UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Form 10-Q

Mark One

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

For the quarterly period ended ~~October~~April 3130, ~~2021~~2022

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

For the transition period from ______ to ~~______~~_______

COMMISSION FILE NO. 333-216895

ARION GROUP CORP.

(Exact name of registrant as specified in its charter)

Nevada	35-2577375	2090
(State or Other Jurisdiction of	IRS Employer	Primary Standard Industrial
Incorporation or Organization)	Identification Number	Classification Code Number

Arion Group Corp.

16839 Gale Ave #210

City of Industry, CA 91748

(888) 991-6839

(Address and telephone number of principal executive offices)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to section 12(g) of the Act: None

Indicate by checkmark whether the issuer: (1) has 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 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, 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. Yes ☐ No ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the 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
Common Stock, $.001 par value		ARGC		OTC Markets

As of ~~December~~June 1521, ~~2021~~2022, the registrant had 7,630,000 shares of common stock issued and outstanding. No market value has been computed based upon the fact that no active trading market has been established as of ~~December~~June 1521, ~~2021~~2022.

ARION GROUP CORP.

Form 10-Q

Part 1	FINANCIAL INFORMATION
Part I	FINANCIAL INFORMATION	1
Item 1	Unaudited Financial Statements	1
	Unaudited Balance Sheets	1
	Unaudited Statements of Operations	2
	Unaudited Statements of Changes in Stockholders’ Deficit	3
	Unaudited Statements of Cash Flows	4
	Notes to Unaudited Financial Statements	5
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	87
Item 3	Quantitative and Qualitative Disclosures About Market Risk	1210
Item 4	Controls and Procedures	1210
Part II.	OTHER INFORMATION
Part II	OTHER INFORMATION	11
Item 1	Legal Proceedings	1311
Item 1A	Risk Factors	1311
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	1311
Item 3	Defaults Upon Senior Securities	1311
Item 4	Mine Safety Disclosures	1311
Item 5	Other Information	1311
Item 6	Exhibits	1411

~~ITEM 1.~~PART ~~UNAUDITED~~I FINANCIAL ~~STATEMENTS~~INFORMATION

~~Arion Group~~ITEM ~~Corp~~1. UNAUDITED FINANCIAL STATEMENTS

~~Balance Sheets~~Arion Group Corp.

	October 31, 2021			January 31, 2021
	(Unaudited)
ASSETS
Current Assets
Cash and cash equivalents	$	3,081		$	19,894
Total Current Assets		3,081			19,894
Property and equipment, net		278			278
Total Assets	$	3,359		$	20,172
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable	$	2,599		$	7,000
Accrued expense		-			4,500
Loan from stockholder		130,001			80,001
Total Current Liabilities		132,600			91,501
Total Liabilities		132,600			91,501
Stockholders' Deficit
Common stock, $0.001 par value, 75,000,000 shares authorized; 7,630,000 shares issued and outstanding as of October 31 and January 31, 2021		7,630			7,630
Additional paid-in capital		91,102			91,102
Accumulated deficit		(227,973	)		(170,061	)
Total Stockholders' Deficit		(129,241	)		(71,329	)
Total Liabilities and Stockholders' Deficit	$	3,359		$	20,172

Balance Sheets

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

	April 30, 2022			January 31, 2022
	(Unaudited)
ASSETS
Current Assets
Cash and cash equivalents	$	648		$	3,863
Total Current Assets		648			3,863

Property and equipment, net		278			278

Total Assets	$	926		$	4,141

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable	$	5,099		$	2,599
Accrued expense		-			4,500
Loan from stockholder		161,001			141,001
Total Current Liabilities		166,100			148,100

Total Liabilities		166,100			148,100

Stockholders’ Deficit
Common stock, $0.001 par value, 75,000,000 shares authorized; 7,630,000 shares issued and outstanding as of April 30 and January 31, 2022		7,630			7,630
Additional paid-in capital		91,102			91,102
Accumulated deficit		(263,906	)		(242,691	)
Total Stockholders’ Deficit		(165,174	)		(143,959	)

Total Liabilities and Stockholders’ Deficit	$	926		$	4,141

1The accompanying notes are an integral part of the unaudited financial statements.

~~Arion Group Corp.~~1

~~Statements of~~Arion ~~Operations~~Group Corp.

~~(Unaudited)~~Statements of Operations

	Three Months Ended			Three Months Ended			Nine Months Ended			Nine Months Ended
	October 31, 2021			October 31, 2020			October 31, 2021			October 31, 2020
Revenue	$	-		$	-		$	-		$	-
Operating Expenses
General and administrative expenses		19,749			23,267			57,112			49,178
Total Operating Expenses		19,749			23,267			57,112			49,178
Loss from Operations		(19,749	)		(23,267	)		(57,112	)		(49,178	)
Loss Before Income Taxes		(19,749	)		(23,267	)		(57,112	)		(49,178	)
Provision for Income Taxes
Income tax expense		-			-			800			760
Net Loss	$	(19,749	)	$	(23,267	)	$	(57,912	)	$	(49,938	)
Weighted average number of common shares outstanding:
Basic and Diluted		7,630,000			7,630,000			7,630,000			7,630,000
Loss per common share:
Basic and Diluted	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.01	)

(Unaudited)

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

	Three Months Ended April 30, 2022			Three Months Ended April 30, 2021

Revenue	$	-		$	-

Operating Expenses
General and administrative expenses		21,215			13,165
Total Operating Expenses		21,215			13,165
Loss from Operations		(21,215	)		(13,165	)

Loss Before Income Taxes		(21,215	)		(13,165	)

Provision for Income Taxes
Income tax expense		-			-

Net Loss	$	(21,215	)	$	(13,165	)

Weighted Average Number of Common Shares Outstanding:
Basic and Diluted		7,630,000			7,630,000

Loss Per Common Share:
Basic and Diluted	$	(0.00	)	$	(0.00	)

2The accompanying notes are an integral part of the unaudited financial statements.

~~Arion Group Corp.~~2

~~Statements of~~ARION ~~Changes~~GROUP ~~in Stockholders' Deficit~~CORP.

