UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	FOR THE QUARTERLY PERIOD ENDED May 31, 2018
OR
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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

FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 2018

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

Commission file number 000-53156

RORINE INTERNATIONAL HOLDING CORPORATION (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization) ~~Suite 325 – 7582 Las Vegas Blvd South, Las Vegas, NV89123 (Address of principal executive offices, including zip code.) 702-560-4373 (telephone number, including area code)~~

~~Check~~5255 Longley whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports)Lane, ~~and~~Suite ~~(2) has been subject to such filing requirements for the last 90 days. YES ☒ NO ☐~~105

~~Indicate by check mark whether the registrant is a large accelerated filer~~Reno, NV 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.89511

~~Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☒~~ (DoAddress ~~not~~of ~~check~~principal ifexecutive ~~smaller~~offices, ~~reporting~~including ~~company)~~zip ~~Emerging growth company ☐~~code.)

702-560-4373

(telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 last 90 days.

YES ☐ NO ☒

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted posted pursuant to Rule 405 of Regulation S-T 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, or a smaller reporting company. See the definitions of “large accelerated filer, “accelerated filer,” “non-accelerated filer,” and “smaller reporting 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 ☐

~~YES ☒ NO ☐~~Securities registered pursuant to Section 12(b) of the Act:

~~State~~Title ~~the number~~ of ~~shares outstanding of~~ each ofclass ~~the~~Trading ~~issuer’~~Symbol(s) ~~classes~~Name of ~~common~~each ~~equity,~~exchange ason ofwhich ~~the~~registered ~~latest~~Common ~~practicable~~RIHC ~~date:~~OTC ~~24,244,876 shares of common stock as of May 31, 2018.~~Markets

1State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 24,244,876 shares of common stock as of September 30, 2019.

RORINE INTERNATIONAL HOLDING CORPORATION

FINANCIAL STATEMENTS

~~MAY~~AUGUST 31, 2018

TABLE OF CONTENTS

PART I. - FINANCIAL INFORMATION
		Page
ITEM 1	FINANCIAL STATEMENTS
	Unaudited Balance Sheets as of May 31, 2018 and November 30, 2017	3
	Balance Sheets as of August 31, 2018 (unaudited) and November 30, 2017 (audited)	1
	Unaudited Statements of Operations for the three and six month periods ended May 31, 2018 and for the three month period ended May 31, 2017	4
	Unaudited Statements of Operations for the three and nine month periods ended August 31, 2018 and 2017	2
	Unaudited Statements of Cash Flows for the six month period ended May 31, 2018 and for the three month period ended May 31, 2017	5
	Unaudited Statements of Cash Flows for the nine month periods ended August 31, 2018 and 2017	3
	Condensed Notes to Interim Financial Statements (unaudited)	6
	Unaudited Statements of changes in Stockholders Deficit for the nine month periods ended August 31, 2018
ITEM 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
	Condensed Notes to Interim Financial Statements (unaudited)	5
ITEM 3	Quantitative and Qualitative Disclosures about Market Risk	13
ITEM 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	7
ITEM 4	Controls and Procedures	13
ITEM 3	Quantitative and Qualitative Disclosures about Market Risk	10
PART II	OTHER INFORMATION	14
ITEM 4	Controls and Procedures	10
ITEM 1A	Risk Factors	14
PART II	OTHER INFORMATION	11
ITEM 6	Exhibits	15
ITEM 1	Legal Proceedings	11
INDEX TO EXHIBITS		15
ITEM 1A	Risk Factors	11
SIGNATURES		16
ITEM 2	Unregistered Sales of Equity Securities and Use of Proceeds	11
ITEM 5	Other Information	11
ITEM 6	Exhibits	11
INDEX TO EXHIBITS		11
SIGNATURES		12

RORINE INTERNATIONAL HOLDING CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

