UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

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

For the fiscal year ended: September 30, ~~2018~~2019

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

For the transition period from ________ to ________

Commission File No. 333-200675

STAR WEALTH ~~GOUP~~GROUP INC. (Exact name of registrant as specified in its charter)

(Exact name of registrant as specified in its charter)

Nevada		36-4817186
(State or other jurisdiction of incorporation or formation)		(I.R.S. employer Identification No.)

Rm 1316, 13/F, Tower A, New Mandarin Plaza

Science Museum Road,

Tsim Sha Tsui, Kowloon,

Hong Kong.

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: +852 6519 7111

903 Dannies Hse 20,

Luard Rd, Wan Chai

Hong Kong

(Former Address of principal executive offices) ~~(Zip Code)~~

~~Registrant’s~~Securities ~~telephone~~registered ~~number,~~pursuant ~~including~~to ~~area~~Section ~~code:~~12(b) ~~+852~~of ~~6519~~the ~~7111~~Act: None

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

~~None~~Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No x

~~Securities~~Indicate ~~registered~~by check mark if the registrant is not required to file reports pursuant to Section 1213 or Section 15(gd) of the Act:. Yes ☐ No x

~~None~~Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (~~Title~~§ 229.405 of ~~class~~this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☐ No x

Indicate by check mark if ~~the~~disclosure ~~registrant~~of isdelinquent afilers ~~well~~pursuant to Item 405 of Regulation S-~~known~~K ~~seasoned~~(§229.405 ~~issuer~~of this chapter) is not contained herein, asand ~~defined~~will not be contained, to the best of registrant’s knowledge, in ~~Rule~~definitive ~~405~~proxy or information statements incorporated by reference in Part III of ~~the~~this ~~Securities~~Form ~~Act~~10-K or any amendment to this Form 10-K. Yes ☐ No ☒ x

Indicate by check mark ifwhether the registrant is ~~not~~a ~~required~~large toaccelerated ~~file~~filer, ~~reports~~an ~~pursuant~~accelerated tofiler, ~~Section~~a 13non-accelerated filer, a smaller reporting company, or ~~Section~~an ~~15(d)~~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. ~~Yes ☐ No ☒~~(Check one):

~~Indicate~~Large byaccelerated ~~check~~filer ~~mark~~☐ ~~whether~~Accelerated ~~the~~filer ~~registrant~~☐ ~~(1)~~Non-accelerated ~~has~~filer ~~filed~~x ~~all~~Smaller ~~reports~~reporting ~~required~~company tox beEmerging ~~filed~~growth bycompany Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant ~~has~~is ~~submitted~~a ~~electronically~~shell ~~and~~company ~~posted~~(as ondefined ~~its~~in ~~corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to~~ Rule ~~405 of Regulation S~~12b-T2 ~~(§ 229.405~~ of ~~this chapter) during~~ the ~~preceding~~Exchange 12Act). ~~months~~Yes x ~~(or~~No ~~for such shorter period that the registrant was required to submit and post such files).~~ ☐

~~Yes~~As ~~☐ No ☒~~of the last business day of the Issuer’s most recently completed second fiscal quarter, March 31, 2019, the aggregate market value of the voting and non-voting common equity held by non-affiliates was nil.

~~Indicate~~As ~~by check mark if disclosure~~ of ~~delinquent~~December ~~filers~~16, ~~pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein~~2019, ~~and~~there ~~will~~were ~~not be contained~~49,248,800 toshares ~~the best~~ of ~~registrant’s~~Common ~~knowledge~~Stock, in$0.0001 ~~definitive~~par ~~proxy~~value orper ~~information~~share, ~~statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K~~outstanding. ~~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. (Check one):

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☒

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

As of the last business day of the Issuer’s most recently completed second fiscal quarter, October 31, 2018, the aggregate market value of the voting and non-voting common equity held by non-affiliates was nil.

As of January 11, 2019, there were 29,737,000 shares of Common Stock, $0.0001 par value per share, outstanding.

DOCUMENTS INCORPORATED BY REFERENCE:

None

Table of Contents

PART I		3
Item 1.	Business.	3
Item 1A.	Risk Factors.	8
Item 1B.	Unresolved Staff Comments.	8
Item 2.	Properties.	8
Item 3.	Legal Proceedings.	8
Item 4.	Mine Safety Disclosures.	8
PART II		9
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.	9
Item 6.	Selected Financial Data.	9
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	10
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk.	13
Item 8.	Financial Statements and Supplementary Data.	13
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.	26
Item 9A.	Controls and Procedures.	26
Item 9B.	Other Information.	27
PART III		28
Item 10.	Directors, Executive Officers and Corporate Governance.	28
Item 11.	Executive Compensation.	29
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	29
Item 13.	Certain Relationships and Related Transactions, and Director Independence.	30
Item 14.	Principal Accountant Fees and Services.	31
PART IV.		32
Item 15.	Exhibits, Financial Statement Schedules.	32
SIGNATURES		33

Table of Contents

PART I

3FORWARD-LOOKING STATEMENTS

~~Item~~Certain 1statements made in this Annual Report on Form 10-K are “forward-looking statements” (within the meaning of the Private Securities Litigation Reform Act of 1995) regarding the plans and objectives of management for future operations. ~~Business~~Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of the Registrant to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements included herein are based on current expectations that involve numerous risks and uncertainties. The Registrant’s plans and objectives are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Registrant. Although the Registrant believes its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Registrant or any other person that the objectives and plans of the Registrant will be achieved.

3Unless stated otherwise, the words “we,” “us,” “our,” “the Company” or “Star Wealth” in this Annual Report collectively refers to Star Wealth Group Inc.

Item 1A1. ~~Risk Factors~~Business.

8Business Development & Business Overview

~~Item~~We 1Bwere incorporated in the State of Nevada on February 26, 2014 under the name Terafox Corp. ~~Unresolved~~On ~~Staff~~December ~~Comments~~13, 2017, we changed our name to Star Wealth Group Inc.

8On June 5, 2017, the Company and Smart Mate Limited, a Seychelles company and the Company’s largest shareholder (“Smart Mate”), entered into a Loan Conversion Agreement pursuant to which Smart Mate converted its outstanding loans to the Company in exchange for common stock of the Company. On June 5, 2017, a total of $116,485 was owed to Smart Mate by the Company, and pursuant to the Loan Conversion Agreement, Smart Mate discharged the loan amount in exchange for receiving 23,297,000 shares of common stock of the Company.

~~Item~~On 2December 13, 2017, the Company amended its Articles of Incorporation with the Nevada Secretary of State to effect the name change of the Company to Star Wealth Group Inc. ~~Properties~~(“Corporate Action”). On October 9, 2017, our majority stockholder, holding 85.30% of our outstanding voting securities, executed written consent approving the Corporate Action. In addition, the Company’s new CUSIP number with respect to the Corporate Action is 85521K 106.

8In connection with the Corporate Action, on December 26, 2017, the Company received approval from the Financial Industry Regulatory Authority (“FINRA”) for its name change as stated above and voluntary trading symbol request from “TRFX” to “SWGI.” The name change and symbol change will be reported by FINRA on or about December 28, 2017.

~~Item~~On 3.April ~~Legal~~8, ~~Proceedings~~2019, the Company and Smart Mate, the Company’s largest shareholder entered into a second Loan Conversion Agreement pursuant to which Smart Mate’s outstanding loans to the Company in the amount of $97,559 were discharged in exchange for receiving 19,511,800 shares of common stock of the Company.

8Current Business and Plan of Operations

~~Item~~Under 4SEC Rule 12b-2 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company qualifies as a “shell company,” because it has no or nominal assets (other than cash) and no or nominal operations. ~~Mine~~Management ~~Safety~~does ~~Disclosures~~not intend to undertake any efforts to cause a market to develop in our securities, either debt or equity, until we have successfully concluded a business combination. The Company intends to comply with the periodic reporting requirements of the Exchange Act for so long as it is subject to those requirements.

83 Table of Contents

~~PART~~The IICompany’s principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

8The analysis of new business opportunities will be undertaken by or under the supervision of our management and the Company’s principal shareholders. Current or future management of the Company may decide to hire outside consultants to assist in the investigation and selection of business opportunities, and might pay a finder’s fee, in stock or in cash, as allowed by law. Since the Company has no current plans to use any outside consultants, no criteria or policies have been adopted.

~~Item~~As 5.of ~~Market~~the ~~for~~date ~~Registrant’s~~of ~~Common~~this ~~Equity~~report, ~~Related~~the ~~Stockholder~~Company ~~Matters~~has not entered into any definitive agreement with any party, nor have there been any specific discussions with any potential business combination candidate regarding business opportunities for the Company. The Company has unrestricted flexibility in seeking, analyzing and ~~Issuer~~participating ~~Purchases~~in ofpotential ~~Equity~~business ~~Securities~~opportunities. In its efforts to analyze potential acquisition targets, the Company will consider the following kinds of factors:

8(a) Potential for growth, indicated by new technology, anticipated market expansion or new products; (b) Competitive position as compared to other firms of similar size and experience within the industry segment as well as within the industry as a whole; (c) Strength and diversity of management, either in place or scheduled for recruitment; (d) Capital requirements and anticipated availability of required funds, to be provided by the Company or from operations, through the sale of additional securities, through joint ventures or similar arrangements or from other sources; (e) The cost of participation by the Company as compared to the perceived tangible and intangible values and potentials; (f) The extent to which the business opportunity can be advanced; and (g) The accessibility of required management expertise, personnel, raw materials, services, professional assistance and other required items.

~~Item~~In 6applying the foregoing criteria, no one of which will be controlling, management will attempt to analyze all factors and circumstances and make a determination based upon reasonable investigative measures and available data. ~~Selected~~Potentially ~~Financial~~available ~~Data~~business opportunities may occur in many different industries, and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex. Due to the Company's limited capital available for investigation, the Company may not discover or adequately evaluate adverse facts about the opportunity to be acquired. In evaluating a prospective business combination, we will conduct as extensive a due diligence review of potential targets as possible given the lack of information which may be available regarding private companies, our limited personnel and financial resources and the inexperience of our management with respect to such activities. We expect that our due diligence will encompass, among other things, meetings with the target business’s incumbent management and inspection of its facilities, as necessary, as well as a review of financial and other information which is made available to us. This due diligence review will be conducted either by our management or by unaffiliated third parties we may engage, including but not limited to attorneys, accountants, consultants or such other professionals. The costs associated with hiring third parties to complete a business combination target may be significant and are difficult to determine as such costs may vary depending on a variety of factors, including the amount of time it takes to complete a business combination, the location of the target company and the size and the complexity of the target company. Our limited funds and the lack of full-time management will likely make it impracticable to conduct a complete and exhaustive investigation and analysis of a target business before we consummate a business combination. Management decisions, therefore, will likely be made without detailed feasibility studies, independent analysis, market surveys and the like which, if we had more funds available to us, would be desirable. We will be particularly dependent in making decisions upon information provided by the promoters, owners, sponsors or other associated with the target business seeking our participation.

94 Table of Contents

~~Item~~We 7.fully ~~Management~~anticipate that business opportunities will come to the Company’s ~~Discussion~~attention from various sources. These sources may include, but not be limited to, its principal shareholders, professional advisors such as attorneys and ~~Analysis~~accountants, ofsecurities ~~Financial~~broker-dealers, ~~Condition~~and others who may present unsolicited proposals. Currently, the Company has no agreements, whether written or oral, with any individual or entity, to act as a finder for the Company. However, at the present, we contemplate that our majority shareholders or our sole officer and ~~Results~~certain of ~~Operations~~their affiliates may introduce a business combination target to us.

9It is possible that the range of business opportunities that might be available for consideration by the Company could be limited by the impact of Securities and Exchange Commission regulations regarding purchase and sale of “penny stocks.” The regulations would affect, and possibly impair, any market that might develop in the Company’s securities until such time as they qualify for listing on NASDAQ or on another exchange which would make them exempt from applicability of the “penny stock” regulations.

~~Item~~The 7ACompany believes that various types of potential merger or acquisition candidates might find a business combination with the Company to be attractive. ~~Quantitative~~These include acquisition candidates desiring to create a public market for their shares in order to enhance liquidity for current shareholders, acquisition candidates which have long-term plans for raising capital through the public sale of securities and ~~Qualitative~~believe ~~Disclosures~~that ~~About~~the ~~Market~~possible ~~Risk~~prior existence of a public market for their securities would be beneficial, and acquisition candidates which plan to acquire additional assets through issuance of securities rather than for cash, and believe that the possibility of development of a public market for their securities will be of assistance in that process. Acquisition candidates who have a need for an immediate cash infusion are not likely to find a potential business combination with the Company to be an attractive alternative.

14The time and costs required to select and evaluate a target business and to structure and complete a business combination cannot presently be ascertained with any degree of certainty. The amount of time it takes to complete a business combination, the location of the target company and the size and complexity of the business of the target company are all factors that determine the costs associated with completing a business combination transaction. The time and costs required to complete a business combination transaction can be ascertained once a business combination target has been identified. Any costs incurred with respect to evaluation of a prospective business combination that is not ultimately completed will result in a loss to us.

~~Item 8. Financial Statements and Supplementary Data.~~Competition

15In identifying, evaluating and selecting a target business, we may encounter intense competition from other entities having a business objective similar to ours. There are numerous “public shell” companies either actively or passively seeking operating businesses with which to merge in addition to a large number of “blank check” companies formed and capitalized specifically to acquire operating businesses. Additionally, we are subject to competition from other companies looking to expand their operations through the acquisition of a target business. Many of these entities are well established and have extensive experience identifying and effecting business combinations directly or through affiliates. Many of these competitors possess greater technical, human and other resources than us and our financial resources will be relatively limited when contrasted with those of many of these competitors. Our ability to compete in acquiring certain sizable target businesses is limited by our available financial resources. This inherent competitive limitation gives others an advantage in pursuing the acquisition of a target business. Further, our outstanding warrants and the future dilution they potentially represent may not be viewed favorably by certain target businesses.

~~MICHAEL~~Any ~~GILLESPIE~~of &these ~~ASSOCIATES~~factors may place us at a competitive disadvantage in successfully negotiating a business combination. Our management believes, ~~PLLC~~however, that our status as a public entity and potential access to the United States public equity markets may give us a competitive advantage over privately-held entities with a business objective similar to ours to acquire a target business on favorable terms.

17If we succeed in effecting a business combination, there will be, in all likelihood, intense competition from competitors of the target business. Many of our target business’ competitors are likely to be significantly larger and have far greater financial and other resources than we will. Some of these competitors may be divisions or subsidiaries of large, diversified companies that have access to financial resources of their respective parent companies. Our target business may not be able to compete effectively with these companies or maintain them as customers while competing with them on other projects. In addition, it is likely that our target business will face significant competition from smaller companies that have specialized capabilities in similar areas. We cannot accurately predict how our target business’ competitive position may be affected by changing economic conditions, customer requirements or technical developments. We cannot assure you that, subsequent to a business combination, we will have the resources to compete effectively.

~~Item~~5 9.Table ~~Changes~~of ~~in and Disagreements with Accountants on Accounting and Financial Disclosure.~~Contents

30Acquisition Structure

~~Item~~It 9Ais impossible to predict the manner in which the Company may participate in a business opportunity. ~~Controls~~Specific business opportunities will be reviewed as well as the respective needs and ~~Procedures~~desires of the Company and the promoters of the opportunity and, upon the basis of that review and the relative negotiating strength of the Company and such promoters, the legal structure or method deemed by management to be suitable will be selected. Such structure may include, but is not limited to leases, purchase and sale agreements, licenses, joint ventures and other contractual arrangements. The Company may act directly or indirectly through an interest in a partnership, corporation or other form of organization. Implementing such structure may require the merger, consolidation or reorganization of the Company with other corporations or forms of business organization, and although it is likely, there is no assurance that the Company would be the surviving entity. In addition, the present management, board of directors and stockholders of the Company most likely will not have control of a majority of the voting shares of the Company following a reorganization transaction. As part of such a transaction, the Company’s existing management and directors may resign and new management and directors may be appointed without any vote by stockholders.

30It is likely that the Company will acquire its participation in a business opportunity through the issuance of Common Stock or other securities of the Company. Although the terms of any such transaction cannot be predicted, it should be noted that in certain circumstances the criteria for determining whether or not an acquisition is a so-called “tax free” reorganization under the Internal Revenue Code of 1986, depends upon the issuance to the stockholders of the acquired company of a controlling interest (i.e. 80% or more) of the common stock of the combined entities immediately following the reorganization. If a transaction were structured to take advantage of these provisions rather than other “tax free” provisions provided under the Internal Revenue Code, the Company’s current stockholders would retain in the aggregate 20% or less of the total issued and outstanding shares. This could result in substantial additional dilution in the equity of those who were stockholders of the Company prior to such reorganization. Any such issuance of additional shares might also be done simultaneously with a sale or transfer of shares representing a controlling interest in the Company by the principal shareholders. The Company does not intend to supply disclosure to shareholders concerning a target company prior to the consummation of a business combination transaction, unless required by applicable law or regulation. In the event a proposed business combination involves a change in majority of directors of the Company, the Company will file and provide to shareholders a Schedule 14F-1, which shall include, information concerning the target company, as required. The Company will file a current report on Form 8-K, as required, within four business days of a business combination which results in the Company ceasing to be a shell company. This Form 8-K will include complete disclosure of the target company, including audited financial statements.

~~Item~~It 9Bis anticipated that any new securities issued in any reorganization would be issued in reliance upon exemptions, if any are available, from registration under applicable federal and state securities laws. ~~Other~~In ~~Information~~some circumstances, however, as a negotiated element of the transaction, the Company may agree to register such securities either at the time the transaction is consummated, or under certain conditions or at specified times thereafter. The issuance of substantial additional securities and their potential sale into any trading market that might develop in the Company’s securities may have a depressive effect upon such market.

31The present majority stockholder of the Company will likely not have control of a majority of the voting securities of the Registrant following a reorganization transaction. As part of such a transaction, the Registrant's sole director may resign and one or more new directors may be appointed by our majority stockholder.

~~PART~~In ~~III~~the case of an acquisition, the transaction may be accomplished upon the sole determination of management with the consent of our majority stockholder. In the case of a statutory merger or consolidation directly involving the Company, it will likely be necessary to call a stockholders' meeting and obtain the approval of the holders of a majority of the outstanding securities. The necessity to obtain such stockholder approval may result in delay and additional expense in the consummation of any proposed transaction and will also give rise to certain appraisal rights to dissenting stockholders. Most likely, management will seek to structure any such transaction so as not to require stockholder approval.

31The Company will participate in a business opportunity only after the negotiation and execution of a written agreement. Although the terms of such agreement cannot be predicted, generally such an agreement would require specific representations and warranties by all of the parties thereto, specify certain events of default, detail the terms of closing and the conditions which must be satisfied by each of the parties thereto prior to such closing, outline the manner of bearing costs if the transaction is not closed, set forth remedies upon default, and include miscellaneous other terms normally found in an agreement of that type.