~~For The~~STATEMENTS ~~Nine~~OF ~~Months~~CHANGES ~~Ended~~IN ~~October~~STOCKHOLDERS’ ~~31, 2021 and 2020~~DEFICIT

	Common Stock				Additional
	Number				Paid-in		Accumulated
	of Shares		Par Value		Capital		Deficit			Total
Balance as of January 31, 2021		7,630,000	$	7,630	$	91,102	$	(170,061	)	$	(71,329	)
Net loss for the period		-		-		-		(13,165	)		(13,165	)
Balance as of April 30, 2021 (unaudited)		7,630,000	$	7,630	$	91,102	$	(183,226	)	$	(84,494	)
Net loss for the period		-		-		-		(24,998	)		(24,998	)
Balance as of July 31, 2021 (unaudited)		7,630,000	$	7,630	$	91,102	$	(208,224	)	$	(109,492	)
Net loss for the period		-		-		-		(19,749	)		(19,749	)
Balance as of October 31, 2021 (unaudited)		7,630,000	$	7,630	$	91,102	$	(227,973	)	$	(129,241	)
Balance as of January 31, 2020		7,630,000	$	7,630	$	23,670	$	(98,015	)	$	(66,715	)
Net loss for the period		-		-		-		(9,776	)		(9,776	)
Balance as of April 30, 2020 (unaudited)		7,630,000	$	7,630	$	23,670	$	(107,791	)	$	(76,491	)
Capital contribution due to forgiveness of debt from former stockholder		-		-		67,432		-			67,432
Net loss for the period								(16,895	)		(16,895	)
Balance as of July 31, 2020 (unaudited)		7,630,000	$	7,630	$	91,102	$	(124,686	)	$	(25,954	)
Net loss for the period		-		-		-		(23,267	)		(23,267	)
Balance as of October 31, 2020 (unaudited)		7,630,000	$	7,630	$	91,102	$	(147,953	)	$	(49,221	)

FOR THE THREE MONTHS ENDED APRIL 30, 2022 AND 2021

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

	Common Stock				Additional
	Number of Shares		Par Value		Paid-in Capital		Accumulated Deficit			Total

Balance as of January 31, 2021		7,630,000	$	7,630	$	91,102	$	(170,061	)	$	(71,329	)
Net loss for the period		-		-		-		(13,165	)		(13,165	)
Balance as of April 30, 2021 (unaudited)		7,630,000	$	7,630	$	91,102	$	(183,226	)	$	(84,494	)
Balance as of January 31, 2022		7,630,000	$	7,630	$	91,102	$	(242,691	)	$	(143,959	)
Net loss for the period		-		-		-		(21,215	)		(21,215	)
Balance as of April 30, 2022 (unaudited)		7,630,000	$	7,630	$	91,102	$	(263,906	)	$	(165,174	)

3The accompanying notes are an integral part of the unaudited financial statements.

~~Arion Group Corp.~~3

~~Statements of~~Arion ~~Cash~~Group ~~Flows~~Corp.

~~(Unaudited)~~Statements of Cash Flows

	Nine Months Ended			Nine Months Ended
	October 31, 2021			October 31, 2020
Operating Activities
Net loss	$	(57,912	)	$	(49,938	)
Adjustment to reconcile net loss to net cash used in operating activities
Changes in operating assets and liabilities
Prepaid expense		-			(239	)
Accounts payable		(4,401	)		(9,961	)
Accrued expense		(4,500	)		4,500
Net cash used in operating activities		(66,813	)		(55,638	)
Financing Activities
Repayment of stockholder loan		-			(3,000	)
Proceeds of loan from stockholder		50,000			70,001
Net cash provided by financing activities		50,000			67,001
Net increase (decrease) in cash and cash equivalents	$	(16,813	)	$	11,363
Cash and cash equivalents at beginning of the period		19,894			5,999
Cash and cash equivalents at end of the period	$	3,081		$	17,362
Supplemental cash flow information:
Cash paid for:
Interest	$	-		$	-
Taxes	$	800		$	760
Significant noncash transactions:
Capital contribution due to forgiveness of debt from
former stockholder	$	-		$	67,432

(Unaudited)

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

	Three Months Ended			Three Months Ended
	April 30, 2022			April 30, 2021
Operating Activities
Net loss	$	(21,215	)	$	(13,165	)

Changes in operating assets and liabilities
Accounts payable		2,500			174
Accrued expense		(4,500	)		-
Net cash used in operating activities		(23,215	)		(12,991	)

Financing Activities
Proceeds of loan from stockholder		20,000			-
Net cash provided by financing activities		20,000			-

Net decrease in cash and cash equivalents	$	(3,215	)	$	(12,991	)

Cash and equivalents at beginning of the period		3,863			19,894

Cash and equivalents at end of the period	$	648		$	6,903

Supplemental cash flow information:
Cash paid for:
Interest	$	-		$	-
Taxes	$	-		$	-

4The accompanying notes are an integral part of the unaudited financial statements.

~~ARION GROUP CORP.~~4

~~NOTES TO~~ARION ~~THE~~GROUP ~~UNAUDITED FINANCIAL STATEMENTS~~CORP.

~~FOR THE~~NOTES ~~THREE~~TO ~~MONTHS~~THE ~~ENDED~~UNAUDITED ~~OCTOBER~~FINANCIAL ~~31, 2021~~STATEMENTS

~~NOTE 1 –~~FOR ~~ORGANIZATION~~THE ~~AND~~THREE ~~BUSINESS~~MONTHS ENDED APRIL 30, 2022

~~ARION GROUP~~NOTE ~~CORP.~~1 – ~~(“we”,~~ORGANIZATION ~~“our”,~~AND ~~the “Company”) is a corporation established under the corporation laws in the State of Nevada on November 7, 2016. The Company has adopted January 31 as its fiscal year end.~~BUSINESS

~~On November~~ARION ~~21,~~GROUP ~~2018, a change in control of the Company occurred, pursuant to which Mr~~CORP. ~~Mingyong Huang acquired a total of 5~~(“we”,~~000,000~~ ~~shares~~“our”, of the “Company~~’s common stock (or approximately 65.53% of the total issued and outstanding shares of the Company as of the date of acquisition~~”) ~~from~~is ~~Ms. Nataliia Kriukova,~~ a ~~former~~corporation ~~principal~~established ~~shareholder~~under of the ~~Company.~~corporation ~~Pursuant~~laws toin the ~~Stock~~State ~~Purchase~~of ~~Agreement~~Nevada ~~(the “SPA”)~~on ~~and~~November ~~other related agreements~~7, Ms2016. ~~Kriukova resigned from all management and Board positions.~~ The Company ~~also paid~~ ~~off~~has ~~the~~adopted ~~shareholder~~January ~~loan~~31 ~~owed~~as toits ~~Ms.~~fiscal ~~Kriukova~~year ~~in the amount of $2,663 with cash and inventory on hand pursuant to the SPA on November 21, 2018~~end.

