SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2019

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 000-55630

DOERS EDUCATION ASEAN LTD.

(Exact name of registrant as specified in its charter)

Delaware		81-2141471
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

9454 Wilshire Boulevard, #612

Beverly Hills, California 90212

(Address of principal executive offices) (zip code)

310-888-1870

(Registrant’s telephone number, including area code)

COLLINS ISLAND ACQUISITION CORPORATION

(Former Name)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☐ No ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or, an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company”, in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated Filer ☐
Non-accelerated filer ☐	Smaller reporting company ☐
Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered

Indicate the number of shares outstanding of each of the issuer’s classes of stock, as of the latest practicable date.

Class		Outstanding at August 6, 2019
Common Stock, par value $0.0001		20,390,000
Documents incorporated by reference:		None

FINANCIAL STATEMENTS

Balance sheets as of June 30, 2019 (unaudited) and December 31, 2018	1

Statements of operations for the three and six months ended June 30, 2019 and 2018 (unaudited)	2

Statements of Stockholders’ deficit for the three and six months ended June 30, 2019 and 2018 (unaudited)	3

Statements of cash flows for the six months ended June 30, 2019 and 2018 (unaudited)	4

Notes to Financial Statements (unaudited)	5 - 8

DOERS EDUCATION ASEAN LIMITED

BALANCE SHEETS

	June 30, 2019			December 31, 2018
	(Unaudited)
ASSETS

Current Assets
Cash and cash equivalents	$	2,811		$	6,989
Prepaid expense		1,500			-
Total Assets	$	4,311		$	6,989

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current Liabilities
Accrued liabilities	$	3,451		$	4,175
Due to a related party		89,384			79,899
Total Liabilities		92,835			84,074

Stockholders’ Equity
Preferred stock, $0.0001 par value 20,000,000 shares authorized; none issued and outstanding as of June 30, 2019 and December 31, 2018, respectively		-			-
Common stock, $0.0001 par value, 10,000,000,000 shares authorized; 20,390,000 and 20,390,000 shares issued and outstanding as of June 30, 2019 and December 31, 2018, respectively		2,039			2,039
Discount on common stock		(2,000	)		(2,000	)
Additional paid-in capital		1,606			1,606
Accumulated deficit		(90,169	)		(78,730	)
Total stockholders’ deficit		(88,524	)		(77,085	)
Total Liabilities and Stockholders’ Deficit	$	4,311		$	6,989

The accompanying notes are an integral part of these unaudited financial statements.

DOERS EDUCATION ASEAN LIMITED

STATEMENTS OF OPERATIONS

(UNAUDITED)

	For the three months ended June 30,						For the six months ended June 30,
	2019			2018			2019			2018

Revenue	$	-		$	-		$	-		$	-
Cost of revenues		-			-			-			-
Gross profit		-			-			-			-

Operating expenses		3,335			6,033			11,444			11,451

Other income		5			12			5			12

Loss before income taxes		(3,330	)		(6,021	)		(11,439	)		(11,439	)

Income tax expense		-			-			-			-

Net loss	$	(3,330	)	$	(6,021	)	$	(11,439	)	$	(11,439	)

Loss per share - basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted average shares-basic and diluted		20,390,000			20,390,000			20,390,000			20,478,398

The accompanying notes are an integral part of these unaudited financial statements.

DOERS EDUCATION ASEAN LIMITED

STATEMENTS OF STOCKHOLDERS’ DEFICIT

(UNAUDITED)

	Common Stock				Discount on Common			Additional Paid-in		Accumulated			Stockholders’
	Shares		Amount		Stock			Capital		Deficit			Equity

Balance, March 31, 2019		20,390,000	$	2,039	$	(2,000	)	$	1,606	$	(86,839	)	$	(85,194	)

Net loss		-		-		-			-		(3,330	)		(3,330	)

Balance, June 30, 2019		20,390,000	$	2,039	$	(2,000	)	$	1,606	$	(90,169	)	$	(88,524	)

	Common Stock				Discount on Common			Additional Paid-in		Accumulated			Stockholders’
	Shares		Amount		Stock			Capital		Deficit			Equity