~~Item~~6 ~~10.~~Table ~~Directors,~~of ~~Executive Officers and Corporate Governance.~~Contents

31It is anticipated that the investigation of specific business opportunities and the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial costs for accountants, attorneys and others. If a decision is made not to participate in a specific business opportunity, the costs theretofore incurred in the related investigation might not be recoverable. Moreover, because many providers of goods and services require compensation at the time or soon after the goods and services are provided, the inability of the Company to pay until an indeterminate future time may make it impossible to procure such goods and services.

~~Item~~The 11Company intends to search for a target for a business combination by contacting various sources including, but not limited to, our affiliates, lenders, investment banking firms, private equity funds, consultants and attorneys. ~~Executive~~The ~~Compensation~~approximate number of persons or entities that will be contacted is unknown and dependent on whether any opportunities are presented by the sources that we contact. It is anticipated that the investigation of specific business opportunities and the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial management time and attention and substantial cost for accountants, attorneys and others. If a decision is made not to participate in a specific business opportunity, the costs theretofore incurred in the related investigation might not be recoverable. Furthermore, even if an agreement is reached for the participation in a specific business opportunity, the failure to consummate that transaction may result in the loss to the Registrant of the related costs incurred.

32We presently have no employees apart from our management. Our sole officer and our director each are engaged in outside business activities. Our sole officer and director anticipates that he will devote very limited time to our business until the acquisition of a successful business opportunity has been identified. The specific amount of time that management will devote to the Company may vary from week to week or even day to day, and therefore the specific amount of time that management will devote to the Company on a weekly basis cannot be ascertained with any level of certainty. In all cases, management intends to spend as much time as is necessary to exercise its fiduciary duties as officer and director of the Company. We expect no significant changes in the number of our employees other than such changes, if any, incident to a business combination.

~~Item~~Corporate ~~12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.~~Information

33Our current administrative office is located at: Rm 1316, 13/F, Tower A, New Mandarin Plaza, Science Museum Road, Tsim Sha Tsui, Kowloon,Hong Kong; and our phone number is +852 6519 7111.

~~Item~~Investment ~~13.~~Company ~~Certain~~Act ~~Relationships~~ and ~~Related~~Other ~~Transactions, and Director Independence.~~Regulations

33The Company may participate in a business opportunity by purchasing, trading or selling the securities of such business. The Company does not, however, intend to engage primarily in such activities. Specifically, the Company intends to conduct its activities so as to avoid being classified as an “investment company” under the Investment Company Act of 1940 (the “Investment Act”), and therefore to avoid application of the costly and restrictive registration and other provisions of the Investment Act, and the regulations promulgated thereunder.

~~Item~~Section 143(a) of the Investment Act contains the definition of an “investment company,” and it excludes any entity that does not engage primarily in the business of investing, reinvesting or trading in securities, or that does not engage in the business of investing, owning, holding or trading “investment securities” (defined as “all securities other than government securities or securities of majority-owned subsidiaries”) the value of which exceeds 40% of the value of its total assets (excluding government securities, cash or cash items). ~~Principal~~The ~~Accountant~~Company ~~Fees~~intends to implement its business plan in a manner which will result in the availability of this exception from the definition of “Investment Company.” Consequently, the Company’s participation in a business or opportunity through the purchase and ~~Services~~sale of investment securities will be limited.

34The Company’s plan of business may involve changes in its capital structure, management, control and business, especially if it consummates a reorganization as discussed above. Each of these areas is regulated by the Investment Act, in order to protect purchasers of investment company securities. Since the Company will not register as an investment company, stockholders will not be afforded these protections.

~~PART~~Any IVsecurities which the Company might acquire in exchange for its Common Stock are expected to be “restricted securities” within the meaning of the Securities Act of 1933, as amended (the “Act”). If the Company elects to resell such securities, such sale cannot proceed unless a registration statement has been declared effective by the U. S. Securities and Exchange Commission or an exemption from registration is available. Section 4(1) of the Act, which exempts sales of securities not involving a distribution, would in all likelihood be available to permit a private sale. Although the plan of operation does not contemplate resale of securities acquired, if such a sale were to be necessary, the Company would be required to comply with the provisions of the Act to effect such resale.

35An acquisition made by the Company may be in an industry which is regulated or licensed by federal, state or local authorities. Compliance with such regulations can be expected to be a time-consuming and expensive process.

~~Item~~7 ~~15.~~Table ~~Exhibits,~~of ~~Financial Statement Schedules.~~Contents

35Item 1A. Risk Factors.

~~SIGNATURES~~As a “smaller reporting company” as defined by Rule 12b-2 of the Exchange Act, the Company is not required to provide this information.

36Item 1B. Unresolved Staff Comments.

2None.

~~Table~~Item of2. ~~Contents~~Properties.

~~PART~~The ~~I Item~~Company 1.neither ~~Business. Item~~rents ~~1A.~~nor ~~Risk~~owns ~~Factors. Item~~any 1Bproperties. ~~Unresolved~~The ~~Staff~~Company ~~Comments. Item~~utilizes 2.the ~~Properties. Item~~office 3.space ~~Legal Proceedings. Item 4. Mine Safety Disclosures. PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters~~ and ~~Issuer~~equipment ~~Purchases~~ of ~~Equity~~its ~~Securities. Item~~management 6.at ~~Selected~~no ~~Financial~~charge ~~Data. Item 7. Management’s Discussion~~ and ~~Analysis~~management of ~~Financial~~the ~~Condition~~Company ~~and~~determined ~~Results~~it ofto ~~Operations. Item~~be 7Aimmaterial. ~~Quantitative~~The ~~and~~Company ~~Qualitative~~currently ~~Disclosures~~has ~~About~~no ~~Market~~policy ~~Risk. Item~~with 8.respect ~~Financial~~to ~~Statements~~investments ~~and~~or ~~Supplementary~~interests ~~Data. Item~~in ~~9A.~~real ~~Controls and Procedures. Item 9B. Other Information. Item 10. Directors~~estate, ~~Executive~~real ~~Officers~~estate ~~and~~mortgages ~~Corporate~~or ~~Governance. Item~~securities ~~11. Executive Compensation. Item 12. Security Ownership~~ of, ~~Certain~~or ~~Beneficial~~interests ~~Owners and Management and Related Stockholder Matters. Item 13. Certain Relationships and Related Transactions~~in, ~~and~~persons ~~Director~~primarily ~~Independence. Item~~engaged ~~14.~~in ~~Principal~~real ~~Accountant~~estate ~~Fees and Services~~activities. ~~Item 15. Exhibits, Financial Statement Schedules.~~

~~PART~~Item I3. Legal Proceedings.

~~FORWARD-LOOKING~~There ~~STATEMENTS~~are presently no pending legal proceedings to which the Company or any of its property is subject, or any material proceedings to which any director, officer or affiliate of the Company, any owner of record or beneficially of more than five percent of any class of voting securities is a party or has a material interest adverse to the Company, and no such proceedings are known to the Company to be threatened or contemplated against it.

~~Certain~~Item statements made in this Annual Report on Form 10-K are “forward-looking statements” (within the meaning of the Private Securities Litigation Reform Act of 1995) regarding the plans and objectives of management for future operations4. ~~Such~~Mine ~~statements~~Safety involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of the Registrant to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statementsDisclosures. The forward-looking statements included herein are based on current expectations that involve numerous risks and uncertainties. The Registrant’s plans and objectives are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Registrant. Although the Registrant believes its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Registrant or any other person that the objectives and plans of the Registrant will be achieved.

~~Unless stated otherwise, the words “we,” “us,” “our,” “the Company” or “Star Wealth” in this Annual Report collectively refers to Star Wealth Group Inc~~None.

~~Item~~8 1.Table ~~Business.~~of Contents

~~Business~~PART ~~Development & Business Overview~~II

~~Effective~~Market March 16, 2016, a change of control occurred with respect to the Company. Pursuant to the change of control, Smart Mate Limited, a Republic of Seychelles company, acquired 4,000,000 shares of common stock (or 62% of the outstanding common stock) from Mr. Aleksey Gagauz. (See “Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” below). In connection with the transaction, Mr. Gaugaz resigned in his officer and director capacity. The current sole officer and director of the Company is Chi Yeuk Lau. In addition, as of the date of the transaction, the Company ceased its prior business activity and became a “shell company” as described below. On June 5, 2017, the Company and Smart Mate Limited, a Seychelles company and the Company’s largest shareholder (“Smart Mate”), entered into a Loan Conversion Agreement pursuant to Smart Mate converted its outstanding loans to the Company in exchange for common stock of the Company. On June 5, 2017, a total of $116,485 was owed to the Smart Mate by the Company, and pursuant to the Loan Conversion Agreement, Smart Mate discharged the loan amount in exchange for receiving 23,297,000 shares of common stock of the Company.Information

OnOur ~~December~~common ~~13,~~stock ~~2017,~~currently ~~the~~began ~~Company~~trading ~~amended~~on ~~its~~the ~~Articles~~OTC ofMarkets ~~Incorporation~~QB ~~with~~platform under the ~~Nevada~~symbol ~~Secretary~~"TRFX" ofon ~~State~~July to22, ~~effect~~2016. ~~the~~On ~~name~~December ~~change~~28, of2017, ~~the~~our ~~Company~~symbol changed to ~~Star~~“SWGI.” ~~Wealth~~The ~~Group~~table ~~Inc.~~below ~~(“Corporate~~sets ~~Action”).~~forth, Onfor ~~October~~the 9,fiscal ~~2017~~quarters indicated, ~~our~~the ~~majority~~high ~~stockholder,~~and ~~holding~~low ~~85.30%~~bid prices per share of our ~~outstanding~~common ~~voting~~stock ~~securities,~~as ~~executed~~reflected ~~written~~on ~~consent~~the ~~approving~~OTC-QB. ~~the~~The ~~Corporate~~quotations ~~Action.~~represent Ininter-dealer ~~addition,~~prices ~~the~~without ~~Company’s~~adjustment ~~new~~for ~~CUSIP~~retail ~~number~~markups, ~~with~~markdowns ~~respect~~or tocommissions, ~~the~~and ~~Corporate~~may ~~Action~~not isnecessarily ~~85521K~~represent ~~106.~~actual transactions.

In connection with the Corporate Action, on December 26, 2017, the Company received approval from the Financial Industry Regulatory Authority (“FINRA”) for its name change as stated above and voluntary trading symbol request from “TRFX” to “SWGI.” The name change and symbol change will be reported by FINRA on or about December 28, 2017.

	High		Low
Fiscal year ended September 30, 2018
First Quarter		1.00		1.00
Second Quarter		1.00		1.00
Third Quarter		1.00		0.95
Fourth Quarter		1.00		1.00
Fiscal year ended September 30, 2019
First Quarter		1.00		0.51
Second Quarter		0.51		0.51
Third Quarter		0.51		0.51
Fourth Quarter		0.51		0.51

~~Current~~The ~~Business~~OTC-QB is a quotation system and ~~Plan~~not ofa ~~Operations~~national securities exchange, and many companies have experienced limited liquidity when traded through this quotation system. Any trading has been sporadic and there has been no meaningful trading volume. Any investment in our Company should be considered extremely risky as we are a “shell company,” as defined under the Exchange Act, with no business operations and no revenues.

~~Under~~Number ~~SEC Rule 12b-2 under the Securities Exchange Act~~ of 1934, as amended (the “Exchange Act”), the Company qualifies as a “shell company,” because it has no or nominal assets (other than cash) and no or nominal operations. Management does not intend to undertake any efforts to cause a market to develop in our securities, either debt or equity, until we have successfully concluded a business combination. The Company intends to comply with the periodic reporting requirements of the Exchange Act for so long as it is subject to those requirements.Holders

~~The~~As ~~Company’s~~of ~~principal~~September ~~business~~30, ~~objective~~2019, ~~for~~ the ~~next~~49,248,800 12issued ~~months~~ and ~~beyond~~outstanding ~~such~~shares ~~time~~of ~~will~~common bestock towere ~~achieve~~held ~~long-term~~by ~~growth potential through~~ a ~~combination~~total ~~with~~of a27 ~~business~~shareholders rather than immediate, short-term earnings. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of ~~business~~record.

~~The~~Recent ~~analysis~~Sales of ~~new~~Unregistered business opportunities will be undertaken by or under the supervision of our management and the Company’s principal shareholders. Current or future management of the Company may decide to hire outside consultants to assist in the investigation and selection of business opportunities, and might pay a finder’s fee, in stock or in Securities

3None.

~~cash,~~Dividend ~~as allowed by law. Since the Company has no current plans to use any outside consultants, no criteria or policies have been adopted.~~Policy

AsThe ofCompany ~~the~~has ~~date~~not ofdeclared ~~this~~or ~~report,~~paid ~~the~~any ~~Company~~cash ~~has~~dividends ~~not~~on ~~entered~~its ~~into~~Common ~~any~~Stock ~~definitive~~and ~~agreement~~does ~~with~~not ~~any~~intend ~~party,~~to ~~nor~~declare ~~have~~or ~~there~~pay ~~been~~ any ~~specific~~cash ~~discussions~~dividend ~~with~~in ~~any~~the ~~potential~~foreseeable ~~business~~future. ~~combination~~The ~~candidate~~payment ~~regarding~~of ~~business~~dividends, ~~opportunities~~if ~~for~~any, ~~the~~is ~~Company. The~~within ~~Company~~the ~~has~~discretion ~~unrestricted~~of ~~flexibility~~the inBoard ~~seeking,~~of ~~analyzing~~Directors and ~~participating~~will independ ~~potential~~on ~~business~~the ~~opportunities.~~Company’s Inearnings, if any, its ~~efforts~~capital torequirements ~~analyze~~and ~~potential~~financial ~~acquisition~~condition ~~targets,~~and ~~the~~such ~~Company~~other ~~will~~factors ~~consider~~as the ~~following~~Board ~~kinds~~ of ~~factors:~~Directors may consider.

~~(a)~~Securities Authorized for Issuance under Equity Compensation Plans

~~Potential~~The ~~for~~Company ~~growth,~~does ~~indicated~~not byhave ~~new~~any ~~technology~~equity compensation plans or any individual compensation arrangements with respect to its Common Stock or Preferred Stock. The issuance of any of our Common Stock or Preferred Stock is within the discretion of our Board of Directors, ~~anticipated~~which ~~market~~has ~~expansion~~the power to issue any or ~~new~~all ~~products;~~of our authorized but unissued shares without stockholder approval.

~~(b)~~Recent Sales of Unregistered Securities

~~Competitive position as compared to other firms of similar size and experience within the industry segment as well as within the industry as a whole;~~None.

~~(c)~~Item 6. Selected Financial Data.

~~Strength~~As ~~and~~a ~~diversity~~“smaller reporting company” as defined by Rule 12b-2 of ~~management~~the Exchange Act, ~~either~~the inCompany ~~place~~is ornot ~~scheduled~~required ~~for~~to ~~recruitment;~~provide this information.

~~(d)~~9 Table of Contents

~~Capital~~Item ~~requirements~~7. ~~and~~Management’s ~~anticipated~~Discussion ~~availability~~and Analysis of ~~required~~Financial ~~funds,~~Condition toand beResults ~~provided by the Company or from operations, through the sale~~ of ~~additional securities, through joint ventures or similar arrangements or from other sources;~~Operations.

~~(e)~~You should read the following discussion together with our financial statements and the related notes included elsewhere in this Annual Report. This discussion contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ materially from those we currently anticipate as a result of many factors.

~~The~~Forward ~~cost~~Looking ~~of participation by the Company as compared to the perceived tangible and intangible values and potentials;~~Statements

~~(f)~~Some of the information in this section contains forward-looking statements that involve substantial risks and uncertainties. You can identify these statements by forward-looking words such as "may," "will," "expect," "anticipate," "believe," "estimate" and "continue," or similar words. You should read statements that contain these words carefully because they:

~~The~~● ~~extent~~discuss toour ~~which~~future ~~the~~expectations; ~~business~~● ~~opportunity~~contain ~~can~~projections beof ~~advanced~~our future results of operations or of our financial condition; and ● state other "forward-looking" information.

~~(g)~~We believe it is important to communicate our expectations. However, there may be events in the future that we are not able to accurately predict or over which we have no control. Our actual results and the timing of certain events could differ materially from those anticipated in these forward-looking statements as a result of certain factors.

~~The~~Plan ~~accessibility~~ of ~~required~~Operations ~~management expertise, personnel, raw materials, services, professional assistance and other required items.~~

InThe ~~applying~~Company ~~the~~is ~~foregoing criteria, no one of which will be controlling, management will attempt to analyze all factors and circumstances and make~~ a ~~determination~~shell ~~based~~company ~~upon~~as ~~reasonable~~defined ~~investigative measures and available data. Potentially available business opportunities may occur~~ in ~~many~~Rule ~~different~~12b-2 ~~industries, and at various stages~~ of ~~development, all of which will make~~ the ~~task~~Exchange ofAct. ~~comparative~~Our ~~investigation~~principal ~~and analysis of such~~ business ~~opportunities~~objective ~~extremely difficult and complex. Due to the Company's limited capital available~~ for ~~investigation,~~ the ~~Company~~next ~~may~~12 ~~not~~months discover or adequately evaluate adverse facts about the opportunity to be acquired. In evaluating a prospective business combination, we will conduct as extensive a due diligence review of potential targets as possible given the lack of information which may be available regarding private companies, our limited personnel and ~~financial~~beyond ~~resources and the inexperience of our management with respect to~~ such ~~activities.~~time ~~We expect that our due diligence~~ will encompass, among other things, meetings with the target business’s incumbent management and inspection of its facilities, as necessary, as well as a review of financial and other information which is made available to us. This due diligence review will be ~~conducted either by our management or by unaffiliated third parties we may engage, including but not limited~~ to ~~attorneys,~~achieve ~~accountants,~~long-term ~~consultants~~growth orpotential ~~such~~through ~~other~~a ~~professionals.~~combination ~~The costs associated~~ with ~~hiring third parties to complete~~ a business ~~combination~~rather ~~target~~than ~~may be significant and are difficult to determine as such costs may vary depending on a variety of factors~~immediate, ~~including~~short-term ~~the amount of time it takes to complete a business combination, the location of the target company and the size and the complexity of the target company~~earnings. ~~Our~~The ~~limited~~Company ~~funds and the lack of full-time management~~ will ~~likely~~not ~~make~~restrict itour ~~impracticable~~potential tocandidate ~~conduct a complete and exhaustive investigation and analysis of a~~ target ~~business~~companies ~~before~~to weany ~~consummate~~specific a business ~~combination. Management decisions~~, ~~therefore,~~industry ~~will~~or ~~likely~~geographical belocation ~~made without detailed feasibility studies, independent analysis, market surveys~~ and ~~the like which~~, ~~if we had more funds available to us~~thus, ~~would~~may beacquire ~~desirable.~~any Wetype ~~will~~of ~~be particularly dependent in making decisions upon information provided by the promoters, owners, sponsors or other associated with the target~~ business ~~seeking our participation~~.