On ~~May~~ 5,November ~~2020~~21, ~~Mr. Hui Song~~2018, a ~~former~~change ~~member~~in ofcontrol ~~the Board~~ of ~~Directors of~~ the Company, ~~resigned as a director. On June 3~~occurred, ~~2020, Mr. Mingyong Huang entered into another Stock Purchase Agreement (the “2020 SPA”),~~ pursuant to which Mr. Mingyong Huang ~~sold~~acquired ~~all~~a total of ~~his~~ 5,000,000 shares of the Company’s common stock to(or Mrapproximately 65.53% ~~Jay~~of ~~Hamilton,~~the ~~who~~total ~~becomes~~issued and outstanding shares of the Company’s ~~majority~~as ~~and~~of ~~controlling~~the ~~shareholder. On~~date ~~June~~of 4,acquisition) ~~2020,~~from Ms. ~~Maria~~Nataliia ~~Itzel~~Kriukova, ~~Torres~~a ~~Siegrist~~former ~~resigned~~principal shareholder ~~as Secretary~~ of the Company. InPursuant ~~connection~~to ~~with~~ the ~~change~~Stock ofPurchase ~~control~~Agreement as(the ~~of June~~“SPA”) ~~17,~~and ~~2020~~other ~~the~~related ~~Board~~agreements, ~~appointed Mr~~Ms. ~~Hamilton~~Kriukova resigned tofrom ~~the~~all ~~Company’s~~management and Board ~~of Directors~~positions. ~~Also,~~The onCompany ~~June~~also ~~17,~~paid ~~2020,~~off ~~the~~shareholder ~~Board~~loan ~~appointed Mr.~~owed ~~Hamilton~~to ~~as President/CEO and~~ Ms. ~~Brenda~~Kriukova ~~Bin~~in ~~Wang~~the asamount ~~CFO~~of ~~and~~$2,663 with ~~Mr.~~cash ~~Huang~~and asinventory ~~Secretary.~~on ~~Mr.~~hand ~~Huang~~pursuant ~~remains~~to athe ~~director~~SPA ofon ~~the~~November ~~Company~~21, 2018.

~~Prior to~~On ~~November~~May 215, ~~2018~~2020, weMr. ~~distributed~~Hui anSong, ~~assortment~~a former member of ~~cedar~~the ~~phyto~~Board ~~barrels~~of inDirectors of the ~~USA~~Company, ~~and~~resigned ~~Europe~~as a director. ~~The~~On ~~business~~June of3, ~~distribution~~2020, ofMr. ~~cedar phyto~~Mingyong ~~barrels~~Huang ~~was~~entered ~~discontinued~~into ~~after~~another ~~November~~Stock 21Purchase Agreement (the “2020 SPA”), ~~2018~~pursuant to which Mr. WeHuang ~~have~~sold ~~classified~~all ~~the~~of ~~results~~his 5,000,000 shares of the ~~cedar~~Company’s ~~phyto~~common ~~barrels~~stock to ~~business~~Mr. asJay ~~discontinued operations~~Hamilton, inwho ~~our~~becomes ~~financial~~the ~~statements.~~Company’s Wemajority ~~are~~and ~~currently~~controlling astockholder. ~~start-up~~On ~~company~~June ~~exploring~~4, ~~various~~2020, ~~manufacturing~~Ms. ~~and~~Maria ~~distribution~~Itzel ~~business~~Torres Siegrist ~~opportunities~~resigned inas Secretary of the ~~dietary~~Company. ~~ingredient~~In ~~and~~connection ~~nutritional~~with ~~supplement~~the ~~industry.~~change ~~However,~~of control as of June 17, 2020 the ~~filing~~Board ~~date,~~appointed noMr. ~~definitive~~Hamilton ~~agreement~~to ~~has~~the ~~been~~Company’s ~~entered~~Board ~~into~~of inDirectors. ~~connection~~Also, ~~with~~on ~~our~~June ~~business~~17, ~~plan~~2020, ~~related~~the toBoard ~~the~~appointed ~~above~~Mr. ~~targeted~~Hamilton ~~industry~~as President/CEO and Ms. Brenda Bin Wang as CFO and Mr. Huang as Secretary. Mr. Huang remains a director of the Company.

~~NOTE~~Prior to November 21, 2018, we distributed an ~~2 –~~assortment ~~GOING~~of ~~CONCERN~~cedar phyto barrels in the USA and Europe. The business of distribution of cedar phyto barrels was discontinued after November 21, 2018. We have classified the results of the cedar phyto barrels business as discontinued operations in our financial statements. We are currently a start-up company exploring various manufacturing and distribution business opportunities in the dietary ingredient and nutritional supplement industry. However, as of the filing date, no definitive agreement has been entered into in connection with our business plan related to the above targeted industry.

~~The Company’s~~NOTE ~~financial~~2 – ~~statements~~GOING as of and for the nine months ended October 31, 2021 have been prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs, has incurred recurring losses and had a working capital deficit as of October 31, 2021. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period of time.CONCERN