Balance, March 31, 2018		20,390,000	$	2,039	$	(2,000	)	$	1,606	$	(60,463	)	$	(58,818	)

Net loss		-		-		-			-		(6,021	)		(6,021	)

Balance, June 30, 2018		20,390,000	$	2,039	$	(2,000	)	$	1,606	$	(66,484	)	$	(64,839	)

	Common Stock				Discount on Common			Additional Paid-in		Accumulated			Stockholders’
	Shares		Amount		Stock			Capital		Deficit			Equity

Balance, December 31, 2018		20,390,000	$	2,039	$	(2,000	)	$	1,606	$	(78,730	)	$	(77,085	)

Net loss		-		-		-			-		(11,439	)		(11,439	)

Balance, June 30, 2019		20,390,000	$	2,039	$	(2,000	)	$	1,606	$	(90,169	)	$	(88,524	)

	Common Stock						Discount on Common			Additional Paid-in		Accumulated			Stockholders’
	Shares			Amount			Stock			Capital		Deficit			Equity

Balance, December 31, 2017		20,640,000		$	2,064		$	(2,000	)	$	1,606	$	(55,045	)	$	(53,375	)

Redemption of common stock		(250,000	)		(25	)		-			-		-			(25	)
Net loss		-			-			-			-		(11,439	)		(11,439	)

Balance, June 30, 2018		20,390,000		$	2,039		$	(2,000	)	$	1,606	$	(66,484	)	$	(64,839	)

The accompanying notes are an integral part of these unaudited financial statements.

DOERS EDUCATION ASEAN LIMITED

STATEMENTS OF CASH FLOWS

(UNAUDITED)

	For the six months ended June 30,
	2019			2018
OPERATING ACTIVITIES
Net loss	$	(11,439	)	$	(11,439	)
Changes in operating assets and liabilities:
Prepaid expense		(1,500	)		(1,500	)
Accrued liability		(724	)		(7,075	)
Net cash used in operating activities		(13,663	)		(20,014	)

FINANCING ACTIVITIES
Net proceeds from related parties		9,485			29,510
Repurchase of common stock		-			(25	)
Net cash provided by financing activities		9,485			29,485

Net (decrease) increase in cash		(4,178	)		9,471

Cash, beginning of period		6,989			64

Cash, end of period	$	2,811		$	9,535

SUPPLEMENTAL DISCLOSURES:
Cash paid during the period for:
Income tax	$	-		$	-
Interest	$	-		$	-

The accompanying notes are an integral part of these unaudited financial statements.

DOERS EDUCATION ASEAN LIMITED

Notes to Unaudited Financial Statements

NOTE 1 - NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF OPERATIONS

Doers Education Asean Ltd. (the “Company”) was incorporated on April 4, 2016 under the laws of the state of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. The Company has been in the developmental stage since inception and its operations to date have been limited to issuing shares to its original shareholders. The Company will attempt to locate and negotiate with a business entity for the combination of that target company with the Company. The combination will normally take the form of a merger, stock-for-stock exchange or stock-for-assets exchange. In most instances the target company will wish to structure the business combination to be within the definition of a tax-free reorganization under Section 351 or Section 368 of the Internal Revenue Code of 1986, as amended. No assurances can be given that the Company will be successful in locating or negotiating with any target company. The Company has been formed to provide a method for a foreign or domestic private company to become a reporting company with a class of securities registered under the Securities Exchange Act of 1934.

BASIS OF PRESENTATION

The summary of significant accounting policies presented below is designed to assist in understanding the Company’s unaudited financial statements. Such unaudited financial statements and accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying unaudited financial statements. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) were omitted pursuant to such rules and regulations. The results for the six months ended June 30, 2019, are not necessarily indicative of the results to be expected for the year ending December 31, 2019.

These unaudited financial statements and notes thereto should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended December 31, 2018, which were included in the Company’s 2018 Annual Report on Form 10-K (“2018 Form 10-K”). The accompanying balance sheet as of December 31, 2018, has been derived from the Company’s audited consolidated financial statements as of that date.

USE OF ESTIMATES

The preparation of unaudited financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash on hand and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90 days or less. As of June 30, 2019 and December 31, 2018, the Company had cash of $2,811 and $6,989, respectively.