WeThe ~~fully anticipate that business opportunities will come to the~~ Company’s ~~attention~~currently ~~from~~does ~~various sources. These sources may include, but~~ not beengage ~~limited~~in ~~to,~~any ~~its~~business ~~principal~~activities ~~shareholders,~~that ~~professional~~provide ~~advisors~~cash ~~such as attorneys and accountants, securities broker-dealers, and others who may present unsolicited proposals~~flow. ~~Currently,~~During the ~~Company~~next ~~has~~twelve nomonths ~~agreements, whether written or oral, with any individual or entity, to act as a finder for the Company. However, at the present,~~ we ~~contemplate~~anticipate ~~that~~incurring ~~our~~costs ~~majority~~related ~~shareholders or our sole officer and certain of their affiliates may introduce a business combination target~~ to ~~us.~~ :

4(i) filing Exchange Act reports, and (ii) investigating, analyzing and consummating an acquisition.

ItWe isbelieve ~~possible~~we ~~that~~will ~~the~~be ~~range~~able to meet these costs through use of ~~business~~funds ~~opportunities~~in ~~that~~our ~~might~~treasury, bethrough ~~available~~deferral ~~for~~of ~~consideration~~fees by ~~the~~certain ~~Company~~service ~~could~~providers and additional amounts, as necessary, to be ~~limited~~loaned to or invested in us by our stockholders, management or other investors. As of the ~~impact~~date of ~~Securities~~the period covered by this report, the Company has $0 in cash. There are no assurances that the Company will be able to secure any additional funding as needed. Currently, however our ability to continue as a going concern is dependent upon our ability to generate future profitable operations and/or ~~Exchange~~to ~~Commission~~obtain ~~regulations~~the ~~regarding~~necessary ~~purchase~~financing to meet our obligations and ~~sale~~repay ofour ~~“penny~~liabilities ~~stocks~~arising from normal business operations when they come due.” ~~The~~Our ~~regulations~~ability ~~would~~to ~~affect,~~continue as a going concern is also dependent on our ability to find a suitable target company and ~~possibly~~enter ~~impair,~~into ~~any~~a ~~market~~possible ~~that~~reverse ~~might~~merger ~~develop~~with insuch ~~the~~company. ~~Company~~Management’s ~~securities~~plan ~~until~~includes ~~such~~obtaining ~~time~~additional asfunds ~~they~~by ~~qualify~~equity ~~for~~financing ~~listing~~through ona ~~NASDAQ~~reverse ormerger ontransaction ~~another~~and/or ~~exchange~~related ~~which~~party ~~would~~advances; ~~make~~however ~~them~~there ~~exempt~~is ~~from~~no ~~applicability~~assurance of ~~the~~additional ~~“penny~~funding ~~stock”~~being ~~regulations~~available.

The Company ~~believes~~may ~~that~~consider ~~various~~acquiring ~~types~~a ofbusiness ~~potential~~which ~~merger~~has orrecently ~~acquisition~~commenced ~~candidates~~operations, ~~might~~is ~~find~~ a ~~business~~developing ~~combination~~company ~~with~~in ~~the~~need ~~Company~~of toadditional befunds ~~attractive.~~for ~~These~~expansion ~~include~~into ~~acquisition~~new ~~candidates~~products ~~desiring~~or tomarkets, ~~create~~is aseeking ~~public~~to ~~market~~develop ~~for~~a ~~their~~new ~~shares~~product inor ~~order~~service, toor ~~enhance~~is ~~liquidity~~an ~~for~~established ~~current~~business ~~shareholders, acquisition candidates~~ which ~~have~~may ~~long-term~~be ~~plans~~experiencing ~~for~~financial ~~raising~~or ~~capital~~operating ~~through~~difficulties ~~the~~and ~~public~~is ~~sale~~in need of ~~securities~~additional ~~and~~capital. ~~believe~~In ~~that~~ the ~~possible~~alternative, ~~prior~~a ~~existence~~business ofcombination amay ~~public~~involve ~~market~~the ~~for~~acquisition ~~their~~of, ~~securities~~or ~~would~~merger ~~be beneficial~~with, ~~and~~a ~~acquisition~~company ~~candidates~~ which ~~plan~~does tonot ~~acquire~~need substantial additional ~~assets~~capital ~~through~~but ~~issuance~~which ofdesires ~~securities~~to ~~rather~~establish ~~than for cash, and believe that the possibility of development of~~ a public trading market for ~~their~~its ~~securities~~shares ~~will~~while beavoiding, ofamong ~~assistance~~other inthings, ~~that~~the ~~process.~~time ~~Acquisition~~delays, ~~candidates~~significant ~~who~~expense, ~~have~~and aloss ~~need~~of ~~for~~voting ancontrol ~~immediate~~which ~~cash~~may ~~infusion~~occur ~~are~~in ~~not likely to find~~ a ~~potential~~public ~~business combination with the Company to be an attractive alternative~~offering.

~~The~~10 ~~time~~Table ~~and costs required to select and evaluate a target business and to structure and complete a business combination cannot presently be ascertained with any degree~~ of certainty. The amount of time it takes to complete a business combination, the location of the target company and the size and complexity of the business of the target company are all factors that determine the costs associated with completing a business combination transaction. The time and costs required to complete a business combination transaction can be ascertained once a business combination target has been identified. Any costs incurred with respect to evaluation of a prospective business combination that is not ultimately completed will result in a loss to us.Contents

~~Competition~~Our management has not entered into any agreements with any party regarding a business combination. Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks. Our management anticipates that it will likely be able to effect only one business combination, due primarily to our limited financing and the dilution of interest for present and prospective stockholders, which is likely to occur as a result of our management’s plan to offer a controlling interest to a target business in order to achieve a tax-free reorganization. This lack of diversification should be considered a substantial risk in investing in us, because it will not permit us to offset potential losses from one venture against gains from another.

InWe ~~identifying,~~will ~~evaluating~~not ~~and~~acquire ~~selecting~~or amerge ~~target~~with ~~business,~~any weentity ~~may~~which ~~encounter~~cannot ~~intense~~provide ~~competition~~audited ~~from~~financial ~~other~~statements ~~entities~~at ~~having~~or within a ~~business~~reasonable ~~objective~~period ~~similar~~of totime ~~ours.~~after ~~There~~closing ~~are~~of ~~numerous~~the ~~“public~~proposed ~~shell”~~transaction. ~~companies~~We ~~either~~are ~~actively~~subject orto ~~passively~~all ~~seeking~~the ~~operating~~reporting ~~businesses~~requirements ~~with~~included ~~which to merge~~ in ~~addition~~the toExchange aAct. ~~large~~Included ~~number~~in ofthese ~~“blank~~requirements ~~check”~~is ~~companies~~our ~~formed~~duty ~~and~~to ~~capitalized~~file ~~specifically~~audited tofinancial ~~acquire~~statements ~~operating~~as ~~businesses.~~part ~~Additionally,~~of weour ~~are~~Form ~~subject~~8-K to ~~competition~~be ~~from~~filed ~~other~~with ~~companies~~the ~~looking~~Securities toand ~~expand~~Exchange ~~their~~Commission ~~operations~~upon ~~through~~consummation ~~the acquisition~~ of a ~~target~~merger ~~business.~~or ~~Many~~acquisition, ofas ~~these~~well ~~entities~~as ~~are~~our ~~well~~audited ~~established~~financial ~~and~~statements ~~have~~included ~~extensive~~in ~~experience~~our ~~identifying~~annual ~~and~~report ~~effecting~~on ~~business~~Form ~~combinations~~10-K. ~~directly~~If orsuch ~~through~~audited ~~affiliates.~~financial ~~Many~~statements ofare ~~these~~not ~~competitors~~available ~~possess~~at ~~greater technical~~closing, ~~human~~or ~~and~~within ~~other~~time ~~resources~~parameters ~~than~~necessary usto ~~and~~insure our ~~financial~~compliance ~~resources will be relatively limited when contrasted~~ with ~~those~~the ofrequirements ~~many~~ of ~~these~~the ~~competitors.~~Exchange ~~Our~~Act, ~~ability~~or toif ~~compete~~the inaudited ~~acquiring certain sizable target businesses is limited by our available~~ financial ~~resources.~~statements ~~This~~provided ~~inherent~~do ~~competitive~~not ~~limitation~~conform ~~gives~~to ~~others~~the anrepresentations ~~advantage~~made inby ~~pursuing~~ the ~~acquisition of a~~ target business~~. Further~~, ~~our~~the ~~outstanding~~closing ~~warrants~~documents ~~and~~may ~~the~~provide ~~future~~that ~~dilution~~the ~~they~~proposed ~~potentially~~transaction ~~represent~~will ~~may~~be ~~not~~voidable beat ~~viewed~~the ~~favorably~~discretion byof ~~certain~~our ~~target~~present ~~businesses~~management.

~~Any~~A ofbusiness ~~these~~combination ~~factors~~with ~~may~~a ~~place~~target usbusiness atwill anormally ~~competitive~~involve ~~disadvantage~~the intransfer ~~successfully~~to ~~negotiating~~the atarget business ~~combination.~~of ~~Our~~the ~~management~~majority ~~believes,~~of ~~however, that~~ our ~~status~~common asstock, ~~a public entity~~ and ~~potential~~the ~~access~~substitution toby the ~~United~~target ~~States public equity markets may give us a competitive advantage over privately-held entities with a~~ business ~~objective~~of ~~similar~~its toown ~~ours~~management toand ~~acquire~~board aof ~~target business on favorable terms~~directors.

IfThe weCompany ~~succeed~~anticipates inthat ~~effecting~~the selection of a business combination, ~~there~~ will be, incomplex ~~all~~and ~~likelihood,~~extremely ~~intense~~risky. ~~competition~~Because ~~from competitors~~ of ~~the~~general ~~target~~economic ~~business.~~conditions, ~~Many~~rapid oftechnological ~~our~~advances ~~target~~being ~~business’~~made ~~competitors~~in ~~are~~some ~~likely~~industries toand beshortages ~~significantly~~of ~~larger~~available ~~and~~capital, ~~have~~our ~~far~~management ~~greater~~believes ~~financial~~that ~~and~~there ~~other~~are ~~resources~~numerous ~~than~~firms weseeking ~~will.~~even ~~Some~~the oflimited ~~these~~additional ~~competitors~~capital ~~may~~which bewe ~~divisions~~will have and/or ~~subsidiaries~~the ofperceived ~~large,~~benefits ~~diversified~~of ~~companies~~becoming ~~that~~a ~~have~~publicly ~~access~~traded tocorporation. ~~financial~~Such ~~resources~~perceived benefits of ~~their~~becoming ~~respective~~a ~~parent~~publicly ~~companies.~~traded ~~Our~~corporation ~~target~~include, ~~business~~among ~~may~~other ~~not~~things, befacilitating ~~able~~or toimproving ~~compete~~the ~~effectively~~terms ~~with~~on ~~these~~which ~~companies~~additional orequity ~~maintain~~financing ~~them~~may asbe ~~customers~~obtained, ~~while~~providing ~~competing~~liquidity ~~with~~for ~~them~~the onprincipals ~~other~~of ~~projects.~~and Ininvestors ~~addition~~in a business, itcreating isa ~~likely~~means ~~that~~for ~~our~~providing ~~target~~incentive ~~business~~stock ~~will~~options ~~face~~or ~~significant~~similar ~~competition~~benefits ~~from~~to ~~smaller~~key ~~companies~~employees, ~~that~~and ~~have~~offering ~~specialized~~greater ~~capabilities~~flexibility in ~~similar~~structuring ~~areas.~~acquisitions, Wejoint ~~cannot~~ventures ~~accurately~~and ~~predict~~the ~~how~~like ~~our~~through ~~target~~the ~~business’~~issuance ~~competitive~~of ~~position~~stock. Potentially available business combinations may beoccur ~~affected~~in bymany ~~changing~~different ~~economic~~industries ~~conditions,~~and ~~customer~~at ~~requirements~~various orstages ~~technical~~of ~~developments.~~development, Weall ~~cannot~~of ~~assure~~which ~~you~~will ~~that,~~make ~~subsequent~~the totask aof ~~business~~comparative ~~combination,~~investigation weand ~~will~~analysis ~~have~~of ~~the~~such ~~resources~~business toopportunities ~~compete~~extremely ~~effectively~~difficult and complex.

~~Acquisition~~At ~~Structure~~this time, we do not intend to retain any entity to act as a “finder” to identify and analyze the merits of potential target businesses.

ItResults ~~is impossible to predict the manner in which the Company may participate in a business opportunity. Specific business opportunities will be reviewed as well as the respective needs and desires~~ of the Company and the promoters of the opportunity and, upon the basis of that review and the relative negotiating strength of the Company and such promoters, the legal structure or method deemed by management to be suitable will be selected. Such structure may Operations

5As mentioned elsewhere herein, the Company is a shell company as defined in Rule 12b-2 of the Exchange Act. It is unlikely the Company will have any revenues unless it is able to effect an acquisition or merger with an operating company, of which there can be no assurance. It is management's assertion that these circumstances may hinder the Company's ability to continue as a going concern. The Company’s plan of operation for the next twelve months is to continue its efforts to locate suitable acquisition candidates.

~~include,~~For ~~but~~the isfiscal ~~not~~year ~~limited~~ended toSeptember ~~leases~~30, ~~purchase and sale agreements~~2019, ~~licenses,~~the ~~joint ventures and other contractual arrangements. The~~ Company ~~may~~had ~~act~~a ~~directly~~net orloss ~~indirectly~~of ~~through an interest in a partnership~~$55,256, ~~corporation~~all ~~or other form~~ of ~~organization.~~which ~~Implementing~~are ~~such~~comprised ~~structure~~of ~~may~~professional ~~require~~fees ~~the~~and ~~merger,~~general ~~consolidation~~and oradministrative ~~reorganization~~expenses. ofProfessional ~~the~~fees ~~Company~~include ~~with~~legal, ~~other~~accounting, ~~corporations or forms of business organization~~audit, and ~~although~~other itprofessional isservice ~~likely,~~fees ~~there~~incurred isin norelation ~~assurance~~to ~~that~~ the ~~Company~~filing ~~would~~of be the ~~surviving~~Company’s ~~entity.~~periodic Inreports ~~addition,~~under the ~~present~~Securities ~~management,~~Exchange ~~board~~Act of ~~directors~~1934, ~~and~~as ~~stockholders~~amended. ofThe ~~the~~ Company ~~most~~has ~~likely will not have control of~~ a ~~majority~~total ofnet ~~the~~loss ~~voting shares~~ of ~~the~~$61,628 ~~Company~~for ~~following~~fiscal ayear ~~reorganization~~ended ~~transaction.~~September As30, ~~part of such a transaction~~2018, ~~the~~all ~~Company’s~~of ~~existing~~which ~~management~~are ~~and~~comprised ~~directors~~of ~~may~~professional ~~resign~~fees and ~~new~~general ~~management~~ and ~~directors~~administrative ~~may be appointed without any vote by stockholders~~expenses.

It11 isTable ~~likely that the Company will acquire its participation in a business opportunity through the issuance~~ of Common Stock or other securities of the Company. Although the terms of any such transaction cannot be predicted, it should be noted that in certain circumstances the criteria for determining whether or not an acquisition is a so-called “tax free” reorganization under the Internal Revenue Code of 1986, depends upon the issuance to the stockholders of the acquired company of a controlling interest (i.e. 80% or more) of the common stock of the combined entities immediately following the reorganization. If a transaction were structured to take advantage of these provisions rather than other “tax free” provisions provided under the Internal Revenue Code, the Company’s current stockholders would retain in the aggregate 20% or less of the total issued and outstanding shares. This could result in substantial additional dilution in the equity of those who were stockholders of the Company prior to such reorganization. Any such issuance of additional shares might also be done simultaneously with a sale or transfer of shares representing a controlling interest in the Company by the principal shareholders. The Company does not intend to supply disclosure to shareholders concerning a target company prior to the consummation of a business combination transaction, unless required by applicable law or regulation. In the event a proposed business combination involves a change in majority of directors of the Company, the Company will file and provide to shareholders a Schedule 14F-1, which shall include, information concerning the target company, as required. The Company will file a current report on Form 8-K, as required, within four business days of a business combination which results in the Company ceasing to be a shell company. This Form 8-K will include complete disclosure of the target company, including audited financial statements.Contents

ItLiquidity ~~is anticipated that any new securities issued in any reorganization would be issued in reliance upon exemptions, if any are available, from registration under applicable federal~~ and ~~state~~Capital ~~securities~~Resources laws. In some circumstances, however, as a negotiated element of the transaction, the Company may agree to register such securities either at the time the transaction is consummated, or under certain conditions or at specified times thereafter. The issuance of substantial additional securities and their potential sale into any trading market that might develop in the Company’s securities may have a depressive effect upon such market.

~~The~~As ~~present~~of ~~majority~~September ~~stockholder~~30, of2019, the Company ~~will~~had ~~likely~~total ~~not~~assets ~~have~~of ~~control~~$11,000 comprised exclusively of aprepaid ~~majority~~assets. ofThis ~~the~~compares ~~voting~~with ~~securities~~total assets of ~~the~~$13,394 ~~Registrant~~as ~~following~~of aSeptember ~~reorganization~~30, ~~transaction~~2018. AsThe ~~part~~Company’s current liabilities as of ~~such~~September a30, ~~transaction~~2019 totaled $50,823 ~~the~~comprised ~~Registrant's~~of ~~sole~~$1,339 ~~director~~of ~~may~~accounts ~~resign~~payable and ~~one~~$49,484 ordue ~~more~~to ~~new~~related ~~directors~~parties. ~~may~~This becompares ~~appointed~~with bytotal ~~our~~liabilities ~~majority~~of ~~stockholder~~$95,520 comprised of $1,011 of accounts payable and $94,509 due to related parties as of September 30, 2018. The Company can provide no assurance that it can continue to satisfy its cash requirements for at least the next twelve months.

InThe ~~the~~Company’s ~~case~~working ofcapital andeficit ~~acquisition,~~as ~~the~~of ~~transaction~~September ~~may~~30, be2019 ~~accomplished~~was ~~upon~~$39,823 ~~the~~compared ~~sole determination of management~~ with ~~the consent of our majority stockholder. In the case of a statutory merger or consolidation directly involving the Company~~$82,126 it will likely be necessary to call a stockholders' meeting and obtain the approval of the holders of a majority of the outstanding securities. The necessity to obtain such stockholder approval may result in ~~delay~~working ~~and~~capital ~~additional~~deficit ~~expense~~as ~~in the consummation~~ of ~~any~~September ~~proposed transaction and will also give rise to certain appraisal rights to dissenting stockholders. Most likely~~30, ~~management will seek to structure any such transaction so as not to require stockholder approval~~2018.

