Nevada
|
46-1993448
|
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
No. 10-2-4B, Jin Di Shang Tang Garden, Long Hua Xin Qu Shang Tang Road,
Shenzhen, Guang Dong, Peoples Republic of China 518000
|
||
(Address of principal executive Office)
|
N/A
|
N/A
|
|
Title of Each Class
|
Name of Each Exchange On Which Registered
|
Large accelerated filer [ ]
|
Accelerated filer [ ]
|
Non-accelerated filer [ ]
(Do not check if a smaller reporting company)
|
Smaller reporting company [X]
|
Page
|
||
Item 1.
|
3 | |
Item 1A.
|
7 | |
Item 1B.
|
7 | |
Item 2.
|
7 | |
Item 3.
|
7 | |
Item 4.
|
7 | |
Item 5.
|
7 | |
Item 6.
|
10 | |
Item 7.
|
10 | |
Item 7A.
|
15 | |
Item 8.
|
16 | |
Item 9.
|
34 | |
Item 9A.
|
35 | |
Item 9B.
|
35 | |
Item 10.
|
36 | |
Item 11.
|
38 | |
Item 12.
|
39 | |
Item 13.
|
40 | |
Item 14.
|
40 | |
Item 15.
|
41 | |
42 |
Quarter Ended
|
High
|
Low
|
||||||
January 31, 2016
|
$
|
0.67
|
$
|
0.36
|
||||
October 31, 2015
|
$
|
0.83
|
$
|
0.60
|
||||
July 31, 2015
|
$
|
0.83
|
$
|
0.42
|
||||
April 30, 2015
|
$
|
0.73
|
$
|
0.45
|
Quarter Ended
|
High
|
Low
|
||||||
January 31, 2015
|
$
|
0.45
|
$
|
0.30
|
||||
October 31, 2014
|
$
|
0.40
|
$
|
0.003
|
||||
July 31, 2014
|
$
|
0.003
|
$
|
0.003
|
||||
May 30, 2014
|
$
|
0.003
|
$
|
0.003
|
· | have equal ratable rights to dividends from funds legally available, therefore, when, as and if declared by our Board, |
· | are entitled to share in all of our assets available for distribution to holders of common stock upon liquidation, dissolution or winding up of our affairs, and |
· | do not have preemptive, subscription or conversion rights and there are no redemption or sinking fund provisions or rights. |
Balance Sheet Date
|
January 31, 2016
|
January 31, 2015
|
||||||
Cash
|
$
|
226,638
|
$
|
1,300,000
|
||||
Total Assets
|
$
|
31,063,457
|
$
|
1,650,000
|
||||
Total Liabilities
|
$
|
22,519,828
|
$
|
7,416
|
||||
Stockholders' Equity
|
$
|
8,543,629
|
$
|
1,642,584
|
|
Year Ended January 31, 2016
|
Year Ended January 31, 2015
|
||||||
REVENUE
|
$
|
-
|
$
|
-
|
||||
|
||||||||
OPERATING EXPENSES
|
||||||||
General and administrative
|
36,030
|
131
|
||||||
Professional fees
|
146,667
|
49,523
|
||||||
Management fees
|
-
|
9,414
|
||||||
Total Operating Expenses
|
182,697
|
59,068
|
||||||
|
||||||||
LOSS FROM OPERATIONS
|
(182,697
|
)
|
(59,068
|
)
|
||||
|
||||||||
OTHER EXPENSE
|
||||||||
Goodwill impairment
|
(4,005,224
|
)
|
-
|
|||||
Equity loss on unconsolidated affiliate investment
|
(92,692
|
)
|
-
|
|||||
Total Other Expense, Net
|
(4,097,916
|
)
|
-
|
|||||
NET LOSS
|
(4,280,613
|
)
|
||||||
Net loss attributable to the noncontrolling interest
|
1,608,201
|
|||||||
NET LOSS ATTRIBUTABLE TO THE SHAREHOLDERS OF RESORT SAVERS, INC.
