared to a net loss of $434,132, or $(0.00) per share, for the year of 2014. As described above, we incurred an increase in operating expenses of $907,594 mainly due to the company under establishment, increased an income cannot cover their cost amounts.

LIQUIDITY AND CAPITAL RESOURCES

We financed our operations and expansion from cash flow from operations and contribution from our shareholders. The table below sets forth certain items on our balance sheet reflecting the changes to our financial condition as of March 31, 2015 from our financial condition as of March 31, 2014.

As of Mar, 31 As of Mar, 31 2015 2014 Change Cash and cash equivalents $254,321$205,565 23.72% Current assets 22,812 - - Non-current assets 3,930,163 4,364,136 (9.94%) Current liabilities 2,578,986 1,409,839 82.93% Non-current liabilities 1,974,449 2,163,864 (8.75%)

Cash and cash equivalents was $254,321 as of March 31, 2015, an increase of 23.72% from $205,565 as of March 31, 2014. The increase was primarily from the cash received generation from their hotel revenue during year ended March 31, 2015.

Current liabilities were $2,578,986 as of March 31, 2015, an increase of 82.93% from $1,409,839 as of March 31, 2014. The increase was mainly due to the increase in accounts payable and related party payable.

Critical Accounting Policies and Estimates

Basis of presentation

The Company's accounting policies used in the preparation of the accompanying consolidated financial statements conform to accounting principles generally accepted in the United States of America ("US GAAP") and have been consistently applied.

Principles of consolidation 11

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The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation.

Estimates

The preparation of 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

Revenue derived from hotel services is recognized when the rooms are occupied and the services are performed. Travel agency services revenues are recognized when the travel-related service, golf package service or transportation is provided, or when the organization service of corporate conferences, exhibitions and show events is commenced. Deferred revenue consisting of deposits paid in advance is recognized as revenue when the services are performed for hotels and upon commencement of travel agency services.

Credit risk

The Company may be exposed to credit risk from its cash and fixed deposits at banks. No allowance has been made for estimated irrecoverable amounts determined by reference to past default experience and the current economic environment.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

© Edgar Online, source Glimpses


Source: ASIA TRAVEL : MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION (form 10-K)

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