The ~~Company~~following ~~will~~is ~~participate in~~ a ~~business~~summary ~~opportunity only after the negotiation and execution~~ of ~~a written agreement. Although~~ the ~~terms~~Company's ofcash ~~such~~flows ~~agreement~~from ~~cannot~~operating ~~be predicted, generally such an agreement would require specific representations~~ and ~~warranties~~financing byactivities ~~all~~for of the ~~parties~~years ~~thereto,~~ended ~~specify~~September ~~certain events of default~~30, ~~detail~~2019 ~~the terms of closing~~ and the conditions which must be satisfied by each of the parties thereto prior to such closing, outline the manner of bearing costs if the transaction is not closed, set forth remedies upon default, and include miscellaneous other terms normally found in an agreement of that type.2018:

It is anticipated that the investigation of specific business opportunities and the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial costs for accountants, attorneys and others. If a decision is made not to participate in a specific business opportunity, the costs theretofore incurred in the related investigation might not be recoverable. Moreover, because many providers of goods and services require compensation at the time or soon after the goods and services are provided, the inability of the Company to pay until an indeterminate future time may make it impossible to procure such goods and services.

	Fiscal Year Ended September 30, 2019			Fiscal Year Ended September 30, 2018

Net Cash Used in Operating Activities	$	(52,534	)		(69,844	)
Net Cash Provided by Financing Activities	$	52,534			69,844
Net Change in Cash and Cash Equivalents	$	-		$	-

6Operating Activities

~~The~~During ~~Company~~the ~~intends~~year toended ~~search~~September ~~for~~30, a2019, ~~target~~the ~~for~~Company incurred a ~~business~~net ~~combination~~loss byof ~~contacting various sources including~~$55,256 ~~but not limited to~~which, ~~our~~after ~~affiliates,~~adjusting ~~lenders,~~for ~~investment~~changes ~~banking~~in ~~firms,~~prepaid ~~private~~expenses ~~equity~~of ~~funds~~$2,394 ~~consultants~~ and ~~attorneys.~~a ~~The~~decrease ~~approximate~~in ~~number~~accounts payable of ~~persons~~$328, orresulted ~~entities~~in ~~that~~net ~~will~~cash beof ~~contacted~~$52,534 isbeing ~~unknown~~used ~~and~~in ~~dependent~~operating onactivities ~~whether~~during ~~any opportunities are presented by~~ the ~~sources that we contact~~year. It isBy ~~anticipated~~comparison, ~~that~~during the ~~investigation~~year ofended ~~specific~~September ~~business~~30, ~~opportunities~~2018, ~~and~~ the ~~negotiation,~~Company ~~drafting~~incurred ~~and~~a ~~execution~~net loss of ~~relevant~~$61,628 ~~agreements~~which, ~~disclosure~~after ~~documents~~adjusting ~~and~~for ~~other~~amortization ~~instruments~~expense ~~will~~of ~~require substantial management time and attention and substantial cost for accountants~~$10,333, ~~attorneys~~change ~~and others. If a decision is made not to participate~~ in aprepaid ~~specific~~expenses ~~business~~of ~~opportunity~~$14,560 ~~the~~and ~~costs~~an ~~theretofore~~increase ~~incurred~~ in ~~the~~accounts ~~related~~payable ~~investigation~~of ~~might not be recoverable. Furthermore~~$3,989, ~~even~~resulted ~~if an agreement is reached for the participation~~ in anet ~~specific~~cash ~~business~~of ~~opportunity~~$69,844 ~~the~~being ~~failure~~used ~~to consummate that transaction may result~~ in ~~the~~operating ~~loss~~activities toduring the ~~Registrant of the related costs incurred~~period.

WeFinancing presently have no employees apart from our management. Our sole officer and our director each are engaged in outside business activities. Our sole officer and director anticipates that he will devote very limited time to our business until the acquisition of a successful business opportunity has been identified. The specific amount of time that management will devote to the Company may vary from week to week or even day to day, and therefore the specific amount of time that management will devote to the Company on a weekly basis cannot be ascertained with any level of certainty. In all cases, management intends to spend as much time as is necessary to exercise its fiduciary duties as officer and director of the Company. We expect no significant changes in the number of our employees other than such changes, if any, incident to a business combination.Activities

~~Corporate~~During ~~Information~~the year ended September 30, 2019, the Company received $52,534 in loans from related parties. By comparison, during the year ended September 30, 2018, the Company received $69,844 in loans from related parties.

Our ~~current~~financial ~~administrative~~statements ~~office~~reflect isthe ~~located~~fact that we do not have sufficient revenue to cover expenses. Our condition is at: ~~903~~present ~~Dannies~~under-capitalized. ~~Hse~~The ~~20, Luard~~Company ~~Rd,~~is ~~Wan~~dependent ~~Chai, Hong~~upon ~~Kong;~~the receipt of capital investment or other financing to fund its ongoing operations and ~~our~~to ~~phone~~execute ~~number~~its business plan of seeking a combination with a private operating company. In addition, the Company is ~~+852~~dependent ~~6519~~upon ~~7111~~certain related parties to provide continued funding and capital resources. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations.

~~Investment~~Our ~~Company~~auditors ~~Act~~have ~~and~~issued ~~Other~~a ~~Regulations~~going concern opinion on our financial statements.

~~The~~Off-Balance ~~Company~~Sheet may participate in a business opportunity by purchasing, trading or selling the securities of such business. The Company does not, however, intend to engage primarily in such activities. Specifically, the Company intends to conduct its activities so as to avoid being classified as an “investment company” under the Investment Company Act of 1940 (the “Investment Act”), and therefore to avoid application of the costly and restrictive registration and other provisions of the Investment Act, and the regulations promulgated thereunder.Arrangements

~~Section~~The ~~3(a)~~Company ~~of the Investment Act contains the definition of an “investment company,” and it excludes any entity that~~ does not ~~engage~~have ~~primarily~~any inoff-balance ~~the~~sheet ~~business~~arrangements ~~of investing, reinvesting or trading in securities, or~~ that ~~does~~have ~~not engage in the business of investing, owning, holding~~ or ~~trading~~are ~~“investment~~reasonably ~~securities”~~likely ~~(defined~~to ashave ~~“all~~a ~~securities~~current ~~other than government securities~~ or ~~securities~~future ofeffect ~~majority-owned~~on ~~subsidiaries”)~~ the ~~value~~Company’s offinancial ~~which~~condition, ~~exceeds~~changes ~~40%~~in offinancial ~~the value of its total assets (excluding government securities~~condition, ~~cash~~revenues or ~~cash~~expenses, ~~items).~~results ~~The Company intends to implement its business plan in a manner which will result in the availability~~ of ~~this~~operations, ~~exception from the definition of “Investment Company.” Consequently~~liquidity, ~~the~~capital ~~Company’s~~expenditures ~~participation in a business~~ or ~~opportunity~~capital ~~through~~resources ~~the~~that ~~purchase~~is ~~and~~material ~~sale~~to ~~of investment securities will be limited~~investors.

~~The~~Contractual Company’s plan of business may involve changes in its capital structure, management, control and business, especially if it consummates a reorganization as discussed above. Each of these areas is regulated by the Investment Act, in order to protect purchasers of investment company securities. Since the Company will not register as an investment company, stockholders will not be afforded these protections.Obligations

~~Any~~As ~~securities~~a ~~which~~“smaller ~~the~~reporting ~~Company~~company” ~~might~~as ~~acquire~~defined inby ~~exchange~~Rule ~~for~~12b-2 ~~its Common Stock are expected to be “restricted securities” within the meaning~~ of the ~~Securities~~Exchange Act ~~of 1933~~, ~~as amended (~~the ~~“Act”). If the~~ Company ~~elects to resell such securities, such sale cannot proceed unless a registration statement has been declared effective by the U. S. Securities and Exchange Commission or an exemption from registration~~ is ~~available. Section 4(1) of the Act, which exempts sales of securities~~ not involving a distribution, would in all likelihood be available to permit a private sale. Although the plan of operation does not contemplate resale of securities acquired, if such a sale were to be necessary, the Company would be required to ~~comply~~provide ~~with~~this ~~the provisions of the Act to effect such resale~~information.

An12 ~~acquisition~~Table ~~made~~of by the Company may be in an industry which is regulated or licensed by federal, state or local authorities. Compliance with such regulations can be expected to be a time-consuming and expensive process.Contents

7Critical accounting policies

~~Item~~The 1Apreparation of our financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. ~~Risk~~On ~~Factors~~an on-going basis, management evaluates its estimates and judgments which are based on historical experience and on various other factors that are believed to be reasonable under the circumstances. The results of their evaluation form the basis for making judgments about the carrying values of assets and liabilities. Actual results may differ from these estimates under different assumptions and circumstances. Our significant accounting policies are more fully discussed in Note 2 to our financial statements contained herein.

AsRecent aAccounting ~~“smaller reporting company” as defined by Rule 12b-2 of the Exchange Act, the Company is not required to provide this information.~~Pronouncements

~~Item~~The ~~1B.~~Company ~~Unresolved~~does ~~Staff~~not ~~Comments~~expect the adoption of recently issued, but not yet effective, accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

~~None~~Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

~~Item~~As a “smaller reporting company” as defined by Rule 12b-2. ~~Properties~~of the Exchange Act, the Company is not required to provide this information.

~~The~~Item ~~Company neither rents nor owns any properties~~8. ~~The~~Financial ~~Company~~Statements ~~utilizes the office space~~ and ~~equipment~~Supplementary ~~of its management at no charge and management of the Company determined it to be immaterial~~Data. The Company currently has no policy with respect to investments or interests in real estate, real estate mortgages or securities of, or interests in, persons primarily engaged in real estate activities.

~~Item~~Audited 3.financial ~~Legal~~statements ~~Proceedings~~begin on the following page of this report.

~~There~~13 ~~are~~Table ~~presently no pending legal proceedings to which the Company or any~~ of its property is subject, or any material proceedings to which any director, officer or affiliate of the Company, any owner of record or beneficially of more than five percent of any class of voting securities is a party or has a material interest adverse to the Company, and no such proceedings are known to the Company to be threatened or contemplated against it.Contents

~~Item~~STAR 4.WEALTH ~~Mine~~GROUP ~~Safety Disclosures~~INC.

~~None.~~FINANCIAL STATEMENTS

~~PART~~FOR IITHE YEARS ENDED SEPTEMBER 30, 2019 AND 2018

~~Item~~Table ~~5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases~~ of ~~Equity Securities.~~Contents

Market Information

	Page

Report of Independent Registered Public Accounting Firms		15-16

Balance Sheets as of September 30, 2019 and 2018		17

Statements of Operations for the years ended September 30, 2019 and 2018		18

Statement of Changes in Stockholders’ Deficit for the years ended September 30, 2019 and 2018		19

Statements of Cash Flows for the years ended September 30, 2019 and 2018		20

Notes to Financial Statements		21

~~Our~~14 ~~common~~Table stock currently began trading on the OTC Markets QB platform under the symbol "TRFX" on July 22, 2016. On December 28, 2017, our symbol changed to “SWGI.” The table below sets forth, for the fiscal quarters indicated, the high and low bid prices per share of our common stock as reflected on the OTC-QB. The quotations represent inter-dealer prices without adjustment for retail markups, markdowns or commissions, and may not necessarily represent actual transactions.Contents

	High		Low
Fiscal year ended September 30, 2017
First Quarter		2.00		2.00
Second Quarter		2.00		2.00
Third Quarter		1.70		1.70
Fourth Quarter		1.00		1.00
Fiscal year ended September 30, 2018
First Quarter		1.00		1.00
Second Quarter		1.00		1.00
Third Quarter		1.00		0.95
Fourth Quarter		1.00		1.00
Fiscal year ended September 30, 2019:
First Quarter		1.00		0.51

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~The~~To OTC-QB is a quotation system and not a national securities exchange, and many companies have experienced limited liquidity when traded through this quotation system. Any trading has been sporadic and there has been no meaningful trading volume. Any investment in our Company should be considered extremely risky as we are a “shell company,” as defined under the ~~Exchange~~Board ~~Act,~~of ~~with~~Directors ~~no business operations~~ and ~~no revenues.~~Stockholders

8Star Wealth Group, Inc.

~~Number~~Hong ~~of Holders~~Kong

AsOpinion ofon ~~September 30, 2018,~~ the ~~29,737,000~~Financial ~~issued and outstanding shares of common stock were held by a total of 8 shareholders of record.~~Statements

~~Recent~~We ~~Sales~~have audited the accompanying balance sheet of ~~Unregistered~~Star ~~Securities~~Wealth Group, Inc. (the “Company”) as of September 30, 2019, the related statements of operations, stockholders’ deficit, and cash flows for the year then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 30, 2019, and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

~~None.~~Consideration of the Company’s Ability to Continue as a Going Concern

~~Dividend~~The ~~Policy~~accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has incurred losses since inception, has accumulated a significant deficit, has negative cash flows from operations, and currently has no revenues. These factors raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~The~~Basis ~~Company~~for has not declared or paid any cash dividends on its Common Stock and does not intend to declare or pay any cash dividend in the foreseeable future. The payment of dividends, if any, is within the discretion of the Board of Directors and will depend on the Company’s earnings, if any, its capital requirements and financial condition and such other factors as the Board of Directors may consider.Opinion

~~Securities~~These ~~Authorized~~financial ~~for~~statements ~~Issuance~~are ~~under~~the ~~Equity~~responsibility ~~Compensation~~of ~~Plans~~the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

~~The~~We ~~Company~~conducted ~~does~~our ~~not~~audit ~~have~~in ~~any~~accordance ~~equity~~with ~~compensation~~the ~~plans~~standards orof ~~any~~the ~~individual~~PCAOB. ~~compensation~~Those ~~arrangements~~standards ~~with~~require ~~respect~~that we plan and perform the audit to ~~its~~obtain ~~Common~~reasonable ~~Stock~~assurance orabout ~~Preferred~~whether ~~Stock.~~the ~~The~~financial ~~issuance~~statements ofare ~~any~~free of ~~our~~material ~~Common~~misstatement, ~~Stock~~whether due to error or ~~Preferred~~fraud. ~~Stock~~The Company is ~~within~~not ~~the~~required ~~discretion~~to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our ~~Board~~audit, we are required to obtain an understanding of ~~Directors~~internal control over financial reporting, ~~which~~but ~~has~~not for the ~~power~~purpose toof ~~issue~~expressing ~~any~~an oropinion ~~all~~on the effectiveness of ~~our~~the ~~authorized~~Company’s ~~but~~internal ~~unissued~~control ~~shares~~over ~~without~~financial ~~stockholder~~reporting. ~~approval~~Accordingly, we express no such opinion.

~~Recent~~Our ~~Sales~~audit included performing procedures to assess the risks of ~~Unregistered~~material ~~Securities~~misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

~~None.~~/s/ Pinnacle Accountancy Group of Utah

~~Item~~We 6.have ~~Selected~~served ~~Financial~~as ~~Data~~the Company’s auditor since 2019.

AsPinnacle aAccountancy ~~“smaller~~Group ~~reporting company” as defined by Rule 12b-2~~ of ~~the Exchange Act, the Company is not required to provide this information.~~Utah

~~Item~~Farmington, ~~7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.~~Utah

~~You~~December ~~should read the following discussion together with our financial statements and the related notes included elsewhere in this Annual Report. This discussion contains forward-looking statements~~24, ~~which involve risks and uncertainties. Our actual results may differ materially from those we currently anticipate as a result of many factors.~~2019

~~Forward~~15 ~~Looking~~Table ~~Statements~~of Contents

~~Some~~MICHAEL ofGILLESPIE ~~the~~& ~~information in this section contains forward-looking statements that involve substantial risks and uncertainties. You can identify these statements by forward-looking words such as "may~~ASSOCIATES," ~~"will," "expect," "anticipate," "believe," "estimate" and "continue," or similar words. You should read statements that contain these words carefully because they:~~PLLC

●CERTIFIED ~~discuss~~PUBLIC ~~our future expectations; ● contain projections of our future results of operations or of our financial condition; and ● state other "forward-looking" information.~~ACCOUNTANTS

We10544 ~~believe~~ALTON itAVE is important to communicate our expectations. However, there may be events in the future that we are not able to accurately predict or over which we have no control. Our actual results and the timing of certain events could differ materially from those anticipated in these forward-looking statements as a result of certain factors. NE

9SEATTLE, WA 98125

~~Plan of Operations~~ 206.353.5736

~~The~~REPORT ~~Company~~OF isINDEPENDENT aREGISTERED ~~shell~~PUBLIC ~~company~~ACCOUNTING asFIRM defined in Rule 12b-2 of the Exchange Act. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. The Company will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

~~The~~To ~~Company currently does not engage in any business activities that provide cash flow. During~~ the ~~next~~Board ~~twelve~~of ~~months we anticipate incurring costs related to:~~Directors

~~(i) filing~~Star ~~Exchange~~Wealth ~~Act reports~~Group, ~~and~~Inc.

~~(ii) investigating,~~Opinion ~~analyzing~~on ~~and~~the ~~consummating~~Financial ~~an acquisition.~~Statements

We ~~believe~~have weaudited ~~will~~the beaccompanying ~~able~~condensed tobalance ~~meet~~sheet ~~these costs through use~~ of ~~funds~~Star inWealth ~~our treasury~~Group, ~~through~~Inc. ~~deferral~~as of ~~fees~~September by30, ~~certain~~2018 ~~service~~and ~~providers~~the ~~and~~related ~~additional~~condensed ~~amounts,~~statements asof ~~necessary~~operations, tochanges ~~be loaned to or invested~~ in usstockholder’s bydeficit ~~our~~and ~~stockholders,~~cash ~~management~~flows orfor ~~other investors. As of~~ the ~~date~~year ofthen ~~the period covered by this report~~ended, ~~the~~and ~~Company has $0 in cash. There are no assurances that~~ the ~~Company~~related ~~will~~notes be(collectively ~~able~~referred to ~~secure any additional funding~~ as ~~needed~~“financial statements”). ~~Currently,~~In ~~however~~ our ~~ability~~opinion, tothe ~~continue~~financial asstatements apresent ~~going~~fairly, ~~concern~~in isall ~~dependent~~material ~~upon~~respects, ~~our~~the ~~ability~~financial toposition ~~generate~~of ~~future profitable operations and/or to obtain~~ the ~~necessary~~Company ~~financing~~as toof ~~meet~~September ~~our~~30, ~~obligations~~2018 and ~~repay~~the ~~our~~results ~~liabilities~~of ~~arising~~its ~~from normal business~~ operations ~~when~~and ~~they~~its ~~come~~cash ~~due.~~flows ~~Our~~for ~~ability~~the toyear ~~continue~~then asended, ain ~~going~~conformity ~~concern is also dependent on our ability to find a suitable target company and enter into a possible reverse merger~~ with ~~such~~accounting ~~company.~~principles ~~Management’s~~generally ~~plan~~accepted ~~includes~~in ~~obtaining~~the ~~additional~~United ~~funds~~States ~~by equity financing through a reverse merger transaction and/or related party advances; however there is no assurance~~ of ~~additional funding being available~~America.