~~In order~~The toCompany’s ~~continue~~financial statements as aof and ~~going~~for ~~concern,~~ the ~~Company~~three ~~will~~months ~~need,~~ended ~~among~~April ~~other things~~30, ~~additional~~2022 ~~capital~~have ~~resources.~~been ~~Management’s~~prepared ~~plan is~~using togenerally ~~obtain~~accepted ~~such~~accounting ~~resources~~principles ~~for~~in the ~~Company~~United byStates ~~obtaining~~of America ~~capital~~applicable ~~from~~to ~~management~~a ~~and~~going ~~significant~~concern, ~~shareholders~~which ~~sufficient~~contemplates tothe ~~meet~~realization ~~its minimal~~of ~~operating~~assets ~~expenses~~ and ~~seeking~~liquidation ~~third~~of ~~party~~liabilities ~~equity~~in ~~and/or~~the ~~debt~~normal ~~financing~~course of business. ~~However,~~The ~~management~~Company ~~cannot~~has ~~provide~~not ~~any~~yet ~~assurances~~established ~~that the~~an ~~Company~~ongoing ~~will~~source beof ~~successful~~revenues insufficient ~~accomplishing~~to ~~any~~cover of its ~~plans.~~operating ~~These~~costs, ~~financial~~and ~~statements~~incurred dorecurring losses ~~not~~and ~~include~~had ~~any~~a ~~adjustments~~working ~~related~~capital ~~to the~~deficit ~~recoverability~~as ~~and classification~~ of ~~assets~~April or30, ~~the~~2022. ~~amounts~~These ~~and~~factors, ~~classification~~among ofothers, ~~liabilities~~raise ~~that~~substantial ~~might~~doubt beabout ~~necessary~~the ~~should~~ability of the Company be ~~unable~~ to continue as a going concern for a reasonable period of time.

5In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

~~NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES~~5

~~Basis of~~NOTE ~~Presentation~~3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

~~The balance~~Basis ~~sheet as~~ of October 31, 2021, the statements of operations, changes in stockholders’ deficit and cash flows for the three and nine months ended October 31, 2021 and 2020 have been prepared by the Company without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures, normally included in the financial statements prepared in accordance with U.S. GAAP, have been condensed or omitted as allowed by such rules and regulations, and the Company believes that the disclosures are adequate to make the information presented not misleading. The results of operations for the three and nine months ended October 31, 2021 are not necessarily indicative of results expected for the full year ending January 31, 2022. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the Company’s financial position and results of operations at October 31, 2021 and for the nine months then ended have been made.Presentation

~~It is~~The ~~suggested~~balance ~~that~~sheet ~~these~~as of April 30, 2022, the statements of beoperations, ~~read~~changes in ~~conjunction~~stockholders’ ~~with~~deficit and cash flows for the ~~January~~three-month 31period ended April 30, ~~2021~~2022, ~~audited~~have ~~financial~~been ~~statements~~prepared by the Company without audit, pursuant to the rules and regulations of the ~~accompanying~~Securities and Exchange Commission. Certain information and ~~notes~~footnote disclosures, normally included in the financial statements prepared in accordance with U.S. GAAP, have been condensed or omitted as allowed by such rules and regulations, and the Company believes that the disclosures are adequate to make the information presented not misleading. The results of operations for the three months ended April 30, 2022 are not necessarily indicative of results expected for the full year ending January 31, 2023. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the Company’s ~~Annual~~financial ~~Report~~position onand ~~Form~~results ~~10-K~~of ~~filed~~operations ~~with~~at ~~the~~April ~~Securities~~30, 2022 and ~~Exchange~~for ~~Commission~~the three months then ended have been made.

~~Use~~It is suggested that these statements be read ofin ~~Estimates~~conjunction with the January 31, 2022 audited financial statements and the accompanying notes included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission.

~~The preparation~~Use of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities on the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and judgments on historical experience and on various other assumptions and information that are believed to be reasonable under the circumstances. Estimates and assumptions of future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as our operating environment changes. While the Company believes that the estimates and assumptions used in the preparation of the financial statements are appropriate, actual results could differ from those estimates. Estimates and assumptions are periodically reviewed and the effects of revisions are reflected in the financial statements in the period they are determined to be necessary. The current COVID-19 pandemic and general economic environment also increase the degree of uncertainty inherent in these estimates and assumptions.

~~New~~The preparation of financial statements in conformity ~~Accounting~~with ~~Pronouncements~~U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities on the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and judgments on historical experience and on various other assumptions and information that are believed to be reasonable under the circumstances. Estimates and assumptions of future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as our operating environment changes. While the Company believes that the estimates and assumptions used in the preparation of the financial statements are appropriate, actual results could differ from those estimates. Estimates and assumptions are periodically reviewed and the effects of revisions are reflected in the financial statements in the period they are determined to be necessary. The current COVID-19 pandemic and general economic environment also increase the degree of uncertainty inherent in these estimates and assumptions.

~~There were~~New ~~various~~Accounting ~~accounting standards and interpretations issued recently, none of which are expected to a have a material impact on our financial position, operations or cash flows.~~Pronouncements

6There were various accounting standards and interpretations issued recently, none of which are expected to have a material impact on our financial position, operations or cash flows.

NOTE 4 – RELATED PARTY TRANSACTIONS

The Company may rely on advances from related parties in support of the Company’s efforts and cash requirements until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by officers, directors, or shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.

During the ~~nine~~three-month period ended ~~October~~April 3130, ~~2021~~ 2022, the Company’s ~~major~~controlling ~~shareholder~~stockholder Mr. Jay Hamilton loaned the Company $5020,000 to cover the Company’s operating expenses. The ~~loans~~loan ~~are~~is unsecured, non-interest bearing and due on demand. During the three-month period ended April 30, 2021, there was no loan from stockholder to cover the Company’s operating expenses. As of April 30, 2022 and January 31, 2022, the unpaid balances of the loan to stockholder were $161,001 and $141,001, respectively.

~~During the~~The ~~nine-month period ended October 31, 2020, the~~ Company’s ~~major~~office ~~shareholder~~at ~~Mr.~~16839 ~~Jay~~Gale ~~Hamilton loaned the Company $60~~Ave.,~~001 and the~~ ~~Company’s~~#210, ~~former~~City ~~shareholder~~of ~~Mr. Mingyong Huang loaned the Company $10~~Industry,~~000~~ toCA ~~cover~~91745 ~~the~~is ~~Company’s~~a ~~operating expenses. The loans are unsecured, non~~warehouse-~~interest~~office ~~bearing~~solely ~~and~~owned ~~due~~by ~~on demand. On June 3, 2020,~~ Mr. Mingyong Huang. ~~agreed~~Given tothat ~~forgive $67,432 he had previously loaned to~~ the Company. ~~The~~had ~~Company~~only ~~has~~minimal ~~recorded~~operations as ~~the amount~~ of ~~loan~~April ~~forgiven~~30, by2022, Mr. ~~Mingyong~~ Huang asdoes ~~capital~~not ~~contribution~~charge ~~due to forgiveness of debt from former stockholder as of October 31, 2020. On July 16, 2020,~~ the Company ~~repaid~~any ~~the~~fee ~~entire~~for ~~remaining~~using ~~balance~~the ofoffice ~~$3,000~~at ~~to Mr.~~this ~~Mingyong Huang~~time.