	May 31,			November 30,
	August 31,			November 30,
	2018			2017
ASSETS
Current Assets:
Cash		-			-
Total current assets		-			-
Total Assets		-			-
LIABILITIES AND SHAREHOLDERS' DEFICIT
LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current Liabilities:
Accounts payable		3,~~810~~995			5,300
Due to shareholder		294,063			273,440
Total liabilities		~~297~~298,~~873~~058			278,740
Shareholders’ Deficit:
Preferred stock - Class A – authorized, 100,000,000
Preferred stock - Class A – authorized, 100,000,000 shares of $.001 par value; issued and outstanding, 750,000		750			750
shares of $.001 par value; issued and outstanding,
Common stock – authorized, 100,000,000 shares of $.001 par value; issued and outstanding, 24,244,876, respectively		24,245			24,245
750,000		750			750
Common stock – authorized, 100,000,000
shares of $.001 par value; issued and outstanding,
24,244,876, respectively		24,245			24,245
Capital in excess of par value		7,646,274			7,646,274
Accumulated deficit		(7,969,~~142~~327	)		(7,950,009	)
Total shareholders deficit		(~~297~~298,~~873~~058	)		(278,740	)
Total Liabilities and Shareholders’ Deficit		-			-

These accompanying notes are an integral part of these financial statements

RORINE INTERNATIONAL HOLDING CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE AND ~~SIX~~NINE MONTHS ENDED ~~MAY~~AUGUST 31, 2018 AND 2017

(UNAUDITED)

	For the Three Months Ended May 31,						For the Six Months Ended May 31,
	For the Three Months Ended August 31,						For the Nine Months Ended August 31,
	2018			2017			2018			2017
Expenses:
Selling and Administrative Expenses	$	~~9,183~~185		$	143,~~860~~395		$	19,~~133~~318		$	2327,~~640~~035
Operating loss		(~~9,183~~185	)		(143,~~860~~395	)		(19,~~133~~318	)		(2327,~~640~~035	)
Total loss from operations		(~~9,183~~185	)		(143,~~860~~395	)		(19,~~133~~318	)		(2327,~~640~~035	)
Loss Per Share -
Basic and Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average number of common shares outstanding		24,244,876			24,244,876			24,244,876			24,244,876

These accompanying notes are an integral part of these financial statements

RORINE INTERNATIONAL HOLDING CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE ~~SIX~~NINE MONTHS ENDED ~~MAY~~AUGUST 31. 2018

(UNAUDITED)

	For the Six Months Ended May 31,
	For the Nine Months Ended August 31,
	2018			2017
CASH FLOWS FROM OPERATIONS:
Net loss	$	(19,~~133~~318	)	$	(2327,~~640~~035	)
Adjustments required to reconcile net loss to net cash
Adjustments required to reconcile net loss to net cash consumed by operating activities:
consumed by operating activities:
Changes in assets and liabilities:
Increase in accounts payable		(1,~~490~~305	)		811,~~125~~520
Net Cash Consumed by Operating Activities:		(20,623	)		(15,515	)
		.
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from shareholder loans		20,623			15,515
Net Cash Provided by Financing Activities:		20,623			15,515
Net increase (decrease) in cash		-			-
Cash balance, beginning of period		-			-
Cash balance, end of period	$	-		$	-

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

RORINE INTERNATIONAL HOLDING CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS DEFICIT

FOR THE NINE MONTHS ENDED AUGUST 31, 2018

									Capital in
	Common Stock				Preferred Stock				Excess of		Accumulated
	Shares		Amount		Shares		Amount		Par Value		Deficit			Total
Balance November 30, 2017		24,244,876	$	24,245		750,000	$	750	$	7,646,274	$	(7,950,009	)	$	(278,740	)

Common stock issued for services															-

Net loss for quarter ended February 28, 2018												(9,183	)		(9,183	)
Balance February 28, 2018		24,244,876		24,245		750,000		750		7,646,274		(7,959,192	)		(287,923	)

Common stock issued for services															-

Net loss for quarter ended May 31, 2018												(9,950	)		(9,950	)
Balance May 31, 2018		24,244,876		24,245		750,000		750		7,646,274		(7,969,142	)		(297,873	)