~~The~~Basis ~~Company may consider acquiring a business which has recently commenced operations, is a developing company in need of additional funds~~ for expansion into new products or markets, is seeking to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties and is in need of additional capital. In the alternative, a business combination may involve the acquisition of, or merger with, a company which does not need substantial additional capital but which desires to establish a public trading market for its shares while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public offering.Opinion

~~Our~~These ~~management~~financial ~~has~~statements ~~not~~are ~~entered~~the ~~into~~responsibility ~~any~~of ~~agreements~~the ~~with~~Company’s ~~any party regarding a business combination~~management. ~~Any~~Our ~~target~~responsibility ~~business that~~ is ~~selected~~to ~~may~~express ~~be a financially unstable company or~~ an ~~entity~~opinion inon ~~its~~the ~~early~~Company’s ~~stages~~financial ofstatements ~~development~~based oron ~~growth,~~our ~~including entities without established records of sales or earnings~~audit. InWe ~~that~~are ~~event,~~a wepublic ~~will~~accounting befirm ~~subject~~registered towith ~~numerous~~the ~~risks~~Public ~~inherent~~Company inAccounting ~~the~~Oversight ~~business~~Board ~~and~~(United ~~operations~~States) of(PCAOB) ~~financially unstable~~ and ~~early~~are ~~stage~~required orto ~~potential~~be ~~emerging~~independent ~~growth companies. In addition, we may effect a business combination~~ with anrespect ~~entity in an industry characterized by a high level of risk, and, although our management will endeavor~~ to ~~evaluate~~ the ~~risks~~Company ~~inherent~~ in aaccordance ~~particular~~with ~~target~~the ~~business, there can be no assurance that we will properly ascertain or assess all significant risks~~U.S. ~~Our~~federal ~~management~~securities ~~anticipates~~laws ~~that it will likely be able to effect only one business combination, due primarily to our limited financing~~ and the ~~dilution~~applicable ofrules ~~interest for present~~ and ~~prospective~~regulations ~~stockholders, which is likely to occur as a result~~ of ~~our~~the ~~management’s~~Securities ~~plan~~and toExchange ~~offer~~Commission aand ~~controlling~~the ~~interest to a target business in order to achieve a tax-free reorganization~~PCAOB. ~~This lack of diversification should be considered a substantial risk in investing in us, because it will not permit us to offset potential losses from one venture against gains from another.~~

We ~~will~~conducted ~~not~~our ~~acquire~~audits orin ~~merge~~accordance with ~~any~~the ~~entity~~standards ~~which cannot provide audited financial statements at or within a reasonable period~~ of ~~time after closing of~~ the ~~proposed transaction~~PCAOB. WeThose ~~are~~standards ~~subject~~require tothat ~~all~~we ~~the~~plan ~~reporting~~and ~~requirements~~perform ~~included in~~ the ~~Exchange~~audit ~~Act.~~to ~~Included~~obtain inreasonable ~~these~~assurance ~~requirements~~about iswhether ~~our~~the ~~duty to file audited~~ financial statements asare ~~part~~free of ~~our~~material ~~Form~~misstatement, ~~8-K~~whether due to beerror ~~filed~~or ~~with~~fraud. ~~the~~The ~~Securities~~Company ~~and~~is ~~Exchange~~not ~~Commission~~required ~~upon~~to ~~consummation of a merger or acquisition~~have, asnor ~~well~~were aswe ~~our~~engaged ~~audited~~to ~~financial~~perform, ~~statements~~an ~~included~~audit inof ~~our~~its ~~annual~~internal ~~report~~control onover ~~Form~~financial ~~10-K~~reporting. IfAs ~~such~~part ~~audited~~of ~~financial~~our ~~statements are not available at closing~~audit, orwe ~~within~~are ~~time~~required ~~parameters necessary~~ to ~~insure~~obtain ~~our~~an ~~compliance~~understanding ~~with the requirements~~ of ~~the~~internal ~~Exchange~~control ~~Act,~~over ~~or if the audited~~ financial ~~statements~~reporting, ~~provided~~but do not ~~conform~~for to the ~~representations~~purpose ~~made~~of byexpressing ~~the~~an ~~target~~opinion ~~business,~~on the ~~closing~~effectiveness ~~documents~~of ~~may provide that~~ the ~~proposed~~Company’s ~~transaction~~internal ~~will~~control beover ~~voidable~~financial atreporting. ~~the~~Accordingly, ~~discretion~~we ofexpress ~~our~~no ~~present~~such ~~management~~opinion.

10Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

AThe ~~business~~accompanying ~~combination~~financial ~~with~~statements ahave ~~target~~been ~~business~~prepared assuming the Company will ~~normally~~continue ~~involve~~as ~~the~~a ~~transfer~~going concern. As discussed in Note #2 to the ~~target~~financial ~~business~~statements, ofalthough the ~~majority~~Company ofhas ~~our~~limited ~~common~~operations ~~stock,~~it ~~and~~has ~~the~~yet ~~substitution~~to byattain ~~the~~profitability. ~~target~~This ~~business~~raises ofsubstantial doubt about its ~~own~~ability ~~management~~to ~~and~~continue ~~board~~as a going concern. Management’s plan in regard to these matters is also described in Note #2. The financial statements do not include any adjustments that might result from the outcome of ~~directors~~this uncertainty.

The Company anticipates that the selection of a business combination will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are numerous firms seeking even the limited additional capital which we will have and/orS/ ~~the~~MICHAEL ~~perceived~~GILLESPIE ~~benefits~~& ~~of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include~~ASSOCIATES, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.PLLC

We dohave ~~not~~served ~~currently intend to retain any entity to act~~ as ~~a “finder” to identify and analyze~~ the ~~merits~~Company’s ofauditor ~~potential~~since ~~target businesses~~2015.

~~Results~~Seattle, ~~of Operations~~Washington

WeJanuary ~~(“Star Wealth”~~14, “the Company”, “we”, “us” or “our”) were incorporated in the State of Nevada on February 26, 2014 to produce flyers, posters and printing images on multiple surfaces, such as glass, leather, plastic, using automated industrial flatbed printing machine.2019

~~Effective March~~ 16, ~~2016,~~Table ~~a change~~ of control occurred with respect to the Company. Pursuant to the change of control, Smart Mate Limited, a Republic of Seychelles company, acquired 4,000,000 shares of common stock (or 62% of the outstanding common stock) from Mr. Aleksey Gagauz. (See “Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” below). In connection with the transaction, Mr. Gaugaz resigned in his officer and director capacity. The current sole officer and director of the Company is Chi Yeuk Lau. In addition, as of the date of the transaction, the Company ceased its prior business activity and became a “shell company” as described herein. On June 5, 2017, the Company and Smart Mate Limited, a Seychelles company and the Company’s largest shareholder (Smart Mate”), entered into a Loan Conversion Agreement pursuant to Smart Mate converted its outstanding loans to the Company in exchange for common stock of the Company. On June 5, 2017, a total of $116,485 was owed to the Smart Mate by the Company, and pursuant to the Loan Conversion Agreement, Smart Mate discharged the loan amount in exchange for receiving 23,297,000 shares of common stock of the Company.Contents

ItStar isWealth ~~unlikely the Company will have any revenues unless it is able to effect an acquisition or merger with an operating company~~Group, ~~of which there can be no assurance~~Inc. It is management's assertion that these circumstances may hinder the Company's ability to continue as a going concern. The Company’s plan of operation for the next twelve months is to continue its efforts to locate suitable acquisition candidates.

~~For~~Balance the fiscal year ended September 30, 2018, the Company had a net loss of $61,628, all of which are comprised of professional fees and general and administrative expenses. Professional fees include legal, accounting, audit, and other professional service fees incurred in relation to the filing of the Company’s periodic reports under the Securities Exchange act of 1934, as amended. The Company has a total net loss of $87,126 for fiscal year ended September 30, 2017, all of which are comprised of professional fees and general and administrative expenses. Sheets

	September 30,			September 30,
	2019			2018
ASSETS

CURRENT ASSETS

Cash		-			-
Prepaid expenses		11,000			13,394

Total Current Assets		11,000			13,394

TOTAL ASSETS	$	11,000		$	13,394

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES

Accounts payable	$	1,339		$	1,011
Loans from related parties		49,484			94,509

Total Current Liabilities		50,823			95,520

STOCKHOLDERS' DEFICIT

Common stock, par value $0.001; 75,000,000 shares authorized 49,248,800 and 29,737,000 shares issued and outstanding as of September 30, 2019 and September 30 2018, respectively		49,249			29,737
Additional paid-in capital		197,440			119,393
Accumulated deficit		(286,512	)		(231,256	)

Total Stockholders' Deficit		(39,823	)		(82,126	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	11,000		$	13,394

~~Liquidity~~The ~~and~~accompanying ~~Capital~~notes ~~Resources~~are an integral part of these financial statements.

As17 ofTable ~~September 30, 2018, the Company had total assets~~ of $14,394 comprised exclusively of prepaid assets. This compares with total assets of $9,617 as of September 30, 2017. The Company’s current liabilities as of September 30, 2018 totaled $95,520 comprised of $1,011 of accounts payable and $94,509 due to a related party. This compares with total liabilities of $29,665 comprised of $5,000 of accounts payable and $24,665 due to a related party, as of September 30, 2017. The Company can provide no assurance that it can continue to satisfy its cash requirements for at least the next twelve months.Contents

~~The~~Star ~~Company’s~~Wealth ~~working capital deficit as of September 30~~Group, ~~2018 was $82,126 compared with $20,498 in working capital deficit as of September 30, 2017.~~ Inc

~~Our~~Statements ~~financial statements reflect the fact that we do not have sufficient revenue to cover expenses. Our condition is at present under-capitalized. The Company is dependent upon the receipt~~ of capital investment or other financing to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company. In addition, the Company is dependent upon certain related parties to provide continued funding and capital resources. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations. Operations

Our auditors have issued a going concern opinion on our financial statements.

	For the Years Ended
	September 30,
	2019			2018

REVENUES	$	-		$	-

OPERATING EXPENSES

General and administrative		650			10,853
Professional Fees	$	54,606		$	50,775

Total Operating Expenses		55,256			61,628

LOSS FROM OPERATIONS		(55,256	)		(61,628	)

LOSS BEFORE INCOME TAXES		(55,256	)		(61,628	)

PROVISION FOR INCOME TAXES		-			-

NET LOSS	$	(55,256	)	$	(61,628	)

BASIC AND DILUTED LOSS PER SHARE	$	(0.00	)	$	(0.00	)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED		39,091,973			29,737,000

~~Off-Balance~~The ~~Sheet~~accompanying ~~Arrangements~~notes are an integral part of these financial statements

~~The~~18 ~~Company~~Table does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of ~~operations, liquidity, capital expenditures or capital resources that is material to investors.~~ Contents

~~Contractual~~Star ~~Obligations~~Wealth Group, Inc.

AsStatements ~~a “smaller reporting company” as defined by Rule 12b-2~~ of ~~the~~Stockholders' ~~Exchange Act, the Company is not required to provide this information.~~Deficit

SIGNIFICANT ACCOUNTING POLICIES

							Deficit
							Accumulated			Total
					Additional		During the			Stockholders'
	Common Stock				Paid-In		Development			Equity
	Shares		Amount		Capital		Stage			(Deficit)

Balance, September 30, 2017		29,737,000	$	29,737	$	119,393	$	(169,628	)	$	(20,498	)

Net loss for the year September 30, 2018		-		-		-		(61,628	)		(61,628	)

Balance, September 30, 2018		29,737,000	$	29,737	$	119,393	$	(231,256	)	$	(82,126	)

Stock issued for related party debt		19,511,800		19,512		78,047		-			97,559

Net loss for the year September 30, 2019		-		-		-		(55,256	)		(55,256	)

Balance, September 30, 2019		49,248,800	$	49,249	$	197,440	$	(286,512	)	$	(39,823	)

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

~~The~~19 ~~financial~~Table ~~statements~~ of ~~the Company have been prepared in accordance with generally accepted accounting principles in the United States of America.~~Contents

~~Accounting~~Star ~~Basis~~Wealth Group, Inc.

~~The~~Statements ~~Company uses the accrual basis~~ of ~~accounting~~Cash ~~and accounting principles generally accepted in the United States of America (“GAAP” accounting). The Company has adopted a September 30 fiscal year end.~~Flows

	For the Years Ended
	September 30,
	2019			2018

OPERATING ACTIVITIES

Net income (loss)	$	(55,256	)	$	(61,628	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization expense		-			10,333
Changes in operating assets and liabilities:
Change in prepaid expenses		2,394			(14,560	)
Change in accounts payable		328			(3,989	)

Net Cash Used in Operating Activities		(52,534	)		(69,844	)

INVESTING ACTIVITIES		-			-

FINANCING ACTIVITIES

Proceeds from related parties		52,534			69,844

Net Cash Provided by Financing Activities		52,534			69,844

NET INCREASE IN CASH		-			-

CASH AT BEGINNING OF PERIOD		-			-

CASH AT END OF PERIOD	$	-		$	-

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Interest	$	-		$	-
Income Taxes	$	-		$	-

NON CASH INVESTING AND FINANCING ACTIVITIES

Stock issued for related party debt		97,559			-

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

~~The~~20 ~~preparation~~Table of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.Contents

~~Cash~~STAR ~~and~~WEALTH ~~Cash~~GROUP, ~~Equivalents~~INC.

~~The~~NOTES ~~Company~~TO ~~considers~~AUDITED ~~all~~FINANCIAL ~~highly liquid investments with the original maturities of three months or less to be cash equivalents. The Company had no cash balances at September 30, 2018 (2017 - $0).~~STATEMENTS

~~Inventory~~FOR THE YEARS ENDED SEPTEMBER 30, 2019 AND 2018

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

~~Inventories~~We ~~are~~were ~~stated~~incorporated atin the ~~lower~~State of ~~cost~~Nevada ~~or market determined~~ on aFebruary ~~first-in~~26, ~~first~~2014 ~~out~~under ~~basis. Following~~ the ~~termination~~name ofTerafox ~~all~~Corp. ~~its~~On ~~previous~~December ~~operating activities effective March~~ 13, ~~2016~~2017, ~~the~~we ~~Company~~changed ~~transferred~~our ~~its~~name ~~remaining inventory~~ to aStar ~~former~~Wealth ~~director~~Group ~~of the Company~~Inc.

~~Fair~~The ~~Value~~Company is a shell company seeking to merge with another entity with experienced management and opportunities for growth in return for shares of ~~Financial~~our ~~Instruments~~common stock to create value for our shareholders.

~~Fair~~The ~~value~~Company’s ~~measurements~~physical ~~are~~address ~~determined~~is ~~based~~Rm on1316, ~~the~~13/F, ~~assumptions~~Tower ~~that~~A, ~~market~~New ~~participants~~Mandarin ~~would~~Plaza, Science ~~use~~Museum inRoad, Tsim ~~pricing~~Sha anTsui, ~~asset~~Kowloon, orHong ~~liability~~Kong. Accounting Standards Codification (“ASC”) 820-10 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. ASC 820 establishes a fair value hierarchy that prioritizes the use of inputs used in valuation methodologies into the following three levels:

~~Level~~NOTE 1:2 ~~Quoted~~– ~~prices~~GOING (unadjusted) for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and must be used to measure fair value whenever available.CONCERN

~~Level~~The 2:accompanying ~~Significant~~financial ~~other~~statements ~~observable~~have ~~inputs~~been ~~other~~prepared ~~than~~in ~~Level~~conformity 1with ~~prices~~generally ~~such~~accepted asaccounting ~~quoted~~principles, ~~prices~~which ~~for~~contemplate ~~similar~~continuation of the Company on a going concern basis which assumes the Company will be able to realize its assets orand ~~liabilities;~~discharge ~~quoted~~its ~~prices~~liabilities in ~~markets~~the ~~that~~normal ~~are~~course ~~not~~of ~~active;~~business orfor ~~other~~the ~~inputs~~foreseeable ~~that~~future. ~~are~~The ~~observable~~Company currently has no business or ~~can~~recurring beincome ~~corroborated~~which byraises ~~observable~~substantial ~~market~~doubt ~~data~~about its ability to continue as a going concern.

~~Level~~The 3:ability ~~Significant~~to ~~unobservable~~continue ~~inputs~~as ~~which~~a ~~reflect~~going aconcern ~~reporting~~is ~~entity~~dependent upon the Company’s ~~own~~ability ~~assumptions~~to ~~about~~merger with or acquire profitable operations in the ~~assumptions~~future ~~that~~and, ~~market~~or, ~~participants~~obtaining ~~would~~the ~~use~~necessary ~~for~~financing ~~pricing~~to anmeet ~~asset~~its orobligations ~~liability.~~and ~~For~~repay ~~example,~~its ~~level~~liabilities 3arising ~~inputs~~from ~~would~~normal ~~relate~~business tooperations ~~forecasts~~when ofthey ~~future~~come ~~earnings~~due. ~~and~~There ~~cash~~is ~~flows~~no ~~used~~assurance inthat athis ~~discounted~~series ~~future~~of ~~cash~~events ~~flows~~will ~~method~~be satisfactorily completed.

AsNOTE of3 ~~September~~– ~~30,~~SUMMARY ~~2018,~~OF ~~the~~SIGNIFCANT ~~Company’s~~ACCOUNTING financial instruments consisted of prepaid expenses, accounts payable, a loan and a loan due to related party. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.POLICIES

~~Fixed~~Basis ~~Assets~~of presentation

~~Fixed~~The ~~assets~~accompanying ~~are~~financial ~~stated~~statements athave ~~net~~been ~~book~~prepared ~~value,~~in ~~cost~~accordance less depreciation. Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property’s useful life are capitalized. Property sold or retired, together with ~~the~~accounting ~~related~~principles ~~accumulated~~generally ~~depreciation~~accepted isin ~~removed from~~ the ~~appropriated~~United ~~accounts~~States ~~and~~of ~~the resultant gain or loss is included in net income~~America.

~~Following~~Accounting ~~the termination of all its previous operating activities effective March 13, 2016, the Company transferred its sole fixed asset to a former officer and director of the Company.~~Basis

~~Depreciation~~The isCompany ~~provided~~uses ~~using~~ the ~~straight-line~~accrual ~~method~~basis ~~over the estimated useful lives~~ of ~~the~~accounting ~~asset~~and ~~estimated~~accounting atprinciples 6generally ~~years.~~accepted Wein ~~did~~the ~~not~~United ~~recognize~~States ~~any~~of ~~depreciation~~America ~~expense~~(“GAAP” ~~during~~accounting). ~~the~~The ~~years~~Company ~~ended~~has ~~September~~adopted ~~30,~~a ~~2018 and~~ September 30, ~~2017,~~fiscal ~~respectively.~~year end.

13Use of Estimates

~~Accounting~~The ~~for~~preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the ~~Impairment~~reported amounts of ~~Long-Lived~~assets ~~Assets~~and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

~~The~~Cash Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Upon such an occurrence, recoverability of assets to be held and ~~used~~Cash is measured by comparing the carrying amount of an asset to forecasted undiscounted net cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. For long-lived assets held for sale, assets are written down to fair value, less cost to sell. Fair value is determined based on discounted cash flows, appraised values or management's estimates, depending upon the nature of the assets. The Company did not record any impairment charges related to long-lived assets during years ended September 30, 2016 and 2015.Equivalents

~~Income~~The ~~Taxes~~Company considers all highly liquid investments with the original maturities of three months or less to be cash equivalents. The Company had no cash balances at September 30, 2019 and 2018, respectively.