~~The Company’s~~NOTE ~~office~~5 at– ~~16839~~SUBSEQUENT Gale Ave., #210, City of Industry, CA 91745 is a warehouse-office solely owned by Mr. Mingyong Huang. Given that the Company had only minimal operations as of October 31, 2021, Mr. Huang does not charge the Company any fee for using the office at this time.EVENT

7In May 2022, Mr. Jay Hamilton loaned the Company in total of $11,999 to cover the Company’s operating expenses. The loans are unsecured, non-interest bearing and due on demand.

~~ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION~~6

~~CAUTIONARY STATEMENT~~ITEM ~~REGARDING~~2. ~~FORWARD-LOOKING~~MANAGEMENT’S ~~STATEMENTS~~DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

~~This report~~CAUTIONARY ~~contains~~STATEMENT ~~forward-looking~~REGARDING ~~statements which relate to future events or our future financial performance. In some cases, you can identify forward~~FORWARD-~~looking~~LOOKING statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.STATEMENTS

~~While these~~This report contains forward-looking statements, which ~~and~~relate ~~any~~to ~~assumptions~~future ~~upon~~events ~~which~~or ~~they~~our ~~are~~future ~~based,~~financial ~~are~~performance. ~~made~~In insome ~~good~~cases, ~~faith~~you ~~and~~can ~~reflect~~identify ~~our~~forward-looking ~~current~~statements ~~judgment~~by terminology ~~regarding~~such ~~the~~as ~~direction~~“may”, of“should”, ~~our~~“expects”, ~~business~~“plans”, ~~actual~~“anticipates”, ~~results~~“believes”, “estimates”, ~~will~~“predicts”, ~~almost~~“potential” ~~always~~or ~~vary,~~“continue” ~~sometimes~~or ~~materially,~~the ~~from~~negative ~~any~~of ~~estimates,~~these ~~predictions, projections,~~terms ~~assumptions~~ or other comparable ~~future~~terminology. ~~performance~~These ~~suggested~~statements ~~herein.~~are ~~Except~~only aspredictions ~~required~~and byinvolve ~~applicable~~known ~~law~~and unknown risks, ~~including~~uncertainties ~~the~~and ~~securities~~other factors that ~~laws~~may ofcause ~~the~~our ~~United~~or ~~States~~our industry’s actual results, welevels doof ~~not~~activity, ~~intend~~performance or achievements to ~~update~~be materially different from any future results, levels of ~~the~~activity, ~~forward-looking~~performance ~~statements~~or toachievements ~~conform~~expressed ~~these~~or ~~statements~~implied toby ~~actual~~these ~~results~~forward-looking statements.

~~Description~~While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of ~~Business~~our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

~~Arion Group~~Description ~~Corp. was incorporated in the State~~ of Nevada on November 7, 2016 and established a fiscal year end of January 31. We are currently a start-up company exploring various manufacturing and distribution business opportunities in the dietary ingredient and nutritional supplement industry. However, as of the filing of this statement 10-Q, no definitive agreement has been entered into in connection with our business plan related to the above targeted industry.Business

~~On November~~Arion ~~21,~~Group ~~2018~~Corp. ~~(the~~was ~~“Closing~~incorporated ~~Date”), a change~~ in ~~control~~the State of ~~the~~Nevada ~~Company~~on ~~occurred~~November 7, ~~pursuant~~2016 toand ~~which~~established ~~Mr. Mingyong Huang acquired~~ a ~~total~~fiscal ofyear ~~5,000,000~~end ~~shares~~ of ~~the~~January ~~Company’s~~31. ~~common~~We ~~stock~~are ~~(or~~currently ~~approximately~~a ~~65.53%~~start-up ofcompany ~~the~~exploring ~~total~~various ~~issued~~ manufacturing and ~~outstanding shares~~distribution ofbusiness ~~the~~opportunities ~~Company~~in ~~as of~~ the ~~date~~dietary ofingredient ~~acquisition)~~and ~~from~~nutritional Mssupplement industry. ~~Nataliia Kriukova~~However, ~~the~~as ~~previous principal shareholder~~ of the ~~Company.~~filing ~~Pursuant~~of this tostatement ~~the SPA and other related agreements~~10-Q, ~~Ms.~~no ~~Nataliia~~definitive ~~Kriukova~~agreement ~~resigned~~has ~~from~~been ~~all~~entered ~~management~~into ~~and Board positions. The Company also paid off shareholder loan owed to Ms. Kriukova~~ in ~~the~~connection ~~amount of $2,663~~ with ~~cash~~our ~~and~~business ~~inventory~~plan onrelated ~~hand pursuant~~ to the ~~SPA~~above ontargeted ~~November 21, 2018~~industry.

On ~~May~~ 5,November ~~2020~~21, ~~Mr.~~2018 ~~Hui~~(the ~~Song,~~“Closing Date”), a ~~former~~change ~~member~~in ofcontrol ~~the Board~~ of ~~Directors of~~ the Company, ~~resigned as a director. On June 3~~occurred, ~~2020, Mr. Mingyong Huang entered into another Stock Purchase Agreement (the “2020 SPA”),~~ pursuant to which Mr. Mingyong Huang ~~sold~~acquired ~~all~~a total of ~~his~~ 5,000,000 shares of the Company’s common stock to(or Mrapproximately 65.53% ~~Jay~~of ~~Hamilton,~~the ~~who~~total ~~becomes~~issued and outstanding shares of the Company’s ~~majority~~as ~~and~~of ~~controlling~~the ~~stockholder. On~~date ~~June~~of 4,acquisition) ~~2020,~~from ~~Maria~~Ms. Nataliia ~~Itzel~~Kriukova, ~~Torres~~the ~~Siegrist~~previous ~~resigned~~principal asshareholder ~~Secretary~~ of the Company. InPursuant ~~connection~~to ~~with~~ the ~~change~~SPA ofand ~~control~~other asrelated ~~of June 17~~agreements, ~~2020~~Ms. ~~the~~Nataliia ~~Board~~Kriukova resigned ~~appointed~~from ~~Jay~~all ~~Hamilton~~management toand ~~the Company’s~~ Board ~~of Directors~~positions. ~~Also,~~The asCompany ofalso ~~June~~paid ~~17,~~off ~~2020,~~shareholder ~~the~~loan ~~Board~~owed ~~appointed~~to MrMs. ~~Hamilton~~ asKriukova ~~President/CEO~~in ~~and~~the ~~Ms.~~amount ~~Brenda~~of ~~Bin~~$2,663 with ~~Wang~~cash ~~as CFO~~ and ~~Mr.~~inventory ~~Huang~~on ashand ~~Secretary.~~pursuant ~~Mr.~~to ~~Huang~~the ~~remains~~SPA aon ~~director~~November of21, ~~the Company~~2018.