Common stock issued for services															-

Net loss for quarter ended August 31, 2018												(185	)		(185	)
Balance August 31, 2018		24,244,876	$	24,245		750,000	$	750	$	7,646,274	$	(7,969,327	)	$	(298,058	)

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

RORINE INTERNATIONAL HOLDING CORPORATION

1. BASIS OF PRESENTATION

The unaudited interim financial statements of Rorine International Holdings Corp.. (the “Company”) as of ~~February~~August 2831, 2018 and for the ~~three~~nine month period then ended have been prepared in accordance with accounting principles generally accepted in the United States of America. In the opinion of management, such information contains all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results of such periods. The results of operations for the three month periods ended ~~February~~August 2831, 2018 are not necessarily indicative of the results to be expected for the full fiscal year ending November 30, 2018. The Company was a "“shell"” company as defined by SEC Rule 12b-2 until it began development stage operations on September 1, 2012. The Company was a development stage entity through May 31, 2013 when it discontinued development operations and reverted back to “shell” status. The Company functional currency is US dollars.

On July 9, 2015 we merged with our wholly owned Nevada subsidiary, 3 Shine Technologies, Inc. As a result of this merger, our corporate name was changed to 3 Shine Technologies, Inc. and the trading symbol for our common stock changed to “TSHN.”

On September 14, 2015, the Company completed a merger with Rorine International Holding Corporation (Rorine), a wholly owned subsidiary incorporated in the State of Nevada. This resulted in a corporate name change of the Company to “Rorine International Holding Corporation.” This corporate action was approved by the Company’s Board of Directors as authorized by Nevada corporate law. The corporate name change effected by the merger was effective on October 7, 2015 upon final approval by FINRA which was granted on October 6, 2015. The Company’s trading symbol changed to “RIHC” as a result of the corporate name change. The subsidiary was newly formed on September 4, 2015, and merged into the parent public company ten days later on September 14, 2015. The subsidiary had no formal business activities as of November 30, 2015. Selling general and administrative expenses consist mainly of professional fees.

On January 12, 2016, Rorine International Holding Corporation successfully entered in a marketing and distribution agreement with RICH Group based in Southeast Asia. The agreement was negotiated and announced by Rorine’s Chief Financial Officer Mr. Tan Sew. According to Mr. Tan, this agreement has taken several months to plan and negotiate and “will give Rorine an excellent opportunity to market Eastern alternative medical packages related to Type II Diabetes outside of China to non-traditional markets such as in the West.”

The agreement was signed between Rorine International Holding Corporation and RICH Group who had previously acquired Guangzhou Huanai Nutrition and Health Information Co. Ltd and Guangzhou Tongde Hospital. One of RICH Group’s diversified investment holdings has been in alternative medicine & treatment for Type II Diabetes, specifically in China where roughly 10% of the population is susceptible to it. They have a non-invasive treatment program based on the combination of traditional Chinese medicine and modern hyperthermia, elemental balance therapy, psychotherapy, resulting in complete restoration to normal health and diet. They currently have a separate marketing and distribution company specifically for the China market. This new agreement allows them to move outside of China into new and growing markets specifically targeting western patients.

According to this agreement, Rorine will setup and prepare a marketing strategy and platform as well as liaise with hospitals, clinics and associations in order to bring this unique product to markets in the West, where Diabetes is also on the rise.

The agreement is part of a long term strategy initiated by the Board of Directors of Rorine International Holding Corporation, faithfully guided by its Chief Officer Mr. Tesheb Casimir. Part of this turn around occurred when the Board decided to appoint Mr. Tan Sew as its CFO in late 2015. Mr. Tan has been involved in new project finance and development in Southeast Asia for the past 20 years.

On March 14, 2016, an Amendment to the Company’s Articles of Incorporation was filed with the Nevada Secretary of State which increased the Company’s authorized shares of common stock to 2,000,000,000 shares from 100,000,000 shares. The amendment was approved by owners of 66.96% of the Company’s common stock and by the owner of 100% of the Company’s preferred stock. The amendment was effective upon filing on March 14, 2016.

6Accounts payable consist of vendor payables at August 31, 2018 and November 30, 2017.