~~Income~~21 ~~taxes~~Table are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.Contents

~~Revenue~~STAR ~~Recognition~~WEALTH GROUP, INC.

~~The~~NOTES ~~Company~~TO ~~recognizes~~AUDITED ~~revenue~~FINANCIAL in accordance with Accounting Standards Codification No. 605, “Revenue Recognition” (“ASC-605”), ASC-605 requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue for which the product or servicers has not been delivered or provided or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required.STATEMENTS

~~Stock-Based~~FOR ~~Compensation~~THE YEARS ENDED SEPTEMBER 30, 2019 AND 2018

~~Stock-based~~NOTE ~~compensation~~3 is– ~~accounted~~SUMMARY ~~for~~OF atSIGNIFCANT ~~fair~~ACCOUNTING ~~value~~POLICIES ~~in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.~~(CONTINUED)

~~Basic~~Fair ~~Income~~Value ~~(Loss)~~of ~~Per~~Financial ~~Share~~Instruments

~~Basic~~Fair ~~income~~value ~~(loss)~~measurements ~~per~~are ~~share~~determined isbased ~~calculated~~on ~~by dividing~~ the ~~Company’s~~assumptions ~~net~~that ~~loss~~market ~~applicable~~participants towould ~~common~~use ~~shareholders~~in bypricing ~~the~~an ~~weighted~~asset ~~average~~or ~~number of common shares during the period~~liability. ~~Diluted~~Accounting ~~earnings~~Standards ~~per~~Codification ~~share~~(“ASC”) is820-10 ~~calculated~~establishes bya ~~dividing~~hierarchy ~~the~~for ~~Company’s~~inputs ~~net~~used ~~income~~in ~~available~~measuring tofair ~~common~~value ~~shareholders~~that bymaximizes the ~~diluted~~use ~~weighted average number~~ of ~~shares~~observable ~~outstanding~~inputs ~~during~~and minimizes the ~~year.~~use ~~The~~of ~~diluted~~unobservable ~~weighted~~inputs ~~average~~by ~~number~~requiring ofthat ~~shares outstanding is~~ the ~~basic~~most ~~weighted~~observable ~~number~~inputs ofbe ~~shares~~used ~~adjusted~~when ~~for any potentially dilutive debt or equity~~available. ~~There~~ASC ~~were~~820 noestablishes ~~such~~a ~~common~~fair ~~stock~~value ~~equivalents~~hierarchy ~~issued~~that orprioritizes ~~outstanding~~the ~~during~~use ~~the~~of ~~years~~inputs ~~ended~~used ~~September~~in ~~30,~~valuation ~~2018~~methodologies orinto ~~September~~the ~~30,~~following ~~2017,~~three ~~respectively.~~levels:

~~Comprehensive~~Level ~~Income~~1: Quoted prices (unadjusted) for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and must be used to measure fair value whenever available.

~~The~~Level ~~Company~~2: ~~has~~Significant ~~which~~other ~~established~~observable ~~standards~~inputs ~~for~~other ~~reporting~~than ~~and~~Level ~~display~~1 ofprices ~~comprehensive~~such ~~income,~~as ~~its~~quoted ~~components~~prices ~~and~~for ~~accumulated~~similar ~~balances. When~~assets ~~applicable,~~or ~~the~~liabilities; ~~Company~~quoted ~~would~~prices ~~disclose~~in ~~this~~markets ~~information~~that onare ~~its Statement of Stockholders’ Equity. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners. The Company has~~ not ~~had~~active; ~~any~~or ~~transactions~~other inputs that are ~~required~~observable toor can be ~~reported~~corroborated inby ~~other~~observable ~~comprehensive~~market ~~income~~data.

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

~~The~~As ~~Company~~of ~~does~~September ~~not~~30, ~~expect~~2019, the ~~adoption~~Company’s offinancial ~~recently~~instruments ~~issued,~~consisted ~~but~~of ~~not~~prepaid ~~yet effective~~expenses, ~~accounting~~accounts ~~pronouncements~~payable toand ~~have~~amounts adue ~~significant~~to ~~impact~~related onparties. ~~the~~The ~~Company’s~~carrying ~~results~~amount of ~~operations,~~these financial ~~position~~instruments approximates fair value due either to length of maturity or ~~cash~~interest ~~flow~~rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

~~Item~~Income ~~7A. Quantitative and Qualitative Disclosures About Market Risk.~~Taxes

AsIncome ataxes ~~“smaller~~are ~~reporting~~computed ~~company”~~using asthe ~~defined~~asset byand ~~Rule~~liability ~~12b-2~~method. ofUnder the ~~Exchange~~asset ~~Act~~and liability method, deferred income tax assets and liabilities are determined based on the ~~Company~~differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not ~~required~~expected to ~~provide~~be ~~this information~~realized.

14Revenue Recognition

~~Item~~In 82014, the FASB issued guidance on revenue recognition (“ASC 606”), with final amendments issued in 2016. ~~Financial~~The ~~Statements~~underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and ~~Supplementary~~(5) ~~Data~~recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients. The Company has concluded that the new guidance did not require any significant change to its revenue recognition processes.

~~Audited~~Stock-Based ~~financial statements begin on the following page of this report.~~ Compensation

15Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.

~~STAR~~22 ~~WEALTH~~Table ~~GROUP~~of ~~INC.~~ Contents

~~FINANCIAL~~STAR ~~STATEMENTS~~WEALTH GROUP, INC.

~~FOR~~NOTES ~~THE~~TO ~~YEARS~~AUDITED ~~ENDED~~FINANCIAL ~~SEPTEMBER 30, 2018 AND 2017~~STATEMENTS

~~Table~~FOR ofTHE ~~Contents~~YEARS ENDED SEPTEMBER 30, 2019 AND 2018

		Page
Report of Independent Registered Public Accounting Firm		18
Balance Sheets as of September 30, 2018 and 2017		19
Statements of Operations for the years ended September 30, 2018 and 2017		20
Statement of Changes in Stockholders’ Equity (Deficit) for the years ended September 30, 2018 and 2017		21
Statements of Cash Flows for the years ended September 30, 2018 and 2017		22
Notes to Financial Statements		23

NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES (CONTINUED)

16Basic Income (Loss) Per Share

~~MICHAEL~~Basic ~~GILLESPIE~~income &(loss) ~~ASSOCIATES~~per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There were no such common stock equivalents issued or outstanding during the years ended September 30, ~~PLLC~~2019 or 2018.

~~CERTIFIED~~Recent ~~PUBLIC~~Accounting ~~ACCOUNTANTS~~Pronouncements

~~10544~~The ~~ALTON~~Company ~~AVE~~does NEnot expect the adoption of recently issued, but not yet effective, accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

~~SEATTLE,~~NOTE ~~WA 98125~~4 – PREPAID EXPENSES

~~206~~As of September 30, 2019, the balance of prepaid expenses was $11,000 (2018 - $13,394).~~353~~ The outstanding balance of prepaid expenses related to the OTC-QB annual listing that was paid in full during the year ended September 30, 2019, but relates to the year ending September 30, 2020.~~5736~~

~~REPORT~~As OFof ~~INDEPENDENT~~September ~~REGISTERED~~30, ~~PUBLIC~~2018, ~~ACCOUNTING~~the ~~FIRM~~balance of net prepaid expenses was $13,394. Prepaid expenses are comprised of legal fees of $2,561 and $10,833 for OTC-QB listing fees.

ToNOTE ~~the~~5 ~~Board~~– ofLOANS ~~Directors~~FROM RELATED PARTIES

~~Star~~Principal ~~Wealth~~Shareholder ~~Group,~~and ~~Inc.~~ Affiliates

~~Opinion~~As of September 30, 2019 and 2018, the Company had loans outstanding from related parties of $49,484 and $94,509, respectively and made no payments on such loans during the ~~Financial~~respective ~~Statements~~periods. As of September 30, 2019 the Company owed $6,850 to Star Wealth Capital Group Limited, a Hong Kong company (“SWCGL”) and $42,634 to Mr. Yik Kei Ong. Both SWCGL and Mr. Ong are affiliates of the Company’s controlling shareholder, Smart Mate Limited, a Seychelles company (“Smart Mate”). As of September 30, 2018, the Company owed $86,459, $6,850 and $1,200, respectively to Mr. Ong, SWCGL and Smart Mate. These amounts are unsecured, non-interest bearing, and due on demand.

WeOn ~~have~~April ~~audited~~8, 2019, the ~~accompanying~~Company ~~condensed~~and ~~balance~~Smart ~~sheets~~Mate ofentered ~~Star~~into ~~Wealth~~a ~~Group,~~Loan ~~Inc.~~Conversion asAgreement ofpursuant ~~September~~to 30which Smart Mate converted $97,559 ~~2018~~in ~~and~~outstanding ~~2017~~loans ~~and~~to the ~~related~~Company ~~condensed~~in ~~statements~~exchange offor ~~operations~~19,511,800 ~~changes~~shares inof ~~stockholder’s~~common ~~deficit~~stock ~~and~~of ~~cash~~the ~~flows~~Company. ~~for~~On ~~the~~April ~~years~~8, ~~then ended~~2019, ~~and~~a ~~the~~total ~~related~~of ~~notes~~$110,633 ~~(collectively~~was ~~referred~~owed to asSmart ~~“financial~~Mate ~~statements”).~~by Inthe ~~our~~Company ~~opinion,~~(which ~~the~~includes ~~financial~~loan ~~statements~~amounts ~~present~~owed ~~fairly,~~to inan ~~all~~affiliate ~~material~~of ~~respects,~~Smart ~~the~~Mate ~~financial~~which ~~position~~were ofassigned to Smart Mate prior to the ~~Company~~conversion). asPrior ofto ~~September~~that 30date, ~~2018~~Mr. ~~and~~Ong ~~2017~~assigned ~~and~~to ~~the~~Smart ~~results~~Mate all of ~~its~~his ~~operations~~rights ~~and~~to ~~its~~the ~~cash~~$97,559 ~~flows~~loan ~~for~~amount. During the ~~years~~year ~~then~~ ended, inSeptember ~~conformity~~30, ~~with~~2019, ~~accounting~~the ~~principles~~Company ~~generally~~received ~~accepted~~$52,534 in ~~the~~additional ~~United~~loan ~~States~~proceeds offrom ~~America~~Mr. Ong.

~~Basis~~During ~~for~~the ~~Opinion~~year ended September 30, 2018, the Company received $62,994 in loan proceeds from Mr. Ong and $6,850 in loan proceeds from SWCGL. The advances made by SWCGL were made on behalf of Smart Mate. The loans were unsecured, non-interest bearing and due on demand.

~~These~~23 ~~financial~~Table ~~statements are the responsibility~~ of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.Contents

WeSTAR ~~conducted~~WEALTH our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatementGROUP, ~~whether due to error or fraud~~INC. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

~~Our~~NOTES ~~audit~~TO ~~included~~AUDITED ~~performing~~FINANCIAL procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.STATEMENTS

~~The~~FOR ~~accompanying~~THE ~~financial~~YEARS ~~statements~~ENDED ~~have~~SEPTEMBER ~~been prepared assuming the Company will continue as a going concern. As discussed in Note #2 to the financial statements~~30, ~~although~~2019 ~~the~~AND Company has limited operations it has yet to attain profitability. This raises substantial doubt about its ability to continue as a going concern. Management’s plan in regard to these matters is also described in Note #2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.2018

NOTE 6 – COMMON STOCK

~~/S/~~Common ~~MICHAEL GILLESPIE & ASSOCIATES, PLLC~~Stock

WeThe ~~have~~Company ~~served~~has as75,000,000, ~~the~~$0.001 ~~Company’s~~par ~~auditor~~value ~~since~~shares ~~2015~~of common stock authorized.

~~Seattle~~There were 49,248,800 ~~Washington~~and 29,737,000 shares of common stock issued and outstanding as of September 30, 2019 and 2018, respectively.

~~January~~On 14April 8, 2019, the Company issued 19,511,800 shares of common stock for conversion of $97,559 in related party loans.

17NOTE 7 – COMMITMENTS AND CONTINGENCIES

Star Wealth Group, Inc.
Balance Sheets
ASSETS
			September 30,		September 30,
			2018		2017
CURRENT ASSETS
	Prepaid expenses, net amortization			13,394		9,167
		Total Current Assets		13,394		9,167
		TOTAL ASSETS	$	13,394	$	9,167
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
	Accounts payable		$	1,011	$	5,000
	Loans from related parties			94,509		24,665
		Total Current Liabilities		95,520		29,665
STOCKHOLDERS' DEFICIT
	Common stock, par value $0.001; 75,000,000 shares
	authorized 29,737,000 shares issued and outstanding
	respectively			29,737		29,737
	Additional paid-in capital			119,393		119,393
	Accumulated deficit			(231,256)		(169,628)
		Total Stockholders' Deficit		(82,126)		(20,498)
		TOTAL LIABILITIES AND STOCKHOLDERS'
		DEFICIT	$	13,394	$	9,167
The accompanying notes are an integral part of these condensed financial statements.

Legal

18We were not subject to any legal proceedings during the years ended September 30, 2019 or 2018 and none are threatened or pending to the best our knowledge and belief.

Star Wealth Group, Inc
Statements of Operations
			For the Years Ended
			September 30,
			2018		2017
REVENUES			$	-	$	-
OPERATING EXPENSES
	Professional Fees			50,775		70,965
	General and administrative		$	10,853	$	16,161
		Total Operating Expenses		61,628		87,126
LOSS FROM OPERATIONS				(61,628)		(87,126)
LOSS BEFORE INCOME TAXES				(61,628)		(87,126)
PROVISION FOR INCOME TAXES				-		-
NET LOSS			$	(61,628)	$	(87,126)
BASIC AND DILUTED LOSS PER SHARE			$	0.00	$	0.00
WEIGHTED AVERAGE
NUMBER OF COMMON SHARES
OUTSTANDING - BASIC AND DILUTED				29,737,000		13,890,162
The accompanying notes are an integral part of these condensed financial statements

NOTE 8 – INCOME TAXES

19As of September 30, 2019, the Company had net operating loss carry forwards of approximately $286,512 (2018 - $231,256) that may be available to reduce future years’ taxable income in varying amounts.

Star Wealth Group, Inc.
Statements of Stockholders' Deficit
						Deficit
						Accumulated		Total
				Additional		During the		Stockholders'
	Common Stock			Paid-In		Development		Equity
	Shares	Amount		Capital		Stage		(Deficit)
Balance, September 30,2016	6,440,000	$	6,440	$	26,208	$	(82,502)	$	(49,854)
Stock issued for debt	23,297,000		23,297		93,184		-		116,481
Net loss for the year September 30, 2017	-		-		-		(87,126)		(87,126)
Balance, September 30,2017	29,737,000	$	29,737	$	119,392	$	(169,628)	$	(20,499)
Net loss for the year September 30, 2018	-		-		-		(61,628)		(61,628)
Balance, September 30,2018	29,737,000	$	29,737	$	119,392	$	(231,256)	$	(82,126)
The accompanying notes are an integral part of these financial statements.

No tax benefit has been reported in the September 30, 2019, financial statements since the potential tax benefit is offset by a valuation allowance of the same amount. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses.

20Following the Company’s change of control effective May 16, 2016, due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of approximately $107,142 for Federal income tax reporting purposes may be subject to annual limitations. The last three years of tax returns are open for examination by taxing authorities.

Star Wealth Group, Inc.
Condensed Statements of Cash Flows
				For the Years Ended
				September 30,
				2018		2017
OPERATING ACTIVITIES
	Net income (loss)			$	(61,628)	$	(87,126)
	(Income) loss from discontinued operations
	Adjustments to reconcile net loss to net cash used in
	operating activities:
		Amortization expense			10,333		10,000
		Gain in settlement of rent payable by a related party			-		-
		Services contributed by shareholder			-		-
	Changes in operating assets and liabilities:
		Change in prepaid expenses			(14,560)		(10,000)
		Change in accounts payable			(3,989)		4,800
			Net Cash Used in Operating Activities		(69,844)		(82,326)
INVESTING ACTIVITIES					-		-
FINANCING ACTIVITIES
	Loans from related parties				69,844		(34,156)
	Common stock issued for debt				-		116,482
			Net Cash Provided by Financing Activities		69,844		82,326
		NET INCREASE IN CASH			-		-
		CASH AT BEGINNING OF PERIOD			-		-
		CASH AT END OF PERIOD		$	-	$	-
SUPPLEMENTAL DISCLOSURES OF
	CASH FLOW INFORMATION
		Interest		$	-	$	-
		Income Taxes		$	-	$	-
NON CASH INVESTING AND FINANCING ACTIVITIES
	Stock issued for debt				-		116,482
	Forgiveness of rent payable				-		-
	Forgiveness of loan from director				-		-
	Transfer of equipment and inventory to director				-		-
The accompanying notes are an integral part of these condensed financial statements.

Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.

2124 Table of Contents

STAR WEALTH GROUP, INC.

~~(FKA~~NOTES ~~TERAFOX~~TO ~~CORP.)~~AUDITED FINANCIAL STATEMENTS

~~NOTES~~FOR TOTHE ~~AUDITED~~YEARS ~~FINANCIAL~~ENDED ~~STATEMENTS~~SEPTEMBER 30, 2019 AND 2018

~~FOR~~The ~~THE~~provision ~~YEARS~~for ~~ENDED~~Federal ~~SEPTEMBER~~income ~~30,~~tax ~~2018~~at ~~AND~~the ~~2017~~expected rate of 21% consists of the following:

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

	Years Ended September 30,
	2019			2018
Federal income tax (liability) benefit attributable to:
Current Operations	$	11,604		$	12,942
Less: brought forward tax losses / (valuation allowance)		(11,604	)		(12,942	)
Net provision for Federal income taxes	$	-		$	-

WeThe ~~were~~cumulative ~~incorporated~~tax ineffect ~~the~~at ~~State of Nevada on February 26, 2014 under~~ the ~~name~~expected ~~Terafox~~rate ~~Corp.~~of On21% ~~December~~of ~~13,~~significant ~~2017,~~items wecomprising ~~changed~~ our ~~name~~net todeferred ~~Star~~tax ~~Wealth~~amount ~~Group~~is ~~Inc.~~ as follows:

From inception until first fiscal quarter of 2016, the Company’s principal business consisted of producing flyers, posters and printing images on multiple surfaces, such as glass, leather, plastic, using automated industrial flatbed printing machine.