~~Prior to~~On ~~November~~May 215, ~~2018~~2020, weMr. ~~distributed~~Hui anSong, ~~assortment~~a former member of ~~cedar~~the ~~phyto~~Board ~~barrels~~of inDirectors of the ~~USA~~Company, ~~and~~resigned ~~Europe~~as a director. ~~Our~~On ~~products~~June ~~were~~3, ~~offered~~2020, atMr. ~~prices~~Mingyong Huang entered into another Stock Purchase ~~marked-up~~Agreement ~~from~~(the ~~80%~~“2020 SPA”), pursuant to ~~100%~~which Mr. Huang sold all of ~~our~~his ~~cost.~~5,000,000 ~~Our~~shares ~~customers~~of ~~were~~the ~~asked~~Company’s common stock to ~~pay~~Mr. usJay ~~100%~~Hamilton, inwho ~~advance~~becomes the Company’s majority and controlling stockholder. WeOn ~~filled~~June ~~placed~~4, ~~orders~~2020, ~~and~~Ms. ~~supplied~~Maria ~~the products~~Itzel ~~within~~Torres aSiegrist resigned ~~period~~as Secretary of ~~thirty~~the ~~days~~Company. ~~(30)~~In ~~days~~connection orwith ~~less~~the ~~following~~change ~~receipt~~of control as of ~~any~~June ~~written~~17, ~~order.~~2020 ~~Customers~~the ~~were~~Board ~~responsible~~appointed ~~for~~Mr. ~~the~~Hamilton to ~~custom~~the ~~duties~~Company’s Board of Directors. Also, ~~taxes~~as of June 17, ~~insurance~~2020, orthe ~~any~~Board ~~other~~appointed ~~additional~~Mr. ~~charges~~Hamilton ~~that~~as ~~might~~President/CEO ~~incur~~and Ms. ~~The~~Brenda ~~business~~Bin Wang ofas ~~distribution~~CFO ofand ~~cedar~~Mr. ~~phyto~~Huang ~~barrels was~~as ~~discontinued~~Secretary. ~~after~~Mr. ~~November~~Huang ~~21,~~remains ~~2018~~a director of the Company.

8Prior to November 21, 2018, we distributed an assortment of cedar phyto barrels in the USA and Europe. Our products were offered at prices marked-up from 80% to 100% of our cost. Our customers were asked to pay us 100% in advance. We filled placed orders and supplied the products within a period of thirty days (30) days or less following receipt of any written order. Customers were responsible for the custom duties, taxes, insurance or any other additional charges that might incur. The business of distribution of cedar phyto barrels was discontinued after November 21, 2018.

Since the change of control on November 21, 2018, we have changed our business plan to focus on medical & health care industry, including consulting services provided to third parties for planning, design and compliance of cannabis cultivation in the USA. However, as of ~~October~~ 31April 30, 2021, we have not generated additional revenue since the year ended January 31, ~~2021~~2020, whereby $6,000 of revenue was generated from consulting services.

The Company’s financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and are expressed in the U.S. dollars. The Company’s fiscal year end is January 31.

~~RESULTS OF OPERATIONS~~7

~~As of~~RESULTS ~~October~~OF 31, 2021, we had total assets of $3,359 and total liabilities of $132,600. 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.OPERATIONS

~~We expect~~As weof ~~will~~April ~~require~~30, ~~additional~~2022, ~~capital~~we tohad ~~meet~~total ~~our~~assets ~~long-term~~of ~~operating~~$926 and ~~requirements~~total liabilities of $166,100. We ~~expect~~have incurred recurring losses to ~~raise~~date. ~~additional~~Our ~~capital~~financial ~~through,~~statements have been prepared assuming that ~~among~~we ~~other~~will ~~things~~continue as a going concern and, accordingly, do not include adjustments relating to the ~~sale~~recoverability and realization of ~~equity~~assets and orclassification ~~debt~~of ~~securities~~liabilities that might be necessary should we be unable to continue in operation.

We ~~discontinued~~ ~~our~~expect ~~cedar~~we ~~phyto~~will ~~barrels~~require ~~distribution~~additional ~~business~~capital ~~upon the change in control occurred on November 21, 2018 and started~~ to ~~implement~~ ameet ~~new~~our ~~business~~long-term ~~plan~~operating ~~to pursue business opportunities in manufacturing and distribution of certain dietary ingredient and nutritional supplement products~~requirements. AsWe ofexpect ~~October~~to ~~31,~~raise ~~2021,~~additional wecapital ~~have not entered into any definitive agreement in connection with the business plan. Our net loss for the three-month period ended October 31~~through, ~~2021~~among ~~was~~other ~~$19~~things,~~749,~~ asthe ~~compared~~sale ~~to a net loss~~ of ~~$23,267~~equity ~~during~~or ~~the three-month~~debt ~~period ended October 31, 2020~~securities.

~~Three~~We discontinued our cedar phyto barrels distribution ~~Months~~business ~~Ended~~upon ~~October~~the 31change in control occurred on November 21, ~~2021~~2018 and started to implement a new business plan to pursue business opportunities in manufacturing and distribution of certain dietary ingredient and nutritional supplement products. As of April 30, 2022, we have not entered into any definitive agreement in connection with the business plan. Our net loss for the three-month period ended April 30, 2022 was $21,215, as compared to ~~Three~~a ~~Months~~net ~~Ended~~loss ~~October~~of 31$13,165 ~~2020~~during the three-month period ended April 30, 2021.