~~Accounts payable consist of vendor payables at May 31, 2018 and November 30, 2017.~~5

RORINE INTERNATIONAL HOLDING CORPORATION

2. SUPPLEMENTAL CASH FLOWS INFORMATION

There was no cash paid for either interest or income taxes during either of the periods presented. There were no non-cash investing or financing activities during either of the periods presented.

3. GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the financial statements, the Company has experienced continued losses, has a working capital deficiency of ($~~288~~298,~~690~~058), an accumulated deficit of $7,~~959~~969,~~959,~~327 and does not presently have sufficient resources to accomplish its objectives during the next twelve months. On August 1, 2012, the Company began a new business. The new business enterprise was initiated with the creation of a wholly owned subsidiary, Unwall Technologies Holdings, Sdn. Ghd (Unwall Technologies), a Malaysian corporation incorporated on July 12, 2012. The Company plans to introduce applications for mobile devices in the first half of 2013 and web applications later in the year. The Company is considered a development stage entity because this new business enterprise is in the process of platform development and has not derived significant revenue from operations.

In November 2011, the Company name was changed to Unwall International Inc. (Unwall International).

These factors raise substantial doubt about the ability of the Company to continue as a going concern. The financial statements do not include adjustments relating to the recoverability of assets and classification of liabilities that might be necessary should the Company be unable to continue in operation. The Company’s present plans, the realization of which cannot be assured, are to raise necessary funds through shareholder loans.

4. CONTINGENCY

The Company does not carry Directors and Officer’s insurance.

5. SHAREHOLDER LOANS

The shareholder loans are non-interest bearing demand loans and are properly classified on the balance sheet as a current liability.

6. PRINCIPLE OF CONSOLIDATION

The consolidated financial statements represent the combined results of Rorine International Holdings Corp. and its wholly owned subsidiary, Unwall Technologies. All intercompany balances have been eliminated.

7. DISCONTINUED OPERATIONS

The Company began development stage activities through its wholly owned Malaysian subsidiary, Unwall Technologies on September 1, 2012. Operations of the Malaysian subsidiary effectively ceased on May 31, 2013, and closed by August 31, 2013. The equipment and software owned by this subsidiary had no material value and were either abandoned or given to employees. Unwall International has assumed responsibility for any remaining accounts payable of the subsidiary. A planned social lending division was terminated with no viable development before October 31, 2013.

8. RELATED PARTY TRANSACTIONS

As of ~~May~~August 31, 2018 and November 30, 2017 Company Principal Executive Officer had advanced the Company a total of $294,063 and $273,440, respectively.

89. SUBSQUENT EVENTS

~~ITEM~~On May 221, 2019 (after the relevant period of this report) we experienced a change of control by virtue of the transfer by our principal shareholder and control persons Great On Technologies Holdings Limited, and Yang Xing Liang as sellers (the “Sellers”), to M&G Asset Management Co., ~~MANAGEMENT'S~~Ltd. ~~DISCUSSION~~on ~~AND~~behalf ~~ANALYSIS~~of ORMGA ~~PLAN~~Holdings OFGroup ~~OPERATION~~of a controlling interest in the Company. The change of control was effectuated by the transfer by the Sellers of 17,183,668 shares of Common Stock of the Company and 750,000 shares of Class A Preferred Stock, par value $0.001 per share of the Company.

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

This section of this report includes a number of forward- looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

Management’s Discussion and Analysis of Financial Condition and Results of Operation

From November 30, 2007 until April 2009, our operations were that of distribution of alternative health products. Upon further market research, it was determined that pursuing the marketing and sale of such product was not as profitable as previously projected. Therefore, all efforts relating to the distribution and marketing were ceased. In April 2009, we commenced operations relating to the distribution of the certain systems which were intended to convert a variety of waste materials to marketable by-products. This business was discontinued by March 31, 2011.

On October 30, 2012, we completed the incorporation and registration of Unwall Technologies Holdings SDN.BHD, a wholly-owned Malaysian subsidiary (“Unwall Technologies”), which commenced operations to offer mobile apps through its website, www.uwii.org . ~~The~~ ~~Company planned to introduce applications for mobile devices in the first half of 2013 and web applications later in the year.~~ This venture was discontinued May 31, 2013 and the business closed by August 31, 2013. The subsidiary does still exist with no assets or liabilities remaining.