	2019			2018
Deferred tax asset attributable to:
Net operating loss carryover		60,168		$	48,564
Less: valuation allowance		(60,168	)		(48,564	)
Net deferred tax asset	$	-		$	-

~~Effective~~NOTE ~~March~~9 ~~16,~~– ~~2016,~~SUBSEQUENT a change of control occurred with respect to the Company. Pursuant to a Securities Purchase Agreement entered into by and among the Company, Mr. Aleksey Gagauz (“Seller”) and Yik Kei Ong (“Buyer,” as nominee/agent for Smart Mate Limited, a Republic of Seychelles company), Seller assigned, transferred and conveyed to Buyer, as nominee/agent 4,000,000 shares of common stock of Company (“Common Stock”). As a result of the transaction, Smart Mate Limited owns 4,000,000 shares of common stock of the Company (or 62% of the total issued and outstanding shares of common stock of the Company).EVENTS

OnThe ~~the~~Company ~~closing~~has ofevaluated ~~the~~subsequent ~~above~~events ~~transaction,~~from ~~Mr.~~September ~~Gagauz~~30, ~~the~~2019 ~~sole~~through ~~officer~~the ~~and~~date ~~director~~these offinancial ~~the~~statements ~~Company,~~were ~~resigned~~issued inand ~~all~~there ~~officer~~have ~~capacities~~been ~~from~~no ~~the~~subsequent ~~Company~~events ~~and a~~for ~~new~~which ~~officer~~disclosure ~~and~~is ~~director was appointed~~required.

~~Similarly,~~25 ~~effective~~Table ~~immediately after the closing the Company permanently ceased its previous operating activities~~ of ~~producing flyers, posters and printing images on multiple surfaces, such as glass, leather, plastic, using automated industrial flatbed printing machine.~~Contents

~~Consequently,~~Item ~~the~~9. ~~Company~~Changes isin aand ~~shell~~Disagreements ~~company seeking to merge~~ with ~~another~~Accountants ~~entity~~on ~~with~~Accounting ~~experienced management~~ and ~~opportunities~~Financial ~~for growth in return for shares of our common stock to create value for our shareholders~~Disclosure.

~~NOTE~~There 2are –not ~~GOING~~and ~~CONCERN~~have not been any disagreements between the Company and its accountants on any matter of accounting principles, practices or financial statement disclosure.

~~The~~Item ~~accompanying~~9A. ~~financial~~Controls statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company on a going concern basis which assumes the Company will be able to realize its assets and ~~discharge its liabilities in the normal course of business for the foreseeable future~~Procedures. ~~The Company currently has no business or recurring income which raises substantial doubt about its ability to continue as a going concern.~~

~~The~~Evaluation ~~ability~~of toDisclosure ~~continue~~Controls ~~as a going concern is dependent upon the Company’s ability to merger with or acquire profitable operations in the future~~ and, or, obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. There is no assurance that this series of events will be satisfactorily completed.Procedures

~~NOTE~~In 3connection –with ~~SUMMARY~~the OFpreparation ~~SIGNIFCANT~~of ~~ACCOUNTING~~this ~~POLICIES~~annual report, an evaluation was carried out by the Company’s management, with the participation of the principal executive officer and the principal financial officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act (“Exchange Act”) as of September 30, 2019. Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosures.

~~Basis~~Based on that evaluation, the Company’s management concluded, as of ~~presentation~~the end of the period covered by this report, that the Company’s disclosure controls and procedures were not effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Commission’s rules and forms, and that such information was not accumulated and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosures.

~~The~~Management’s ~~financial~~Report ~~statements~~on ofInternal ~~the~~Control ~~Company~~over ~~have~~Financial ~~been prepared in accordance with generally accepted accounting principles in the United States of America.~~Reporting

~~Accounting~~The ~~Basis~~management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control over financial reporting is a process, under the supervision of the principal executive officer and the principal financial officer, designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external purposes in accordance with United States generally accepted accounting principles (GAAP). Internal control over financial reporting includes those policies and procedures that:

~~The~~● ~~Company~~Pertain ~~uses~~to the ~~accrual~~maintenance ~~basis~~ of ~~accounting~~records ~~and~~that ~~accounting principles generally accepted~~ in ~~the~~reasonable ~~United~~detail ~~States~~accurately ofand ~~America~~fairly ~~(“GAAP”~~reflect ~~accounting). The~~the ~~Company~~transactions ~~has~~and ~~adopted~~dispositions aof ~~September~~the 30Company’s ~~fiscal year end.~~assets;

~~NOTE~~● 3Provide –reasonable ~~SUMMARY~~assurance OFthat ~~SIGNIFCANT~~transactions ~~ACCOUNTING~~are ~~POLICIES~~recorded ~~(CONTINUED)~~as necessary to permit preparation of the financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and the board of directors; and

~~Use~~● Provide reasonable assurance regarding prevention or timely detection of ~~Estimates~~unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

~~The~~Because ~~preparation~~ of ~~financial~~its ~~statements~~inherent inlimitations, ~~conformity~~internal ~~with~~control ~~generally~~over ~~accepted~~financial ~~accounting~~reporting ~~principles~~may ~~requires~~not ~~management~~prevent toor ~~make~~detect ~~estimates~~misstatements. ~~and~~Also, ~~assumptions~~projections ~~that affect the reported amounts~~ of ~~assets~~any ~~and~~evaluation ~~liabilities and disclosure~~ of ~~contingent~~effectiveness ~~assets~~to ~~and~~future ~~liabilities~~periods atare ~~the~~subject ~~date~~to the ~~financial~~risk ~~statements~~that ~~and~~controls ~~the~~may ~~reported~~become ~~amount~~inadequate because of ~~revenues~~changes ~~and~~in ~~expenses~~conditions ~~during~~or that the ~~reporting~~degree ~~period. Actual~~of ~~results~~compliance ~~could~~with ~~differ~~the ~~from~~policies ~~those~~or ~~estimates~~procedures may deteriorate.

~~Cash~~The ~~and~~Company’s ~~Cash~~management ~~Equivalents~~conducted an assessment of the effectiveness of our internal control over financial reporting as of September 30, 2019, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013), which assessment identified material weaknesses in internal control over financial reporting. A material weakness is a control deficiency, or a combination of deficiencies in internal control over financial reporting that creates a reasonable possibility that a material misstatement in annual or interim financial statements will not be prevented or detected on a timely basis. Since the assessment of the effectiveness of our internal control over financial reporting did identify a material weakness, management considers its internal control over financial reporting to be ineffective.

~~The~~26 ~~Company~~Table ~~considers all highly liquid investments with the original maturities~~ of ~~three months or less to be cash equivalents. The Company had no cash balances at September 30, 2018 and 2017, respectively.~~Contents

~~Inventory~~Management has concluded that our internal control over financial reporting had the following deficiency:

~~Inventories~~● ~~are~~We ~~stated~~were atunable ~~the~~to ~~lower~~maintain any segregation of ~~cost~~duties orwithin ~~market~~our ~~determined~~business operations due to our reliance on a ~~first-~~single individual fulfilling the role of sole officer and director. While this control deficiency did not result in any audit adjustments to our 2018 or 2019 interim or annual financial statements, ~~first~~it ~~out~~could ~~basis~~have resulted in a material misstatement that might have been prevented or detected by a segregation of duties. Accordingly, we have determined that this control deficiency constitutes a material weakness.

~~Following~~To the ~~termination~~extent reasonably possible, given our limited resources, our goal is, upon consummation of ~~all~~a ~~its~~merger ~~previous~~with a private operating ~~activities~~company, ~~effective~~to ~~March~~separate 13the responsibilities of principal executive officer and principal financial officer, ~~2016~~intending to rely on two or more individuals. We will also seek to expand our current board of directors to include additional individuals willing to perform directorial functions. Since the recited remedial actions will require that we hire or engage additional personnel, this material weakness may not be overcome in the ~~Company~~near ~~transferred~~term ~~its~~due ~~remaining~~to ~~inventory~~our limited financial resources. Until such remedial actions can be realized, we will continue to arely ~~former~~on ~~director~~the advice of ~~the~~outside ~~Company~~professionals and consultants.

~~Fair~~This ~~Value~~annual report does not include an attestation report of ~~Financial~~our ~~Instruments~~registered public accounting firm regarding our internal controls over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to Section 404(c) of the Sarbanes-Oxley Act that permit us to provide only management’s report in this annual report.

~~Fair~~Changes ~~value measurements are determined based on the assumptions that market participants would use~~ in ~~pricing~~Internal anControls ~~asset~~over orFinancial liability. Accounting Standards Codification (“ASC”) 820-10 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. ASC 820 establishes a fair value hierarchy that prioritizes the use of inputs used in valuation methodologies into the following three levels:Reporting

~~Level~~During 1:the ~~Quoted~~year ~~prices~~ended ~~(unadjusted)~~September ~~for~~30, ~~identical~~2019, ~~assets~~there orhas ~~liabilities~~been inno ~~active~~change ~~markets. A quoted price~~ in aninternal ~~active~~control ~~market~~over ~~provides~~financial ~~the~~reporting ~~most~~that ~~reliable~~has ~~evidence~~materially ofaffected, ~~fair~~or ~~value~~is ~~and~~reasonably ~~must~~likely beto ~~used~~materially toaffect ~~measure~~our ~~fair~~internal ~~value~~control ~~whenever~~over ~~available~~financial reporting.

~~Level~~Item 2:9B. ~~Significant~~Other other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market dataInformation.

Level 3: Significant unobservable inputs which reflect a reporting entity’s own assumptions about the assumptions that market participants would use for pricing an asset or liability. For example, level 3 inputs would relate to forecasts of future earnings and cash flows used in a discounted future cash flows method.None

As27 ofTable ~~September 30, 2018, the Company’s financial instruments consisted~~ of prepaid expenses, accounts payable, loans due to related parties. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.Contents

~~Fixed~~PART ~~Assets~~III

~~Fixed~~Item ~~assets are stated at net book value, cost less depreciation~~10. ~~Expenditures for maintenance and repairs are charged to expense as incurred. Additions~~Directors, ~~major~~Executive ~~renewals~~Officers and ~~replacements~~Corporate ~~that increase the property’s useful life are capitalized~~Governance. ~~Property sold or retired, together with the related accumulated depreciation is removed from the appropriated accounts and the resultant gain or loss is included in net income.~~

~~Following~~The ~~the~~following ~~termination~~table ofsets ~~all~~forth ~~its~~certain ~~previous~~information ~~operating~~concerning ~~activities~~our ~~effective~~officers ~~March 13, 2016, the Company transferred its sole fixed asset to a former officer~~ and ~~director of the Company~~directors.

Depreciation is provided using the straight-line method over the estimated useful lives of the asset estimated at 6 years. We had no depreciation expense for the year ended September 30, 2018.

Name	Age	Position

Bum Chul Kim	42	CEO, CFO, Secretary and Treasurer
Chi Yeuk Lau	26	Director

~~NOTE~~Management 3and –Director ~~SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES (CONTINUED)~~Biographies:

~~Accounting~~Bum ~~for~~Chul Kim. Mr. Kim became our sole officer on February 28, 2017. Mr. Kim has significant experience in all aspects of business management, with concentration in the ~~Impairment~~IT sector. Since March 2016 to the present, he has been Chief Executive Officer of ~~Long-Lived~~Sinjutech ~~Assets~~Co, Ltd., an IT provider located in Seoul, Korea. From December 2014 to March 2016, he was Director of Modu & T Co, Ltd, a Trading company located in Seoul, Korea. From February 2006 to February 2009, he was a Director of the Matrix Group, a software company located in Seoul, Korea. Mr. Chul received a BA degree (with honors) from the Shingendai School (Tokyo, Japan) in 2003 and received his BA degree (with honors) in Business in University Canberra (Melbourne, Australia) in 2006.

~~The~~Chi ~~Company~~Yeuk ~~evaluates~~Lau. ~~long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable~~Ms. ~~Upon~~Lau ~~such an occurrence, recoverability of assets to be held and used~~ is ~~measured by comparing~~ the ~~carrying~~sole ~~amount~~director of anthe ~~asset~~Company toand ~~forecasted~~was ~~undiscounted~~appointed ~~net~~in ~~cash~~that ~~flows~~capacity ~~expected~~on toAugust be3, ~~generated by the asset~~2016. IfShe ~~the~~was ~~carrying amount of~~ the ~~asset~~Company’s ~~exceeds~~acting ~~its~~Chief ~~estimated~~Executive ~~future cash flows~~Officer, anChief ~~impairment~~Financial ~~charge~~Officer, isSecretary ~~recognized~~and byTreasurer ~~the~~from ~~amount~~August by3, ~~which~~2016 ~~the~~to ~~carrying~~February ~~amount~~28, of2017, ~~the~~when ~~asset~~she ~~exceeds~~resigned ~~the~~in ~~fair~~all ~~value~~such ~~of the asset~~capacities. ~~For~~She ~~long-lived~~has ~~assets~~extensive ~~held~~public ~~for sale~~relations, ~~assets~~marketing ~~are~~and ~~written~~communication ~~down~~skills. toSince ~~fair~~January ~~value~~2012, ~~less~~she ~~cost~~has tobeen ~~sell.~~public ~~Fair~~relations ~~value~~director isfor ~~determined~~Success ~~based~~Financial onHoldings ~~discounted cash flows~~Limited, ~~appraised~~Hong ~~values~~Kong. orShe ~~management's~~graduated ~~estimates,~~with ~~depending~~a ~~upon~~Bachelor ~~the nature~~ of ~~the~~Science ~~assets.~~Degree ~~The~~from ~~Company~~Hong ~~did~~Kong ~~not~~Baptist ~~record~~University ~~any~~in ~~impairment charges related to long-lived assets during years ended September 30, 2018 and 2017~~2014.

~~Income~~Family ~~Taxes~~Relationships amongst Directors and Officers:

Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.None

~~Revenue~~Involvement ~~Recognition~~in Certain Legal Proceedings

~~The~~To ~~Company~~the ~~recognizes~~best ~~revenue~~of inour ~~accordance with Accounting Standards Codification No. 605~~knowledge, ~~“Revenue~~none ~~Recognition” (“ASC-605”), ASC-605 requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence~~ of anour ~~arrangement~~directors ~~exists;~~or ~~(2)~~executive ~~delivery~~officers has, ~~occurred;~~during ~~(3)~~ the ~~selling~~past ~~price~~ten isyears, ~~fixed~~been ~~and~~involved ~~determinable;~~in ~~and~~any ~~(4)~~legal ~~collectability~~proceedings isdescribed ~~reasonably~~in ~~assured.~~subparagraph ~~Determination of criteria~~ (3f) ~~and (4) are based on management’s judgments regarding the fixed nature~~ of ~~the~~Item ~~selling~~401 ~~prices~~ of ~~the~~Regulation ~~products delivered and the collectability of those amounts~~S-K. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue for which the product or servicers has not been delivered or provided or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required.

~~Stock-Based~~Significant ~~Compensation~~Employees

~~Stock-based~~We ~~compensation~~have isno ~~accounted~~significant ~~for~~employees atother ~~fair~~than ~~value~~our insole ~~accordance~~officer ~~with ASC Topic 718. To date, the Company has not adopted a stock option plan~~ and ~~has~~director ~~not~~named ~~granted~~in ~~any~~this ~~stock~~Annual ~~options~~Report.

~~Basic~~Code ~~Income~~of ~~(Loss)~~Business ~~Per~~Conduct ~~Share~~and Code of Ethics

~~Basic~~Our ~~income~~Board ~~(loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number~~ of ~~common~~Directors ~~shares~~has ~~during~~not ~~the~~adopted ~~period.~~a ~~Diluted~~Code ~~earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number~~ of ~~shares~~Business ~~outstanding~~Conduct ~~during~~and ~~the~~Ethics ~~year.~~because ~~The~~we ~~diluted~~currently ~~weighted~~have ~~average~~only ~~number~~one ofindividual ~~shares~~serving ~~outstanding~~as isour ~~the~~sole ~~basic~~officer ~~weighted~~and ~~number~~an ofanother ~~shares~~serving ~~adjusted~~as ~~for~~our ~~any~~sole ~~potentially dilutive debt or equity~~director. ~~There were no such common stock equivalents issued or outstanding during the years ended September 30, 2018 or 2017.~~

~~Comprehensive~~Nominating ~~Income~~Committee

~~The~~We ~~Company~~have ~~has~~not ~~which~~adopted ~~established~~any ~~standards~~procedures for reporting and display of comprehensive income, its components and accumulated balances. When applicable, the Company would disclose this information on its Statement of Stockholders’ Equity. Comprehensive income comprises equity except those resulting from investments by ~~owners~~which ~~and~~security ~~distributions~~holders tomay ~~owners.~~recommend ~~The~~nominees ~~Company has not had any transactions that are required~~ to beour ~~reported~~Board inof ~~other comprehensive income~~Directors.

~~Recent~~Audit ~~Accounting~~and ~~Pronouncements~~Compensation Committee

The Board of Directors acts as the audit committee and compensation committee. The Company does not ~~expect~~have ~~the~~a ~~adoption~~qualified offinancial ~~recently~~expert ~~issued,~~at ~~but~~this ~~not~~time ~~yet~~because ~~effective,~~it ~~accounting~~has ~~pronouncements~~not been able to ~~have~~hire a ~~significant~~qualified ~~impact~~candidate. onFurther, the Company’s ~~results~~believes ofthat ~~operations,~~it has inadequate financial ~~position~~resources orat ~~cash~~this ~~flow~~time to hire such an expert. The Company intends to continue to search for a qualified individual for hire.

~~Reclassifications~~28 Table of Contents

~~Certain~~Item ~~prior year amounts have been reclassified for comparative purposes to conform to the current-year financial statement presentation~~11. ~~These~~Executive ~~reclassifications had no effect on previously reported results of operations~~Compensation.

~~NOTE~~DIRECTOR 4AND –OFFICER ~~PREPAID EXPENSES~~COMPENSATION

AsThe offollowing ~~September~~summary ~~30,~~compensation ~~2018,~~table ~~the~~sets ~~balance~~forth ofall ~~net~~compensation ~~prepaid~~awarded ~~expenses~~to, ~~was~~earned ~~$13~~by,~~394~~ ~~(2017~~or -paid ~~$9167).~~to ~~Prepaid~~our ~~expenses~~sole ~~are~~officer ~~comprised~~and ofdirector ~~legal~~by ~~fees~~the ofCompany ~~$2,561~~during ~~and~~the ~~$10,833~~years ~~for~~ended ~~OTC~~September ~~fees as of 9/~~30~~/18~~, 2019 and ~~for~~2018 ~~OTC~~in ~~fees~~all ~~of $9,167 as of 9/30/17.~~capacities:

NOTE 5 – LOANS FROM RELATED PARTIES

Name and Position

Year

Salary

Bonus

Stock

Award(s)

Option

Awards

All Other

Compensation

Total

Bum Chul Kim

2019

None

CEO, CFO and Treasurer

2018

None

Chi Yeuk Lau

2019

None

Director and Former CEO and CFO

2018

None

~~Principal~~The ~~Shareholder~~Company's current and ~~Affiliates~~former sole officer and director has not received any cash or other remuneration since they were appointed to serve in such capacities. No remuneration of any nature has been paid for on account of services rendered by a director in such capacity. Our sole officer and director intends to devote very limited time to our affairs.