~~Operating~~Three Months Ended April 30, 2022 compared ~~Expenses~~to Three Months Ended April 30, 2021

~~During the~~Operating three-month period ended October 31, 2021, we incurred $19,749 in general and administrative expenses compared to $23,267 in the same period of 2020, which represents a decrease in the amount of $3,518. General and administrative expenses incurred generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting and various compliance costs.Expenses

~~Our net~~During ~~loss for~~ the three-month ~~months~~period ended ~~October~~April 3130, 2022, ~~2021~~we ~~was~~incurred $1921,~~749~~215 ~~compared~~in togeneral ~~net~~and ~~loss~~administrative ofexpenses compared to $2313,~~267~~165 ~~for~~in the ~~three~~same ~~months~~period ~~ended~~of ~~October 31~~2021, ~~2020.~~ ~~The~~which ~~decrease~~represents inan ~~net loss~~ increase in the ~~period~~amount ~~ended~~of ~~October 31~~$8,050. ~~2021~~General inand ~~the~~administrative ~~amount~~expenses ofincurred ~~$3,518~~generally ~~represents~~related ato ~~15.12%~~corporate ~~decrease~~overhead, ~~over~~financial ~~the~~and ~~net~~administrative ~~loss~~contracted inservices, ~~the~~such ~~three-month~~as ~~period~~legal ~~ended~~and ~~October~~accounting ~~31,~~and ~~2020~~various compliance costs.

~~LIQUIDITY~~Our net loss for the three-month period ended ~~AND~~April ~~CAPITAL~~30, ~~RESOURCES~~2022 was $21,215 compared to net loss of $13,165 for the three-month period ended April 30, 2021. The increase in net loss in the period ended April 30, 2022 in the amount of $8,050 represents a 61.15% increase over the net loss in the three-month period ended April 30, 2021.

~~The accompanying~~LIQUIDITY ~~financial~~AND ~~statements~~CAPITAL have been prepared assuming that the Company will continue as a going concern. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs. This raises substantial doubt about its ability to continue as a going concern.RESOURCES

9The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs. This raises substantial doubt about its ability to continue as a going concern.

Our independent auditor’s report accompanying our January 31, ~~2021~~2022 and ~~2020~~2021 audited financial statements contains an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. These financial statements have been prepared “assuming that we will continue as a going concern,” which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business. This assumption may, however, not hold true for a variety of reasons, many of which are out of our control.

As at ~~October~~of 31April 30, ~~2021~~2022 our current assets were $~~3,081~~ 648 compared to $193,~~894~~863 in current assets at January 31, ~~2021~~2022. As atof ~~October~~April 3130, ~~2021~~ 2022 our total assets were $~~3,359~~926 compared to $204,~~172~~141 in total assets at January 31, ~~2021~~2022. As atof ~~October~~April 3130, ~~2021~~2022, our current liabilities were $~~132~~166,~~600~~100, or an increase in the amount of $4118,~~099~~000 (or 4412.9215%) compared to $91148,~~501~~100 as of January 31, ~~2021~~2022. As of ~~October~~April 3130, ~~2021~~2022, we had loan from stockholder in the total amount of $~~130~~161,001, or 9896.0493% of our total liabilities, as we have not been able to generate a steady cash flow to cover our operating expenses and have to rely heavily on the financial support from our stockholder.

Total stockholders’ deficit was $~~129~~165,~~241~~ 174 as of ~~October~~April 3130, ~~2021~~2022, compared to $71143,~~329~~959 as of January 31, ~~2021~~2022, representing an increase in the amount of $5721,~~912~~215.

~~Cash Flows from Operating Activities~~8

~~For the~~Cash ~~nine~~Flows ~~months~~from ~~ended~~Operating ~~October 31, 2021, net cash used by operating activities was $66,813, consisting of net loss of $57,912, a decrease in accounts payable for $4,401 and a decrease in accrued expense for $4,500.~~Activities

For the ~~nine~~three months ended ~~October~~April 3130, ~~2020~~2022, net cash used by operating activities was $5523,~~638~~215, consisting of net loss of $4921,~~938~~215, an increase in ~~prepaid expense for $239, a decrease~~ in accounts payable for $92,~~961~~500 and ana ~~increase~~ decrease in accrued expense for $4,500.

~~Cash~~For the three months ended April 30, 2021, net ~~Flows~~cash ~~from~~used ~~Investing~~by ~~Activities~~operating activities was $12,991, consisting of net loss of $13,165 and an increase in accounts payable for $174.

Cash ~~flows~~ ~~used~~Flows infrom ~~investing~~Investing ~~activities for the nine months ended October 31, 2021 and 2020 were $0 and $0, respectively.~~Activities

Cash flows used in investing activities for the ~~Flows~~three ~~from~~months ~~Financing~~ended ~~Activities~~April 30, 2022 and 2021 were $0 and $0, respectively.

Cash ~~flows~~ ~~provided~~Flows ~~by financing activities for the nine months ended October 31, 2021 and 2020 were $50,000 and $67,001, respectively. We were able to borrow an additional $50,000 loan~~ from ~~our~~Financing major stockholder during the nine months ended October 31, 2021, and $70,001 loan from our major stockholder and former stockholder during the nine months ended October 31, 2020 to pay operating expenses. On July 16, 2020, the Company repaid $3,000 of loan to the former stockholder, Mingyong Huang.Activities

~~PLAN~~Cash flows provided by financing activities for OFthe ~~OPERATION~~three ~~AND~~months ~~FUNDING~~ended April 30, 2022 and 2021 were $20,000 and $0, respectively. We were able to borrow an additional $20,000 loan from our major stockholder in the quarter ended April 30, 2022 to pay operating expenses while we did not borrow any loan from stockholder during the quarter ended April 30, 2021.