|
$
|
(2,672,412
|
)
|
$
|
(59,068
|
)
|
Working Capital
|
||||||||||||
|
January 31,
|
January 31,
|
||||||||||
|
2016
|
2015
|
Increase
|
|||||||||
Current Assets
|
$
|
26,957,038
|
$
|
1,300,000
|
$
|
25,657,038
|
||||||
Current Liabilities
|
22,519,828
|
7,416
|
22,512,412
|
|||||||||
Working Capital
|
$
|
4,437,210
|
$
|
1,292,584
|
$
|
3,144,626
|
Cash Flows
|
||||||||
|
Year Ended
|
Year Ended
|
||||||
|
January 31,
|
January 31,
|
||||||
|
2016
|
2015
|
||||||
Net Cash Used in Operating Activities
|
$
|
(23,113
|
)
|
$
|
(57,657
|
)
|
||
Net Cash Used in Investing Activities
|
(1,300,000
|
)
|
(350,000
|
)
|
||||
Net Cash Provided by Financing Activities
|
241,894
|
1,676,674
|
||||||
Effect of changes in foreign exchange rate
|
7,857
|
-
|
||||||
Net Increase (Decrease) in Cash During the Year
|
$
|
(1,073,362
|
)
|
$
|
1,269,017
|
Page
|
|
17 | |
18 | |
19 | |
20 | |
21 | |
22 |
January 31, 2016
|
January 31, 2015
|
|||||||
ASSETS
|
||||||||
Current Assets
|
||||||||
Cash and cash equivalents
|
$
|
226,638
|
$
|
1,300,000
|
||||
Accounts receivable
|
25,047,810
|
-
|
||||||
Other receivable
|
4,129
|
-
|
||||||
Prepaid expenses and deposits
|
1,678,461
|
-
|
||||||
Total Current Assets
|
26,957,038
|
1,300,000
|
||||||
Equipment
|
219,324
|
-
|
||||||
Investment
|
1,907,308
|
350,000
|
||||||
Goodwill
|
1,979,787
|
-
|
||||||
TOTAL ASSETS
|
31,063,457
|
1,650,000
|
||||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
||||||||
Current Liabilities
|
||||||||
Accounts payable
|
$
|
5,688,536
|
$
|
7,416
|
||||
Short-term loan
|
3,080,000
|
-
|
||||||
Deposits received
|
13,496,941
|
-
|
||||||
Due to related parties
|
241,894
|
-
|
||||||
Tax payable
|
11,163
|
-
|
||||||
Other payable
|
1,294
|
-
|
||||||
TOTAL LIABILITIES
|
22,519,828
|
7,416
|
||||||
COMMITMENTS AND CONTINGENCIES
|
-
|
-
|
||||||
STOCKHOLDERS’ EQUITY
|
||||||||
Preferred stock, $0.0001 par value; 15,000,000 shares authorized; 0 shares issued and outstanding
|
-
|
-
|
||||||
Common stock, $0.0001 par value; 1,000,000,000 shares authorized; 74,976,241 and 62,121,360 shares issued and outstanding, respectively
|
7,498
|
6,212
|
||||||
Contingently issuable common stock
|
120
|
-
|
||||||
Contingently liability on issuable common stock
|
687,000
|
-
|
||||||
Additional paid-in capital
|
7,320,287
|
1,728,023
|
||||||
Accumulated deficit
|
(2,764,063
|
)
|
(91,651
|
)
|
||||
Accumulated other comprehensive income
|
416
|
-
|
||||||
Total Resort Savers, Inc. shareholders' equity
|
5,251,258
|
1,642,584
|
||||||
Noncontrolling interest
|
3,292,371
|
-
|
||||||
Total equity
|
8,543,629
|
1,642,584
|
||||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
|
$
|
31,063,457
|
$
|
1,650,000
|
Years Ended
|
||||||||
January 31,
|
||||||||
2016
|
2015
|
|||||||
REVENUE
|
$
|
-
|
$
|
-
|
||||
OPERATING EXPENSES
|
||||||||
General and administrative
|
36,030
|
131
|
||||||
Professional fees
|
146,667
|
49,523
|
||||||
Management fees
|
-
|
9,414
|
||||||
Total Operating Expenses
|
182,697
|
59,068
|
||||||
LOSS FROM OPERATIONS
|
(182,697
|
)
|
(59,068
|
)
|
||||
OTHER EXPENSE
|
||||||||
Goodwill impairment
|
(4,005,224
|
)
|
-
|
|||||
Equity loss on unconsolidated affiliate investment
|
(92,692
|
)
|
-
|
|||||
Total Other Expense, Net
|
(4,097,916
|
)
|
-
|
|||||
LOSS BEFORE INCOME TAXES
|
(4,280,613
|
)
|
(59,068
|
)
|
||||
Provision for income taxes
|
-
|
-
|
||||||
NET LOSS
|
(4,280,613
|
)
|
(59,068
|
)
|
||||
Net loss attributable to the noncontrolling interest
|
1,608,201
|
-
|
||||||
NET LOSS ATTRIBUTABLE TO THE SHAREHOLDERS OF RESORT SAVERS, INC.