Development began on a web based social lending ~~division~~platform. SoThis ~~far,~~was ~~this~~followed ~~business~~by ~~has~~a ~~not~~strategy ~~proceeded~~to ~~beyond~~focus ~~initial~~on ~~plans~~the ~~for~~bio amedical ~~joint~~sector ~~venture~~ and, asspecifically, aalternative ~~result~~medical products ~~the~~and ~~Company has reverted to shell company status~~services.

In August 2017, the Company’s Board of Directors determined to expand the Company’s holdings into mobile payment systems and the E-marketplace, although no transaction had been completed by August 31, 2018.

We have not been involved in any bankruptcy, receivership or similar proceeding.

~~The~~In ~~following~~May isof an2019 ~~analysis~~(after ofthe ~~our~~relevant ~~revenues~~period of ~~and~~this ~~gross~~report) ~~profit,~~we ~~details~~experienced ~~and~~a ~~analysis~~change of ~~components~~control ofby ~~expenses,~~virtue ~~and~~of ~~variances comparing~~ the ~~three~~transfer ~~months~~by ~~ended~~our ~~May~~principal 31shareholder, ~~2018~~________, to ~~the~~________ of ~~three~~__________ ~~months ended May 31, 2017~~shares.

	Three months Ended
	May 31, 2018				May 31, 2017
Revenues	$ - Nil -				$- Nil -
Selling and Administrative Expenses		$	9,183			$	14,860
Net Loss from Continuing Operations		$	(9,183	)		$	(14,860	)
Net Loss from Discontinued Operations			-				-

The following is an analysis of our revenues and gross profit, details and analysis of components of expenses, and variances comparing the three months ended August 31, 2018 to three months ended August 31, 2017.

	Three Months Ended
	August 31, 2018			August 31, 2017
Revenues	$	-Nil-		$	-Nil-
Consulting Fees		-			-
Selling and Administrative Expenses	$			$	3,395
Net Loss from Operations	$		)	$	(3,395	)

Expenses

Our expenses for the three months ended August ~~May~~ 31, 2018 and ~~May~~August 31, 2017 were as follows:

	May 31, 2018		May 31, 2017
	Three Months Ended
	$		$
	August 31, 2018		August 31, 2017
Professional Fees	$	~~8,883~~	$	143,~~860~~395
Miscellaneous Expenses		300		0
Total Expenses	$		$	3,395
Total Expenses	$	9,183	$	14,860

For the three months ended May 31, 2018, our total operating expenses were $9,183 as compared to $14,860 for the three months ended May 31, 2017. Our operating expenses are expected to vary based on the level of our professional fees.7

For the three months ended August 31, 2018, our total operating expenses were $185 as compared to $3,395 for the three months ended August 31, 2017. The change in operating expenses is primarily due to expenses associated the reduction in our operating and absorption of any costs by our management.

Professional Fees

We incurred a total of $89,~~883~~183 in professional fees for the three months ended ~~May~~August 31, 2018 as compared to $63,~~970~~395 during the three months ended ~~May~~August 31, 2017. Professional fees include audit and review fees, bookkeeping fees and legal fees consisting mostly of preparation of SEC filings. Our audit and legal fees are expected to vary.

The following is an analysis of our revenues and gross profit, details and analysis of components of expenses, and variances comparing the nine months ended August 31, 2018 to the nine months ended August 31, 2017.

