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.

Financial information contained in this quarterly report and in our unaudited interim financial statements is stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.

Corporate History

Venture Vanadium Inc., formerly known as Aura Energy Inc. and as Arcom (the “ Company ” ), was incorporated under the laws of the State of Nevada on September 26, 2016. Venture Vanadium Inc. has only one officer and director who is Ian Ilsley. We

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were engaged in the production of wood-manufactured bow ties in China, Hunan Province. We currently do not have operations.  Although we intend to enter into the mineral resources industry, we do not currently have any mineral resource assets or agreements to acquire such assets. We are currently a shell company (as defined in Rule 12b-2 of the Exchange Act).

On October 26, 2016, the Company issued 3,000,000 shares (36,000,000 post-forward split) of restricted common stock to Hui Ping Liu. The value of these shares is $3,000 based on the par value of $0.001 per share of common stock.

In June 2017, we issued 10,000 shares in exchange for cash proceeds of $195.

In July 2017, we issued 1,265,000 shares in exchange for cash proceeds of $25,040.

In August 2017, we issued 165,000 shares in exchange for cash proceeds of $3,245.

RESEARCH AND DEVELOPMENT EXPENDITURES

We have not incurred any research expenditures since our incorporation.

BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding entered into either voluntarily by the Company and involuntarily against the Company.

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

On February 1, 2019, the Company filed a Certificate of Change with the Secretary of State of Nevada to effect a 12-for-1 forward split which increased the number of outstanding shares of common stock from 4,440,000 to 53,280,000.

On May 29, 2019, the Company entered into a split-off agreement (the “ Split-Off Agreement ” ) with Hui Liu Ping, our then current sole director and officer, and Ian Ilsley, our Secretary (and now our sole director, President and Treasurer), pursuant to which we sold all of our assets and properties in exchange for her acquisition of all of our debts, adverse claims, liabilities, judgments and obligations.  As of January 31, 2019, our assets totaled approximately $7,700 and our liabilities consisted of $31,900 of related party loans.  The obligations under those related-party loans were assigned to Ms. Ping as part of the assignment of liabilities.  As we currently have no or nominal assets, we are a “ shell company ” as defined in Rule 12b-2 of the Securities Exchange Act of 1934, as amended.

COMPLIANCE WITH GOVERNMENT REGULATION

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the construction and operation of any facility in any jurisdiction which we would conduct activities.

EMPLOYEES AND EMPLOYMENT AGREEMENTS

We have no employees, except our sole officer and director Ian Ilsley, as of the date of this report. We have no employment agreement with Mr. Ilsley. Our sole officer and director, Ian Ilsley, currently devotes approximately 25 hours per week to company matters. As our business and operations increase, we will assess the need for full-time management and administrative support personnel.

LEGAL PROCEEDINGS

There are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company.

MANAGEMENT ’ S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

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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.

We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.

Revenue and cost of goods sold

For the three months ended April 30, 2019, the Company reported no revenue. For the three months ended April 30, 2018, the Company ’ s revenue was $7,244.

For the six months ended April 30, 2019, the Company reported no revenue. For the six months ended April 30, 2018, the Company ’ s revenue was $15,549.

The company failed to generate any revenues during the first two quarters of the 2019 financial year due to a collapse in demand for its products.

Operating expenses

Total operating expenses for the three -month period ended April 30, 2019 and 2018 were $ 12 , 393 and $ 4 , 3 2 6 . The operating expenses for the three -month period ended April 30, 2019 included Bank Service Charges of $261; audit fees of $7,800; legal fees of $250; professional fees of $1,131; regulatory filing fees of $80; Retired property of $1,136; utilities of $133; miscellaneous $1,602.

Total operating expenses for the six -month period ended April 3 0 , 2019 and 2018 were $ 29 , 607 and $ 16,612 . The operating expenses for the six -month period ended April 30 , 2019 included Gain/Loss on Asset Sale of $1,953; Bank Service Charges of $4 45 ; depreciation expense of $446; audit fees of $ 18 , 0 50; l egal f ees of $250; professional fees of $ 3 , 204 ; rent expense of $705; r egulatory filing fees of $80; Retired property of $1 ,136; u tilities of $133; m iscellaneous $ 3 ,2 04 .

Net Loss

The net income/( loss ) for the three -month period ended April 30, 2019, and 2018 was $ ( 12,393 ) and $ 2,305 .

The net loss for the six-month period ended April 30, 2019, and 2018 was $29,607 and $1,063.

LIQUIDITY AND CAPITAL RESOURCES

As of April 30, 2019, our total assets were $131.

As of April 30, 2019, our current liabilities were $36,745 and Stockholders ’ deficit was $36,614.

CASH FLOWS FROM OPERATING ACTIVITIES

For the six months ended April 30, 2019, net cash flows provided by operating activities was negative $24,833.

CASH FLOWS FROM INVESTING ACTIVITIE S

For the six months ended April 30, 2019, we have received $8,389 of cash in investing activities.

CASH FLOWS FROM FINANCING ACTIVITIES

For the six months ended April 30, 2019, we used $10,845 of cash in financing activities.

You should read the following discussion and analysis of our financial condition and results of operations together with our consolidated financial statements and the related notes and other financial information included elsewhere in this report. Some

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of the information contained in this discussion and analysis or set forth elsewhere in this report includes forward-looking statements that involve risks and uncertainties. You should review the “ Risk Factors ” section of this report 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.

We qualify as an “ emerging growth company ” under the JOBS Act. As a result, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, we will not be required to:

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Have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

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Provide an auditor attestation with respect to management ’ s report on the effectiveness of our internal controls over financial reporting;

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Comply with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor ’ s report providing additional information about the audit and the financial statements (i.e., an auditor discussion and analysis);

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Submit certain executive compensation matters to shareholder advisory votes, such as “ say-on-pay ” and “ say-on-frequency; ” and

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Disclose certain executive compensation related items such as the correlation between executive compensation and performance comparisons of the CEO ’ s compensation to median employee compensation.

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

We will remain an “ emerging growth company ” for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our total annual gross revenues exceed $1 billion, (ii) the date that we become a “ large accelerated filer ” as defined in Rule 12b-2 under the Securities Exchange Act of 1934, which would occur if the market value of our ordinary shares that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period. However, even if we no longer qualify for the exemptions for an emerging growth company, we may still be, in certain circumstances, subject to scaled disclosure requirements as a smaller reporting company. For example, smaller reporting companies, like emerging growth companies, are not required to provide a compensation discussion and analysis under Item 402(b) of Regulation S-K or the auditor attestation of internal controls over financial reporting.

Our independent registered public accountant has issued a going concern opinion. This means that there is doubting that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills.

We believe that we will be able to raise enough money through the offering to continue our proposed operations, but we cannot guarantee that once we continue operations we will stay in business after doing so. If we are unable to successfully find customers, we may quickly use up the proceeds from this offering and will need to find alternative sources.

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.