|
$
|
(2,672,412
|
)
|
$
|
(59,068
|
)
|
||
OTHER COMPREHENSIVE INCOME (LOSS)
|
||||||||
Unrealized loss on available-for-sale investments net of tax benefit
|
$
|
(62,000
|
)
|
$
|
-
|
|||
Realized loss on available-for-sale investments net of tax benefit
|
62,000
|
-
|
||||||
Foreign currency translation adjustments
|
694
|
-
|
||||||
NET COMPREHENSIVE INCOME
|
694
|
-
|
||||||
Other comprehensive income attributable to the noncontrolling interest
|
(278
|
)
|
-
|
|||||
NET COMPREHENSIVE INCOME ATTRIBUTABLE TO THE SHAREHOLDERS OF RESORT SAVERS, INC.
|
$
|
416
|
$
|
-
|
||||
NET LOSS AND COMPREHENSIVE INCOME
|
$
|
(4,279,919
|
)
|
$
|
(59,068
|
)
|
||
Net loss and other comprehensive income attributable to the noncontrolling interest
|
1,607,923
|
-
|
||||||
NET LOSS AND OTHER COMPREHENSIVE INCOME ATTRIBUTABLE TO THE SHAREHOLDERS OF RESORT SAVERS, INC.
|
$
|
(2,671,996
|
)
|
$
|
(59,068
|
)
|
||
Basic and Diluted Loss per Common Share
|
$
|
(0.06
|
)
|
$
|
(0.00
|
)
|
||
Basic and Diluted Weighted Average Common Shares Outstanding
|
67,848,549
|
38,418,753
|
Resort Savers, Inc. Shareholders | ||||||||||||||||||||||||||||||||||||
Accumulated
|
||||||||||||||||||||||||||||||||||||
Contingently
|
Contingently
|
Additional
|
Other
|
Total
|
||||||||||||||||||||||||||||||||
Common Stock
|
Issuable
|
Liability on Issuable
|
Paid-in
|
Accumulated
|
Comprehensive
|
Noncontrolling
|
Stockholders'
|
|||||||||||||||||||||||||||||
Number of Shares
|
Amount
|
Common Stock
|
Common Stock
|
Capital
|
Deficit
|
Income
|
Interest
|
Equity
|
||||||||||||||||||||||||||||
Balance - January 31, 2014
|
36,772,000
|
$
|
3,677
|
$
|
-
|
$
|
-
|
$
|
53,884
|
$
|
(32,583
|
)
|
$
|
-
|
$
|
-
|
$
|
24,978
|
||||||||||||||||||
Issuance of shares
|
25,349,360
|
2,535
|
-
|
-
|
1,652,461
|
-
|
-
|
-
|
1,654,996
|
|||||||||||||||||||||||||||
Debt forgiven by related parties
|
-
|
-
|
-
|
-
|
21,679
|
-
|
-
|
-
|
21,679
|
|||||||||||||||||||||||||||
Net loss
|
-
|
-
|
-
|
-
|
-
|
(59,068
|
)
|
-
|
-
|
(59,068
|
)
|
|||||||||||||||||||||||||
Balance - January 31, 2015
|
62,121,360
|
6,212
|
-
|
-
|
1,728,024
|
(91,651
|
)
|
-
|
-
|
1,642,585
|
||||||||||||||||||||||||||
Issuance of shares for cash
|
5,020,955
|
502
|
-
|
-
|
349,498
|
-
|
-
|
-
|
350,000
|
|||||||||||||||||||||||||||
Issuance of shares for investment of Amuli
|
3,033,926
|
304
|
-
|
-
|
2,399,696
|
-
|
-
|
1,600,000
|
4,000,000
|
|||||||||||||||||||||||||||
Issuance of shares for investment of Tieshan Oil
|
4,800,000
|
480
|
-
|
-
|
2,747,520
|
-
|
-
|
3,300,294
|