	Nine Months Ended
	August 31, 2018			August 31, 2017
Revenues	$	-Nil-		$	-Nil-
Consulting fees		-			-
Selling and Administrative Expenses	$			$	27,035
Net Loss from Operations	$	(	)	$	(27,035	)

Expenses

Our expenses for the ~~six~~nine months ended August ~~May~~ 31, 2018 and ~~May~~August 31, 2017 were as follows:

	May 31, 2018		May 31, 2017
	Nine Months Ended
	$		$
	August 31, 2018		August 31, 2017
Professional Fees	$	~~18,383~~	$	2227,~~740~~035
Miscellaneous Expenses		750		900
Total Expenses	$		$	27,035
Total Expenses	$	19,133	$	23,640

For the ~~six~~nine months ended ~~May~~August 31, 2018, our total operating expenses were $19,~~133~~318 as compared to $2327,~~640~~ 035 for the ~~six~~nine months ended ~~May~~August 31, 2017. ~~Our~~ ~~operating~~The ~~expenses~~change ~~are~~in ~~expected~~operating expenses tois ~~vary~~primarily ~~based~~due onto ~~the~~variation ~~level~~in ~~of our~~ professional fees incurred.

Professional Fees

We incurred a total of $1819,~~383~~318 in professional fees for the ~~six~~nine months ended ~~May~~August 31, 2018 as compared to $2227,~~740~~035 during the ~~six~~nine months ended ~~May~~August 31, 2017. Professional fees include audit and review fees, bookkeeping fees and legal fees consisting mostly of preparation of SEC filings. Our audit and legal fees are expected to vary.

108

Liquidity and Capital Resource

Working Capital Deficit

	At	At			At	At
	May 31,				November 30,
		August 31,				November 30,
	~~2018~~	2018			~~2017~~	2017
Current Assets		$	-			$	-
Current Liabilities		$	~~297,873~~			$	~~278~~262,~~740~~037
Working Capital		$	~~(297,873~~	)		$	(~~278~~262,~~740~~037	)

Cash Flows

	For the Six Months Ended				For the Six Months Ended
		Nine months ended				Nine months ended
	May 31,				May 31,
		August 31,				August 31,
	~~2018~~	2018			~~2017~~	2017
Net Cash Consumed by Operating Activities		$	(~~20,623~~ )	)		$	(15,515	)
Net Cash Provided by Financing Activities		$	~~20,623~~			$	15,515
Net change in cash		$	-			$	-
Net Cash Consumed		$	-			$	-

Net Cash Consumed

Working Capital Needs:

As of August ~~May~~ 31, 2018, we had ~~a net~~ working capital deficit of $297,~~873.~~058 Over the next 12 months (i.e. September 2018 through September 2019), we will require approximately $25,000 to sustain our working capital needs as a public reporting company (not including any working capital required by our proposed social lending business), as follows:

Professional fees	$	1520,000
Other		105,000
Total	$	25,000

Sources of Capital:

We expect to obtain financing through shareholder loans. ~~Shareholder~~or ~~loans~~investments ~~will be without stated terms~~ of ~~repayment or interest~~equity. WeShareholders ~~will~~loans ~~not consider taking on any long-term~~ or ~~short-term~~equity ~~debt~~investments ~~from financial institutions in the immediate future. Shareholders loans~~ may be granted from time to time as required to meet current working capital needs at negotiated terms. We have no formal agreement that ensures that we will receive such loans or investments. We may exhaust this source of funding at any time. The Shareholder did not fund professional fees for the quarter ended August 31, 2018 and has stopped funding expenses. However, the new shareholder as of May 2019 did commence funding such fees.

Cash Flows

Operating Activities:

Net cash consumed by ~~continuing~~ operating activities was $20,623 for the ~~six~~nine months ended ~~May~~August 31, 2018 and $15,515 for the ~~six~~nine months ended August ~~May~~ 31, 2017. Cash consumption is expected to initially increase slightly and then remain stable until the Company once again commences active business operations.

Investing and Financing Activities:

We had no investing activities from continuing operations in either the 2018 period or the 2017 period.