CONCENTRATION OF RISK

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company maintains its cash in bank in Taiwan where the standard deposit insurance coverage limit is approximately $100,627 (NT$3 million). The Company’s bank balance did not exceed the insured amounts as of June 30, 2019 and December 31, 2018, respectively.

INCOME TAXES

Under ASC 740, “Income Taxes,” deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary 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. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized. As of June 30, 2019 and December 31, 2018, there were no deferred taxes due to the uncertainty of the realization of net operating loss or carry forward prior to expiration.

LOSS PER COMMON SHARE

Basic loss per common share excludes dilution and is computed by dividing net loss with the weighted average number of common shares outstanding during the period. Diluted loss per common share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the loss of the entity. As of June 30, 2019 and December 31, 2018, there are no outstanding dilutive securities.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company follows guidance for accounting for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. Additionally, the Company adopted guidance for fair value measurement related to nonfinancial items that are recognized and disclosed at fair value in the financial statements on a nonrecurring basis. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 inputs are unobservable inputs for the asset or liability. The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity of these instruments.

RECENT ACCOUNTING PRONOUNCEMENTS

In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)”, to increase the transparency and comparability about leases among entities. The new guidance requires lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and requires a modified retrospective approach to adoption. Early adoption is permitted. The Company does not expect that the adoption of this guidance will have a material impact on its financial statements.

There were other updates recently issued. The management does not believe that other than disclosed above, the recently issued, but not yet adopted, accounting pronouncements will have a material impact on its financial position results of operations or cash flows.

NOTE 2 - GOING CONCERN

The Company has not yet generated any revenue since inception to date and has sustained operating loss of $11,439 and $11,439 during the six months ended June 30, 2019 and 2018, respectively. The Company had a working capital deficit of $88,524 and an accumulated deficit of $90,169 as of June 30, 2019 and a working capital deficit of $77,085 and an accumulated deficit of $78,730 as of December 31, 2018. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations and/or obtaining additional financing from its members or other sources, as may be required.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern; however, the above condition raises substantial doubt about the Company’s ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.

In order to maintain its current level of operations, the Company will require additional working capital from either cash flow from operations or from the sale of its equity. However, the Company currently has no commitments from any third parties for the purchase of its equity. If the Company is unable to acquire additional working capital, it will be required to significantly reduce its current level of operations.

NOTE 3 - ACCRUED LIABILITIES

As of June 30, 2019 and December 31, 2018, the Company had accrued professional fees of $3,451 and $4,175, respectively.

NOTE 4 - DUE TO A RELATED PARTY

Due to a related party amounted to $89,384 and $79,899 as of June 30, 2019 and December 31, 2018 was due to Lin Wei-Hsien, the director and major shareholder of the Company. The amount due to related party is interest free, with no collateral, and due on demand.

NOTE 5 - STOCKHOLDERS’ DEFICIT

The Company is authorized to issue 10,000,000,000 shares of common stock and 20,000,000 shares of preferred stock. On March 21, 2017, the Company increased its authorized shares of common stock from 100,000,000 shares to 10,000,000,000.

As of June 30, 2019 and December 31, 2018, 20,390,000 shares of common stock and no preferred stock were issued and outstanding.

NOTE 6 - SUBSEQUENT EVENT

Management has evaluated subsequent events through August 14, 2019 , the date which the financial statements were available to be issued. All subsequent events requiring recognition as of June 30, 2019 have been incorporated into these financial statements and there are no subsequent events that require disclosure in the financial statements.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

Doers Education Asean Ltd. (“Doers” or the “Company”) was incorporated on April 4, 2016 under the laws of the State of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. The Company is a blank check company and qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act which became law in April 2012.

Results of Operations

As of June 30, 2019, Doers had not generated revenues and had no income or cash flows from operations since inception. Doers had sustained net loss of $11,439 and $11,439 for the six months ended June 30, 2019 and 2018, respectively. The Company has an accumulated deficit of $90,169 and $78,730 as of June 30, 2019 and December 31, 2018, respectively.