6,048,294
|
|||||||||||||||||||||||||||
Contingently issuable common shares for investment of Tieshan Oil
|
-
|
- |
120
|
687,000
|
(120
|
)
|
-
|
-
|
-
|
687,000
|
||||||||||||||||||||||||||
Debt forgiven by related parties
|
-
|
-
|
-
|
-
|
95,669
|
-
|
-
|
-
|
95,669
|
|||||||||||||||||||||||||||
Net loss
|
-
|
-
|
-
|
-
|
-
|
(2,672,412
|
)
|
-
|
(1,608,201
|
)
|
(4,280,613
|
)
|
||||||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
-
|
-
|
-
|
-
|
416
|
278
|
694
|
|||||||||||||||||||||||||||
Balance - January 31, 2016
|
74,976,241
|
$
|
7,498
|
$
|
120
|
$
|
687,000
|
$
|
7,320,287
|
$
|
(2,764,063
|
)
|
$
|
416
|
$
|
3,292,371
|
$
|
8,543,629
|
Years Ended
|
||||||||
January 31,
|
||||||||
2016
|
2015
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
||||||||
Net loss
|
$
|
(4,280,613
|
)
|
$
|
(59,068
|
)
|
||
Adjustments to reconcile net loss to net cash from operating activities:
|
||||||||
Cash received through business acquisition
|
215,579
|
-
|
||||||
Depreciation
|
4,804
|
-
|
||||||
Loss on equity investment
|
92,692
|
-
|
||||||
Loss on goodwill impairment
|
4,005,224
|
-
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts payable
|
(60,799
|
)
|
6,411
|
|||||
Accrued expenses
|
-
|
(5,000
|
)
|
|||||
Net cash provided by operating activities
|
(23,113
|
)
|
(57,657
|
)
|
||||
CASH FLOWS FROM INVESTING ACTIVITIES
|
||||||||
Investment in Worx
|
(1,300,000
|
)
|
(350,000
|
)
|
||||
Net cash used in investing activities
|
(1,300,000
|
)
|
(350,000
|
)
|
||||
CASH FLOWS FROM FINANCING ACTIVITIES
|
||||||||
Proceeds from issuance of common stock
|
-
|
1,654,995
|
||||||
Loans from related parties
|
241,894
|
21,679
|
||||||
Net cash provided by financing activities
|
241,894
|
1,676,674
|
||||||
Effects on changes in foreign exchange rate
|
7,857
|
-
|
||||||
Net increase (decrease) in cash and cash equivalents
|
(1,073,362
|
)
|
1,269,017
|
|||||
Cash and cash equivalents - beginning of the year
|
1,300,000
|
30,983
|
||||||
Cash and cash equivalents - end of the year
|
$
|
226,638
|
$
|
1,300,000
|
||||
Supplemental Cash Flow Disclosures
|
||||||||
Cash paid for interest
|
$
|
-
|
$
|
-
|
||||
Cash paid for income taxes
|
$
|
-
|
$
|
-
|
||||
Non-Cash Investing and Financing Activity:
|
||||||||
Investment in Worx - Borneo shares
|
$
|
350,000
|
$
|
-
|
||||
Common Stock issued for the acquisition of Shenzen Amuli Industrial Development Company Limited
|
$
|
2,400,000
|
$
|
-
|
||||
Common Stock issued for the acquisition of Beijing Yandong Tieshan Oil Products Co., Ltd.