~~We have~~PLAN noOF ~~lines~~OPERATION ofAND credit or other bank financing arrangements. Currently we are financed by our major stockholder. Our working capital requirements for the next 12 months are expected to increase if and when we are able to execute on our current business plan. As of October 31, 2021, we had a working capital deficit in the amount of $129,519.FUNDING

We ~~also~~ ~~intend~~have tono ~~finance~~lines ~~our operating expenses and business development costs with further issuances~~ of ~~securities~~credit ~~and debt issuances. Additional issuances of equity~~ or ~~convertible~~other ~~debt~~bank ~~securities~~financing arrangements. ~~will~~Currently ~~result~~we inare ~~dilution~~financed toby our ~~current~~major ~~shareholders~~stockholder. ~~Further,~~Our ~~such~~working ~~securities might~~capital ~~have~~requirements ~~rights,~~for ~~preferences~~the ornext ~~privileges~~12 ~~senior~~months are expected to ~~our~~increase ~~common~~if ~~stock.~~and ~~Additional~~when ~~financing~~we ~~may~~are ~~not~~able beto ~~available~~execute ~~upon~~on ~~acceptable~~our ~~terms, or~~current atbusiness ~~all~~plan. IfAs ~~adequate~~of ~~funds~~April ~~are~~30, ~~not available or are not available on acceptable terms~~2022, we ~~may~~had ~~not~~a beworking ~~able~~capital todeficit ~~take~~in the ~~advantage~~amount of ~~prospective new business endeavors or opportunities~~$165, ~~which could significantly and materially restrict our business operations~~452.

10We also intend to finance our operating expenses and business development costs with further issuances of securities and debt issuances. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.

MATERIAL COMMITMENTS

As of the date of this Quarterly Report, we do not have any material commitments.

PURCHASE OF SIGNIFICANT EQUIPMENT

We do not intend to purchase any significant equipment during the next twelve months.

OFF-BALANCE SHEET ARRANGEMENTS

As of the date of this Quarterly Report, we do not have any 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 that are material to investors.

~~RECENT DEVELOPMENTS~~9

~~In December~~RECENT 2019, a strain of coronavirus entitled COVID-19 emerged in China and spread to other countries including to the United States. In March 2020, the World Health Organization declared COVID-19 to be a public health pandemic of international concern, which has resulted in travel restrictions and in some cases, prohibitions of non-essential activities, disruption and shutdown of businesses and greater uncertainty in global financial markets.DEVELOPMENTS

In ~~the~~ ~~United~~December ~~States~~2019, ina ~~which~~strain weof ~~and~~coronavirus ~~our~~entitled COVID-19 ~~customers,~~emerged in China and ~~partners~~spread ~~operate,~~to ~~the~~other ~~health~~countries ~~concerns~~including asto ~~well~~the asUnited ~~political~~States. orIn ~~governmental~~March ~~developments in~~2020, ~~response~~the toWorld Health Organization declared COVID-19 ~~could~~to ~~result~~be ina ~~economic,~~public ~~social~~health orpandemic ~~labor~~of ~~instability~~international orconcern, ~~prolonged~~which ~~contractions~~has resulted in ~~certain~~travel ~~end~~restrictions ~~markets.~~and ~~These events~~in ~~could~~some ~~have~~cases, aprohibitions of ~~material~~non-essential ~~adverse~~activities, ~~effect~~disruption onand ~~the~~shutdown ~~business~~of businesses and ~~results~~greater ofuncertainty ~~operations~~in ~~and~~global financial ~~condition~~markets.

~~At this~~In ~~time, it is difficult to predict~~ the ~~extent~~United toStates in which ~~the~~we ~~COVID-19~~and ~~outbreak will impact~~ our ~~business or operating results~~customers, ~~which~~ isand ~~highly~~partners ~~dependent on uncertain future developments~~operate, ~~including~~ the ~~severity~~health ofconcerns ~~the~~as ~~pandemic~~well ~~and~~as ~~the~~political ~~actions taken~~ or togovernmental bedevelopments ~~taken by governments and private businesses~~ in ~~relation~~response to ~~its~~COVID-19 ~~containment.~~could ~~The~~result ~~Company’s~~in ~~plan~~economic, social ofor ~~conducting~~labor ~~new~~instability ~~businesses~~or ~~might~~prolonged becontractions ~~delayed and~~in ~~the~~certain ~~effect~~end ofmarkets. ~~the~~These ~~outbreak~~events ~~may~~could ~~not~~have bea ~~fully~~material ~~reflected~~adverse ineffect ~~our~~on ~~operating~~the business and results ~~until~~of ~~future~~operations ~~periods~~and financial condition.

11At this time, it is difficult to predict the extent to which the COVID-19 outbreak will impact our business or operating results, which is highly dependent on uncertain future developments, including the severity of the pandemic and the actions taken or to be taken by governments and private businesses in relation to its containment. The Company’s plan of conducting new businesses might be delayed and the effect of the outbreak may not be fully reflected in our operating results until future periods.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

ITEM 4. CONTROLS AND PROCEDURES

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act 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 Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of ~~October~~April 3130, ~~2021~~2022. Based on that evaluation, our management concluded that as a result of material weaknesses related to lack of segregation of duties and multiple levels of review over the financial reporting process, our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Such officer also confirmed that there was no change in our internal control over financial reporting during the ~~quarter~~ three-month period ended ~~October~~April 3130, ~~2021~~2022 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

1210

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Quarterly Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.

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.

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

No unregistered shares were sold during the ~~nine~~three-month period ended ~~October~~April 3130, ~~2021~~2022.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

No senior securities were issued and outstanding during ~~nine~~three-month period ended ~~October~~April 3130, ~~2021~~2022.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable to our Company.

ITEM 5. OTHER INFORMATION

None.

13ITEM 6. EXHIBITS

~~ITEM 6. EXHIBITS~~Exhibits:

Exhibits:

31.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)
31.2		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)
32.1		Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002
32.2		Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

31.1		Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)
31.2		Certification of Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)
32.1		Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002
32.2		Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

101.INS		Inline XBRL Instance Document.
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

SIGNATURES

14In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SIGNATURES

	ARION GROUP CORP.

Dated: June 21, 2022	By:	/s/ Jay Hamilton
		Jay Hamilton,
		President and Chief Executive Officer

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: June 21, 2022	By:	/s/ Brenda Bin Wang
		Brenda Bin Wang,
		Chief Financial Officer

	ARION GROUP CORP.
Dated: December 15, 2021	By:	/s/ Jay Hamilton
		Jay Hamilton,
		President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Dated: December 15, 2021	By:	/s/ Brenda Bin Wang
Name		Title	Date
		Brenda Bin Wang,
/s/ Jay Hamilton		President and Chief Executive Officer	June 21, 2022
		Chief Financial Officer
Jay Hamilton

Name	Title	Date
/s/ Jay Hamilton	President and Chief Executive Officer	December 15, 2021
Jay Hamilton

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Filing Compare · ARION GROUP CORP.