Operating expenses totaled $11,444 for the six months ended June 30, 2019, compared to $11,451 for the six months ended June 30, 2018, a decrease of $7, or approximately 0.06%, remained stable.

Operating expenses totaled $3,335 for the three months ended June 30, 2019, compared to $6,033 for the three months ended June 30, 2018, a decrease of $2,698, or approximately 44.72%. The decrease is mainly attributed to the decrease in professional expenses.

Liquidity and Capital Resources

At June 30, 2019, cash and cash equivalents were $2,811, compared to $6,989 at December 31, 2018, a decrease of $4,178. Our working capital deficit increased by $11,439 to a deficit of $88,524 at June 30, 2019 from $77,085 at December 31, 2018.

The Company used $13,663 and $20,014 from operating activities for the six months ended June 30, 2019 and 2018, respectively. The decrease is due to decreased accrued liabilities.

The Company received $9,485 and $29,485 from financing activities for the six months ended June 30, 2019 and 2018, respectively. Total $9,485 and $29,510 from a related party were made by a shareholder on behalf of the Company for operating expenses purposes for the six months ended June 30, 2019 and 2018, respectively. The payable is interest free, with no collateral, and due on demand.

The Company’s independent auditors have issued a report raising substantial doubt about the Company’s ability to continue as a going concern. At present, the Company has no operations and the continuation of the Company as a going concern is dependent upon financial support from its stockholders, its ability to obtain necessary equity financing to continue operations and/or to successfully locate and negotiate with a business entity for the combination of that target company with the Company.

SUBSEQUENT EVENT

None

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Information not required to be filed by Smaller reporting companies.

ITEM 4. CONTROLS AND PROCEDURES.

Disclosures and Procedures

Pursuant to Rules adopted by the Securities and Exchange Commission, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Exchange Act Rules. This evaluation was done as of the end of the period covered by this report under the supervision and with the participation of the Company’s principal executive officer (who is also the principal financial officer).

Based upon that evaluation, he believes that the Company’s disclosure controls and procedures are effective in gathering, analyzing and disclosing information needed to ensure that the information required to be disclosed by the Company in its periodic reports is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

This Quarterly Report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this Quarterly Report.

Changes in Internal Controls

There was no change in the Company’s internal control over financial reporting that was identified in connection with such evaluation that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There are no legal proceedings against the Company and the Company is unaware of such proceedings contemplated against it.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

For the period from April 4, 2016 (Inception) to June 30, 2019, the Company has issued 20,390,000 common shares pursuant to Section 4(2) of the Securities Act of 1933 at par as follows:

On April 4, 2016, the Company issued the following shares of its common stock:

Name		Number of Shares

James Cassidy		10,000,000
		9,750,000 redeemed July 24, 2016
		250,000 redeemed March 24, 2018

James McKillop		10,000,000
		9,750,000 redeemed July 24, 2016

On July 24, 2016, the Company redeemed an aggregate of 19,500,000 of the then 20,000,000 shares of outstanding stock.

On July 25, 2016, the Company issued 19,500,000 shares of its common stock pursuant to Section 4(2) of the Securities Act of 1933 at par and at a discount of $1,950 representing 97.5% of the total outstanding 19,000,000 shares of common stock to Lin Wei-Hsien and 500,000 shares to Daz Mc Securities. Daz Mc Securities works with Lin Wei-Hsien together as shareholders and management of the Company.

On September 30, 2016, the Company issued 640,000 shares of its common stock to 38 shareholders for a total $64 at par value of $0.0001 per share.

On March 6, 2018, the Company repurchased 250,000 shares of its common stocks from James Cassidy for $25. The 250,000 shares were canceled.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable.

ITEM 5. OTHER INFORMATION

(a)	Not applicable.

(b)	Item 407(c)(3) of Regulation S-K:

During the quarter covered by this Report, there have not been any material changes to the procedures by which security holders may recommend nominees to the Board of Directors.

ITEM 6. EXHIBITS

(a)

Exhibits

31		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	DOERS EDUCATION ASEAN LIMITED

Date: August 14, 2019	By:	/s/ Lin Wei-Hsien
		Lin Wei-Hsien
		President and Chief Financial Officer

Doers Education Asean Ltd 10-Q