|
$
|
3,435,000
|
$
|
-
|
||||
Related party debt forgiven
|
$
|
95,669
|
$
|
21,679
|
||||
Unrealized loss on available-for-sale securities
|
$
|
(62,000
|
)
|
$
|
-
|
|||
Realized loss on available-for-sale securities
|
$
|
62,000
|
$
|
-
|
Entity Name
|
Acquisition Date
|
Ownership
|
Jurisdiction
|
Investments Held By
|
Nature of Operation
|
Fiscal Year
|
Xing Rui International Investment Holding Group Co., Ltd. ("Xing Rui")
|
December 22, 2014
|
100%
|
Seychelles
|
Resort Savers
|
Holding Company
|
January 31,
|
Xing Rui International Investment Group Ltd. ("Xin Rui HK")
|
December 22, 2014
|
100%
|
Hong Kong, the PRC
|
Xing Rui
|
Holding Company
|
January 31,
|
Huaxin Changrong (Shenzhen) Technology Service Co., Ltd. ("Huaxin") *
|
August 27, 2015
|
100%
|
the PRC
|
Xing Rui
|
Holding Company
|
December 31,
|
Shenzhen Amuli Industrial Development Company Limited ("Amuli") *
|
October 1, 2015
|
60%
|
the PRC
|
Huaxin
|
Beverage Producer
|
December 31
|
Beijing Yandong Tieshan Oil Products Co., Ltd. ("Tieshan Oil") *
|
January 29, 2016
|
51%
|
the PRC
|
Huaxin
|
Trading of oil products
|
December 31,
|
· | Monetary assets and liabilities at exchange rates in effect at the end of each period |
· | Nonmonetary assets and liabilities at historical rates |
· | Revenue and expense items at the average rate of exchange prevailing during the period |
· | Assets and liabilities at the rate of exchange in effect at the balance sheet date |
· | Equities at historical rate |
· | Revenue and expense items at the average rate of exchange prevailing during the period |
Years ended January 31,
|
||||
2016
|
2015
|
|||
Average RMB : US$ exchange rate in the year
|
0.1556
|
N/A
|
||
Spot RMB:US$ exchange rate as at the year end
|
0.1514
|
N/A
|
Machinery
|
5 ~ 10 years
|
Acquisition-date
|
||||
Fair Values
|
||||
Noncontrolling interest
|
$
|
1,600,000
|
||
Consideration transferred
|
2,400,000
|
|||
Assets
|
||||
Cash and cash equivalent
|
2,063
|
|||
Equipment
|
200,996
|
|||
Liabilities
|
||||
Accounts payable
|
208,283
|
|||
Net liabilities assumed
|
(5,224
|
)
|
||
Goodwill
|
$
|
4,005,224
|
Acquisition-date
|
||||
Fair Values
|
||||
Noncontrolling interest
|
$
|
3,300,294
|
||
Consideration transferred
|
3,435,000
|
|||
Assets
|
||||
Cash and cash equivalents
|
213,516
|
|||
Accounts receivable
|
25,047,810
|
|||
Other receivable
|
4,129
|
|||
Prepayments
|
1,678,461
|
|||
Equipment
|
30,295
|
|||
Liabilities
|
||||
Short-term loan
|
3,080,000
|
|||
Accounts payable
|
5,629,306
|
|||
Deposits received
|
13,496,941
|
|||
Tax payable
|
11,163
|
|||
Other payable
|
1,294
|
|||
Net assets acquired
|
4,755,507
|
|||
Goodwill
|
$
|
1,979,787
|
January 31,
2016
|
January 31,
2015
|
|||||||
0 – 30 days
|
$
|
14,579,804
|
$
|
-
|
||||
Over 1 year
|
10,468,006
|
-
|
||||||
$
|
25,047,810
|
$
|
-
|
January 31, 2016
|
January 31, 2015
|
|||||||
Cost:
|
||||||||
Machinery
|
$
|
227,115
|
$
|
-
|
||||
Less: accumulated depreciation
|
(7,791
|
)
|
-
|
|||||
Equipment
|
$
|
219,324
|
$
|
-
|
· | 20,955 common shares to an unaffiliated investor for cash subscription paid before January 31, 2015 |
· | 5,000,000 common shares to an unaffiliated investor in exchange of 1,000,000 common shares of BRI |
· | 3,033,926 common shares to a shareholder in Amuli, for their 60% interest in the Company. |
· | 4,800,000 common shares to a shareholder in Tieshan Oil, for their 51% interest in the Company. |
January 31, 2016
|
January 31, 2015
|
|||||||
NOL carryforward
|
||||||||
Total deferred tax asset
|
$
|
90,963
|
$
|
31,161
|
||||
Total deferred tax liabilities
|
-
|
-
|
||||||
Less valuation allowance
|
(90,963
|
)
|
(31,161
|
)
|
||||
Net deferred tax asset
|
$
|
-
|
$
|
-
|
Years Ended
|
||||||||
January 31,
|
||||||||
2016
|
2015
|
|||||||
Income tax benefit at statutory rate