~~Cash~~Our cash flows from financing activities during the ~~six~~nine month period ended ~~May~~August 31, 2018 were $20,623, compared to ~~$15,515 for~~ the ~~six~~nine months ended ~~May~~August 31, 2017 when such cash flows were $15,515. InAll ~~both~~such ~~periods~~cash ~~the~~flows ~~cash~~from ~~was~~financing activities were provided by shareholder loans to fund our working capital needs. Additional capital is required in order to fund our working capital needs and we may receive additional financing through shareholder loans although we have no formal commitments from any shareholders at this time. We ~~will~~have ~~not~~no becommitments ~~considering taking on~~ for any ~~long-term~~financings orat ~~short-term~~this ~~debt~~time ~~from financial institutions in the immediate future. Shareholder~~ and ~~consultant~~we ~~loans~~are ~~may~~funded beby ~~granted~~our ~~from~~principal ~~time to time as required to meet current working capital needs~~shareholder. We ~~have no formal agreement that ensures that we will receive such loans. We~~ may exhaust this source of funding at any time.

Material Commitments

We do not have any material commitments for capital expenditures.

Seasonal Aspects

Management is not currently aware of any seasonal aspects which would affect the results of our operations during any particular time of year.

Off Balance Sheet Arrangements

We have no off balance sheet arrangements.

Going Concern

We anticipate that additional funding will be required in the form of equity financing from the sale of our common stock. At this time, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock or through ~~loans~~a loan from our directors to meet our obligations over the next twelve months. We do not have any arrangements in place for any future debt or equity financing.

Recent Accounting Pronouncements

The Company has analyzed the relevant Accounting Standards Updates and has determined that none are anticipated to have a material impact on the Company’s financial position or results of operations.

ITEM 23. ~~UNREGISTERED~~ ~~SALES~~QUANTITATIVE OFAND ~~EQUITY~~QUALITATIVE ~~SECURITIES~~DISCLOSURES ~~AND~~ABOUT ~~USE~~MARKET ~~OF PROCEEDS~~RISK.

None

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKETRISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4.

CONTROLS AND PROCEDURES.

Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures ~~were not effective~~ during ~~the~~such ~~quarter~~period ~~ended~~were ~~May~~not ~~31, 2018~~effective.

13There were no changes in our internal control over financial reporting during the quarter ended August 31, 2018 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Changes in Internal Control over Financial Reporting

~~There~~Other than as set forth above, there have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1.

LITIGATION

None.

ITEM 1A.

RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

14ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4.

MINE SAFETY DISCLOSURES

Not Applicable.

ITEM 5.

OTHER INFORMATION

On May 21, 2019 (after the relevant period of this report) we experienced a change of control by virtue of the transfer by our principal shareholder and control persons Great On Technologies Holdings Limited, and Yang Xing Liang as sellers (the “Sellers”), to M&G Asset Management Co., Ltd. on behalf of MGA Holdings Group of a controlling interest in the Company. The change of control was effectuated by the transfer by the Sellers of 17,183,668 shares of Common Stock of the Company and 750,000 shares of Class A Preferred Stock, par value $0.001 per share of the Company.

ITEM 6.

EXHIBITS.

The following documents are included herein:

Exhibit No.	~~Document Description~~	Document Description
31.1	~~Certification of Principal Executive Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002~~	Certification of Principal Executive Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002
31.2	~~Certification of Principal Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002~~	Certification of Principal Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002
32.1	~~Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002~~	Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	~~Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002~~	Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101*		Interactive data files pursuant to Rule 405 of Regulation S-T

15* Pursuant to applicable securities laws and regulations, we are deemed to have complied with the reporting obligation relating to the submission of interactive data files in such exhibits and are not subject to liability under any anti-fraud provisions of the federal securities laws as long as we have made a good faith attempt to comply with the submission requirements and promptly amend the interactive data files after becoming aware that the interactive data files fail to comply with the submission requirements. Users of this data are advised that, pursuant to Rule 406T, these interactive data files are deemed not filed and otherwise are not subject to liability.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 30 ~~20th~~ day of ~~July~~October, ~~2018~~2019.

RORINE INTERNATIONAL HOLDING CORPORATION BY: ~~TESHEB CASIMIR~~ /s/ ~~TESHEB~~MR. ~~CASIMIR~~HAU-RAN TSAU MR. HAU-RAN TSAU Principal Executive Officer BY: /s/ BRUCE M. SMITH BRUCE M. SMITH Principal Financial Officer and Principal Accounting Officer

16 12

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