|
$
|
(1,455,408
|
)
|
$
|
(20,083
|
)
|
||
Difference in rates in China
|
2,315
|
-
|
||||||
Non-deductible expenses
|
1,393,291
|
-
|
||||||
Change in valuation allowance
|
59,802
|
20,083
|
||||||
Income tax benefit
|
$
|
-
|
$
|
-
|
January 31, 2016
|
January 31, 2015
|
|||||||||||||||
Health beverage
|
Oil and gas
|
Health beverage
|
Oil and gas
|
|||||||||||||
Assets
|
$ | $ |
$
|
|
$
|
|
||||||||||
Current assets
|
1,442
|
26,943,916
|
-
|
-
|
||||||||||||
Non-current assets
|
189,029
|
30,295
|
- | - | ||||||||||||
Liabilities
|
||||||||||||||||
Current liabilities
|
215,503
|
22,218,704
|
-
|
-
|
||||||||||||
Long term liabilities
|
-
|
-
|
-
|
-
|
||||||||||||
Net assets (liabilities)
|
$
|
(25,032
|
)
|
$
|
4,755,507
|
$
|
-
|
$
|
-
|
Years Ended
|
||||||||||||||||
January 31, 2016
|
January 31, 2015
|
|||||||||||||||
Health beverage
|
Oil and gas
|
Health beverage
|
Oil and gas
|
|||||||||||||
Revenue
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
||||||||
Operating expenses
|
20,502
|
-
|
-
|
-
|
||||||||||||
Net loss
|
$
|
(
20,502
|
)
|
$
|
-
|
$
|
-
|
$
|
-
|
Name
|
Position Held with the Company
|
Age
|
Date First Elected or Appointed
|
Zhou Gui Bin
|
President, CEO, Director
|
68
|
August 11, 2014
|
Zhou Wei
|
CFO, Secretary, Treasurer, Director
|
38
|
August 11, 2014
|
i.
|
Acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company, bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity
|
|
ii.
|
Engaging in any type of business practice; or
|
|
iii.
|
Engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws;
|
|
i.
|
Any Federal or State securities or commodities law or regulation; or
|
|
ii.
|
Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or
|
|
iii.
|
Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or
|
(a)
|
our principal executive officer;
|
|
(b)
|
each of our two most highly compensated executive officers who were serving as executive officers at the end of the year ended January 31, 2016, and
|
|
(c)
|
up to two additional individuals for whom disclosure would have been provided under (b) but for the fact that the individual was not serving as our executive officer at the end of the year ended January 31, 2016.
|
2016 SUMMARY COMPENSATION TABLE
|
|||||||||
Name and Principal Position
|
Year
|
Salary
($)
|
Bonus
($)
|
Stock Awards
($)
|
Option Awards
($)
|
Non-Equity
Incentive Plan
Compensation
($)
|
Change in
Pension Value
and Nonqualified
Deferred
Compensation
Earnings
($)
|
All Other
Compensation
($)
|
Total
($)
|
Zhou Gui Bin,
President, CEO, Director
|
2016
2015
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
Zhou Wei
CFO, Secretary, Treasurer, Director
|
2016
2015
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
Name and Address of Beneficial Owner
|
Amount and Nature of Beneficial Ownership
|
Percentage of Class
(1)
|
Zhou Gui Bin
No. 10-2-4B, Jin Di Shang Tang Garden, Long Hua Xin Qu Shang Tang Road, Shenzhen, Guang Dong, China 518000
|
2,367,330
|
3.16%
|
Zhou Wei
No. 10-2-4B, Jin Di Shang Tang Garden, Long Hua Xin Qu Shang Tang Road, Shenzhen, Guang Dong, China 518000
|
2,367,330
|
3.16%
|
Directors and Executive Officers as a Group (2 persons)
|
4,734,660
|
6.32%
|
|
|
|
5% or greater shareholders
|
|
|
Zong Xin International Investment Holdings Co., LTD
Unit 804, Block C, Te Fa He Pin Lane, Big Wave Street, Ming Tong Road, Longwah New District, Shenzhen, China
|
16,367,340
|
21.83%
|
Yan
g Baojin
Beijng Fanshan Yandong Chemical Factory, Zhiu Zhuang Tsuen, Fanshan Disctrict, Beijing, China
|
4,800,000
|
6.40%
|
Shareholder
|
Number of
Shares
|
Price per
Share
|
Percentage
Owned
|
|||||||||
Zhou Gui Bin
|
2,367,330
|
$
|
0.02
|
3.2
|
%
|
|||||||
Zhou Wei
|
2,367,330
|
$
|
0.02
|
3.2
|
%
|
|||||||
Zong Xin International Investment Holdings Co. LTD.
|
16,367,340
|
$
|
0.02
|
24.38
|
%
|
Year Ended
January 31, 2016
|
Year Ended
January 31, 2015
|
|||||||
Audit Fees (1)
|
$
|
64,000
|
$
|
4,600
|
||||
Audit Related Fees (2)
|
$
|
-
|
$
|
--
|
||||
Tax Fees (3)
|
$
|
-
|
$
|
--
|
||||
All Other Fees (4)
|
$
|
-
|
$
|
--
|
||||
Total
|
$
|
64,000
|
$
|
4,600
|
RESORT SAVERS, INC.
|
|
(Registrant)
|
|
Dated: May 13, 2016
|
/s/ Zhou Gui Bin
|
Zhou Gui Bin
|
|
President, CEO
|
|
(Principal Executive Officer)
|
|
Dated: May 13, 2016
|
/s/ Zhou Wei
|
Zhou Wei
|
|
Chief Financial Officer
|
|
(Principal Financial and Accounting Officer)
|
Dated: May 13, 2016
|
/s/ Zhou Gui Bin
|
Zhou Gui Bin
|
|
President, Chief Executive Officer and Director
|
|
Dated: May 13, 2016
|
/s/ Zhou Wei
|
Zhou Wei
|
|
Chief Financial Officer, Secretary, Treasurer and Director
|
Name of Company
|
|
Jurisdiction of Organization
|
|
|
|
Xing Rui International Investment Holding Group Co., Ltd. (1)
Xing Rui International Investment Holding Group Ltd. (2)
|
|
Seychelles
Hong Kong, the People’s Republic of China (the “PRC”)
|
Huaxin Changrong (Shenzhen) Technology Service Company Limited (3) *
|
the PRC
|
|
Beijing Yandong Tieshan Oil Products Co., Ltd. (4) *
|
the PRC
|
|
Shenzhen Amuli Industrial Development Co. Ltd. (5) *
|
the PRC
|
1.
|
I have reviewed this annual report on Form 10-K of Resort Savers, Inc.;
|
2.
|
Based on my knowledge, this 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 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 control 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 our supervision, to ensure that material information relating to the registrant, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our 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 our 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; and
|
(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 (the registrant's fourth fiscal quarter in the case of an annual report) 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 our 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 functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
By:
|
/s/ Zhou Gui Bin
|
||
Zhou Gui Bin
|
|||
Chief Executive Officer
(Principal Executive Officer)
|
|||
1.
|
I have reviewed this annual report on Form 10-K of Resort Savers, Inc.;
|
2.
|
Based on my knowledge, this 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 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 control 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 our supervision, to ensure that material information relating to the registrant, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our 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 our 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; and
|
(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 (the registrant's fourth fiscal quarter in the case of an annual report) 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 our 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 functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
By:
|
/s/ Zhou Wei
|
||
Zhou Wei
|
|||
Chief Financial Officer
(Principal Financial Officer)
|
|||
By:
|
/s/ Zhou Gui Bin
|
||
Zhou Gui Bin
|
|||
Chief Executive Officer
(Principal Executive Officer)
|
|||
By:
|
/s/ Zhou Wei
|
||
Zhou Wei
|
|||
Chief Financial Officer
(Principal Financial Officer)
|
|||