~~During~~We ~~the~~have ~~year~~formulated ~~ended~~no ~~September~~plans ~~30,~~as ~~2018,~~to anthe ~~affiliate~~amounts of future cash compensation. It is possible that, after the Company’s ~~current~~successfully ~~principal~~consummates ~~shareholder~~a ~~(Smart~~business ~~Mate~~combination ~~Limited~~with ~~(“Smart~~an ~~Mate”))~~unaffiliated entity, ~~Mr.~~that ~~Yik~~entity ~~Kei~~may ~~Ong~~desire ~~advanced~~to aemploy ~~total~~or ~~$62,994~~retain tomembers ~~the~~of ~~Company,~~our ~~and~~management ~~Star~~for ~~Wealth~~the ~~Group~~purposes ~~Capital~~of ~~Limited,~~providing aservices ~~Hong~~to ~~Kong~~the ~~company~~surviving ~~(“SWCGL”),~~entity. ~~advanced~~No aretirement, ~~total~~pension, ofprofit $6sharing,~~850~~ tostock ~~provide~~option ~~working~~or ~~capital~~insurance ~~for~~programs ~~the~~or ~~Company.~~other ~~The~~similar ~~advances~~programs ~~made~~have been adopted by ~~SWCGL~~the ~~were~~Company ~~made~~for onthe ~~behalf~~benefit of ~~Smart~~its ~~Mate~~employees. AsThere ofare ~~September~~no ~~30,~~understandings ~~2017,~~or ~~there~~agreements ~~was~~regarding acompensation ~~prior~~our ~~loan~~management ~~outstanding~~will ~~from~~receive ~~Mr.~~after ~~Ong~~a inbusiness ~~the~~combination ~~amount~~that ofis ~~$23,465~~required to be disclosed. The ~~loans~~Company ~~are~~does ~~unsecured,~~not ~~non-interest~~have ~~bearing~~a ~~and~~standing ~~due~~compensation oncommittee ~~demand~~or a committee performing similar functions.

AsEmployment ~~of September 30, 2018, the Company owes $86,459 and $6,850, respectively to the affiliate to the largest shareholder and the largest shareholder.~~Agreements

OnWe ~~June~~do 5,not ~~2017,~~have aany ~~total~~employment ofagreements ~~$117,682~~with ~~was~~our ~~owed~~sole toofficer ~~Smart Mate by the Company~~ and ~~pursuant to a loan conversion agreement on that date, the parties discharged $116,482 amount in exchange for the issuance 23,297,000 shares of common stock of the Company~~director. ~~After giving effect to the loan conversion, as of September 30, 2017, the Company owed Smart Mate the sum of $1,200, which amount remains outstanding as of September 30, 2018.~~

~~NOTE~~Item 612. –Security ~~COMMON~~Ownership ~~STOCK~~of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table sets forth certain information regarding the beneficial ownership of our Common Stock as of December 16, 2019 by (i) each named executive officer, (ii) each member of our Board of Directors, (iii) each person deemed to be the beneficial owner of more than five percent (5%) of any class of our common stock, and (iv) all of our executive officers and directors as a group, based on 29,737,000 shares of common stock issued and outstanding on such date.

~~The~~Unless ~~Company~~otherwise ~~has 75~~indicated,~~000,000,~~ ~~$0.001~~each ~~par~~person ~~value~~named in the following table is assumed to have sole voting power and investment power with respect to all shares of our common stock ~~authorized~~listed as owned by such person. The address of each person is deemed to be the address of the issuer unless otherwise noted. Pursuant to Rule 13d-3 promulgated under the Exchange Act, any securities not outstanding which are subject to warrants, rights or conversion privileges exercisable within 60 days are deemed to be outstanding for purposes of computing the percentage of outstanding securities of the class owned by such person but are not deemed to be outstanding for the purposes of computing the percentage of any other person.

~~During~~29 ~~January~~Table ~~2016, the Company issued 285,000 shares~~ of ~~common stock for cash proceeds of $2,759 at $0.01 per share.~~Contents

During February 2016, the Company issued 1,275,000 shares of common stock for cash proceeds of $12,400 at $0.01 per share.

Name of Beneficial Owner	Amount and Nature of Beneficial Owner		Percent of Class
Officers and Directors
Bum Chul Kim		0		0	%
Chi Yeuk Lau		0		0	%
All officers and directors as a group (2 individuals)		0		0	%

Greater than 10% Shareholders

Smart Mate Limited(1)		38,707,900		78.6	%
R24 Flat C 5/F Wah Mow Factory Building 5-7 Ng Fong Street San Po Kang Kowloon, Hong Kong

~~During March 2016, the Company issued 720,000 shares of common stock for cash proceeds of $7,160 at $0.01 per share.~~___________

~~During~~(1) ~~April~~Tee ~~2016,~~Kiew ~~the~~Ong ~~Company~~and ~~issued~~Yik ~~160,000~~Kei ~~shares~~Ong ofmay ~~common~~be ~~stock~~deemed ~~for~~the ~~cash~~control ~~proceeds~~parties of ~~$1,600~~the ~~at $0~~shareholder.01 ~~per~~The ~~share~~two parties are siblings.

~~There~~On ~~were~~April 298,~~737~~ 2019,~~000~~ the Company and Smart Mate entered into a Loan Conversion Agreement pursuant to which Smart Mate converted $97,559 in outstanding loans to the Company in exchange for 19,511,800 shares of common stock ~~issued~~of ~~and~~the ~~outstanding~~Company. asOn April 8, 2019, a total of $110,633 was owed to Smart Mate by the Company (which includes loan amounts owed to an affiliate of Smart Mate which were assigned to Smart Mate prior to the conversion). Prior to that date, Mr. Ong assigned to Smart Mate all of his rights to the $97,559 loan amount. During the year ended September 30, ~~2018~~2019, ~~(2017:~~the 29Company received $52,~~737,000)~~534 in additional loan proceeds from Mr. Ong.

~~NOTE~~In addition, apart from the loan conversion described above, during fiscal years ended September 30, 2019 and September 30, 2018, Mr. Yik Kei Ong advanced $52,534 and $62,994, respectively as working capital for the Company Also during fiscal year ended September 30, 2018, Star Wealth Capital Group Limited, a Hong Kong company (“SWCGL”), advanced a total of $6,850 –to ~~COMMON~~provide ~~STOCK~~working capital for the Company. The advances made by SWCGL were made on behalf of Smart Mate. These loans are unsecured, non-interest bearing and due on demand.

~~Additional~~Ms. ~~Paid~~Tee inKiew ~~Equity~~Ong, the sole shareholder and officer of Smart Mate. Mr. Yik Kei Ong may be deemed a control person of Smart Mate and is the brother of Tee Kiew Ong.

~~Effective~~The ~~March~~Company ~~16,~~utilizes ~~2016,~~the ~~following~~office ~~our~~space ~~permanent~~and ~~cessation~~equipment of ~~our~~its ~~previous~~majority ~~operating~~shareholders ~~activities~~at ofno ~~producing~~charge ~~flyers, posters~~ and ~~printing~~management ~~images~~of onthe ~~multiple~~Company ~~surfaces,~~determined ~~such~~it asto ~~glass,~~be ~~leather, plastic, using automated industrial flatbed printing~~ immaterial.

~~machine,~~Except weas ~~transferred~~otherwise ~~our~~indicated ~~equipment~~herein, ~~with~~there ahave ~~net~~been ~~book~~no ~~value~~related ofparty $9transactions,~~257~~ ~~and~~or ~~inventory~~any ~~with~~other atransactions ~~cost~~or ofrelationships ~~$806~~required to ~~our~~be ~~former~~disclosed ~~director~~pursuant ~~and former controlling shareholder. As the transfer was~~ to aItem ~~related~~404 ~~party,~~of ~~the~~Regulation ~~loss on the assets transferred has been recognized in additional aid in capital rather than in the income statement~~ S-K.

~~Further,~~Director on March 16, 2016, a former officer and director forgave all amounts due to him which amounted to $14,791. The gain on the forgiveness of the loan has been recognized in additional paid in capital rather than in the income statement as the loan was with a related party.Independence:

~~NOTE~~Our 7Common –Stock ~~COMMITMENTS~~is ~~AND~~currently ~~CONTINGENCIES~~quoted on the OTC-QB which does not have any director independence requirements. In determining whether our directors are independent, we refer to NASDAQ Stock Market Rule 4200(a)(15) which indicates that a director is not considered to be independent if he or she also is an executive officer or employee of the corporation. Based on those widely-accepted criteria, we have determined that our sole director Chi Yeuk Lau is not independent as he also serves as the sole officer of the Company.

~~Legal~~30 Table of Contents

WeItem ~~were~~14. ~~not~~Principal ~~subject~~Accountant toFees ~~any legal proceedings during the years ended September 30, 2018 or 2017~~ and ~~none are threatened or pending to the best our knowledge and belief~~Services.

~~NOTE~~Heaton 8& –Company, ~~INCOME~~PLLC ~~TAXES~~dba Pinnacle Accountancy Group of Utah is the Company’s current independent registered public accounting firm.

~~Operating~~(1) ~~Losses~~Audit Fees

AsThe aggregate fees billed for each of ~~September~~the ~~30,~~last ~~2018,~~two fiscal years for professional services rendered by the ~~Company~~principal ~~had~~accountant ~~net~~for ~~operating~~our ~~loss~~audit ~~carry~~of ~~forwards~~annual financial statements and review of ~~approximately~~financial ~~$231,256~~statements ~~(2017~~included ~~169,628)~~in ~~that~~our ~~may~~quarterly bereports ~~available~~or toservices ~~reduce~~that ~~future~~are ~~years’~~normally ~~taxable~~provided ~~income~~by the accountant in ~~varying~~connection ~~amounts~~with ~~through~~statutory ~~2031.~~and regulatory filings or engagements for those fiscal years were approximately:

Following the Company’s change of control effective May 16, 2016, due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of approximately $107,142 for Federal income tax reporting purposes may be subject to annual limitations.

2019	$	5,500	Heaton & Company, PLLC dba Pinnacle Accountancy Group of Utah
2019	$	5,750	Michael Gillespie and Associates, PLLC
Total Fees Fiscal Year ended
September 30, 2019	$	11,250

2018	$	10,500	Michael Gillespie and Associates, PLLC
Total Fees Fiscal Year ended
September 30, 2018	$	10,500

~~Future~~(2) tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carryAudit-~~forwards.~~Related Fees

The ~~provision~~aggregate fees billed in each of the last two fiscal years for ~~Federal~~assurance ~~income~~and ~~tax~~related atservices by the ~~expected~~principal ~~rate~~accountants that are reasonably related to the performance of ~~21%~~the ~~consists~~audit or review of our financial statements and are not reported in the ~~following~~preceding paragraph:

	Years Ended September 30,
2019		$	0
2018	~~2018~~	~~2017~~$	0
Federal income tax (liability) benefit attributable to:
Current Operations	$ 12,942	$ 18,296
Less: brought forward tax losses / (valuation allowance)	(12,942)	(18,296)
Net provision for Federal income taxes	$ -	$ -

~~NOTE~~(3) 9Tax ~~– INCOME TAXES~~Fees

The ~~cumulative~~aggregate ~~tax~~fees ~~effect~~billed atin each of the ~~expected~~last ~~rate~~two offiscal ~~21%~~years offor ~~significant~~professional ~~items~~services ~~comprising~~rendered ~~our~~by ~~net~~the ~~deferred~~principal ~~tax~~accountant ~~amount~~for istax asfilings ~~follows~~was:

	2018	2017
2019		$	750	Michael Gillespie and Associates, PLLC
Deferred tax asset attributable to:
2018		$	650	Michael Gillespie and Associates, PLLC
Net operating loss carryover	48,564	$ 35,622
Less: valuation allowance	(48,564)	(35,622)
Net deferred tax asset	$ -	$ -

~~NOTE~~(4) 10All –Other ~~SUBSEQUENT EVENTS~~Fees

22The aggregate fees billed in each of the last two fiscal years for the products and services provided by the principal accountant, other than the services reported in paragraphs (1), (2), and (3) were:

STAR WEALTH GROUP, INC.

2019		$	0
2018		$	0

~~(FKA~~The ~~TERAFOX~~percentage ~~CORP~~of hours expended on the principal accountant’s engagement to audit our financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full time, permanent employees was 0%.)

~~NOTES~~Audit TOCommittee’s ~~AUDITED~~Pre-Approval ~~FINANCIAL STATEMENTS~~Process

~~FOR~~The ~~THE~~Board ~~YEARS~~of ~~ENDED~~Directors ~~SEPTEMBER~~acts 30as the audit committee of the Company, ~~2018~~and ~~AND~~accordingly, ~~2017~~all services are approved by all the members of the Board of Directors.

~~The~~31 ~~Company~~Table ~~evaluated~~of subsequent events from January 14, 2019 through the date these financial statements were issued. Other than as disclosed above, there have been no subsequent events after September 30, 2018 for which disclosure is required.Contents

23PART IV.

Item 915. ~~Changes~~Exhibits, ~~in and Disagreements with Accountants on Accounting and~~ Financial ~~Disclosure~~Statement Schedules.

~~There~~(b) ~~are~~Index ~~not~~to ~~and~~Exhibits ~~have~~required ~~not~~by ~~been~~Item ~~any~~601 ~~disagreements between the Company and its accountants on any matter~~ of ~~accounting~~Regulation ~~principles, practices or financial statement disclosure~~S-K.

Item 9A. Controls and Procedures.

Exhibit		Description

3.1		Articles of Incorporation (1)

3.1(a)		Articles of Amendment filed with the State of Nevada on December 13, 2017*

3.2		Bylaws (1)

10.1		Verbal Agreement (1)

10.2		Lease Agreement (1)

10.3		Contract of sale of goods (1)

10.4		Loan Conversion Agreement dated June 5, 2017 by and between the Company and Smart Mate Limited. (2)

10.5		Loan Conversion Agreement dated April 8, 2019 by and between the Company and Smart Mate Limited. (3)

21		Subsidiaries of Registrant.

31.1		Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

32.1		Certification of the Company’s Principal Executive Officer and Principal Financial pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002+

101.INS		XBRL INSTANCE DOCUMENT*

101.SCH		XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT*

101.CAL		XBRL TAXONOMY CALCULATION LINKBASE DOCUMENT*

101.DEF		XBRL TAXONOMY DEFINITION LINKBASE DOCUMENT*

101.LAB		XBRL TAXONOMY LABEL LINKBASE DOCUMENT*

101.PRE		XBRL TAXONOMY PRESENTATION LINKBASE DOCUMENT*

~~Evaluation of Disclosure Controls and Procedures~~______________

In connection with the preparation of this annual report, an evaluation was carried out by the Company’s management, with the participation of the principal executive officer and the principal financial officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act (“Exchange Act”) as of September 30, 2018. Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosures.

+		In accordance with SEC Release 33-8238, Exhibit 32.1 is being furnished and not filed.
*		Filed herewith.
(1)		Filed as an exhibit to the Company's registration statement on Form S-1, as filed with the Securities and Exchange Commission on December 2, 2014 and incorporated herein by this reference.
(2)		Filed as an exhibit to the Company’s Form 8-K filed on June 13, 2017.
(3)		Filed as an exhibit to the Company’s Form 8-K filed on December 13, 2017.

~~Based~~32 onTable ~~that evaluation, the Company’s management concluded, as~~ of the end of the period covered by this report, that the Company’s disclosure controls and procedures were not effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Commission’s rules and forms, and that such information was not accumulated and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosures.Contents

~~Management’s Report on Internal Control over Financial Reporting~~SIGNATURES

~~The~~Pursuant ~~management~~to of the ~~Company~~requirements isof ~~responsible~~Section ~~for~~13 ~~establishing~~or ~~and~~15(d) ~~maintaining~~of ~~adequate~~the ~~internal~~Securities ~~control~~Exchange ~~over~~Act ~~financial~~of ~~reporting. The Company’s internal control over financial reporting is a process~~1934, ~~under~~ the ~~supervision~~registrant ofhas ~~the~~duly ~~principal~~caused ~~executive~~this ~~officer~~report ~~and the principal financial officer, designed~~ to ~~provide~~be ~~reasonable~~signed ~~assurance~~on ~~regarding~~its ~~the~~behalf ~~reliability~~by ~~of financial reporting and~~ the ~~preparation~~undersigned, ofthereunto ~~the~~duly ~~Company’s financial statements for external purposes in accordance with United States generally accepted accounting principles (GAAP)~~authorized. ~~Internal control over financial reporting includes those policies and procedures that:~~

● Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the Company’s assets;

	STAR WEALTH GROUP INC.

December 30, 2019	By:	/s/ Bum Chul Kim
		Bum Chul Kim
		President and CEO (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

●Pursuant ~~Provide reasonable assurance that transactions are recorded as necessary~~ to ~~permit~~the ~~preparation~~requirements of the ~~financial~~Securities ~~statements~~Exchange inAct ~~accordance~~of ~~with~~1934, ~~generally~~this ~~accepted~~report ~~accounting~~has ~~principles,~~been ~~and~~signed ~~that~~below ~~receipts~~by ~~and~~the ~~expenditures~~following ~~are~~person ~~being~~on ~~made~~behalf ~~only~~of inthe ~~accordance~~registrant ~~with~~and ~~authorizations~~in ofthe ~~management~~capacities and on the ~~board~~dates ~~of directors; and~~indicated.

● Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

Signature	Title	Date

/s/ Bum Chul Kim	President, CEO and Director	December 30, 2019
Bum Chul Kim	(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

Signature	Title	Date

/s/ Chi Yeuk Lau	Director	December 30, 2019
Chi Yeuk Lau

The Company’s management conducted an assessment of the effectiveness of our internal control over financial reporting as of September 30, 2018, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013), which assessment identified material weaknesses in internal control over financial reporting. A material weakness is a control deficiency, or a combination of deficiencies in internal control over financial reporting that creates a reasonable possibility that a material misstatement in annual or interim financial statements will not be prevented or detected on a timely basis. Since the assessment of the effectiveness 33

of our internal control over financial reporting did identify a material weakness, management considers its internal control over financial reporting to be ineffective.

Management has concluded that our internal control over financial reporting had the following deficiency:

● We were unable to maintain any segregation of duties within our business operations due to our reliance on a single individual fulfilling the role of sole officer and director. While this control deficiency did not result in any audit adjustments to our 2017 or 2016 interim or annual financial statements, it could have resulted in a material misstatement that might have been prevented or detected by a segregation of duties. Accordingly, we have determined that this control deficiency constitutes a material weakness.

To the extent reasonably possible, given our limited resources, our goal is, upon consummation of a merger with a private operating company, to separate the responsibilities of principal executive officer and principal financial officer, intending to rely on two or more individuals. We will also seek to expand our current board of directors to include additional individuals willing to perform directorial functions. Since the recited remedial actions will require that we hire or engage additional personnel, this material weakness may not be overcome in the near term due to our limited financial resources. Until such remedial actions can be realized, we will continue to rely on the advice of outside professionals and consultants.

This annual report does not include an attestation report of our registered public accounting firm regarding our internal controls over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to Section 404(c) of the Sarbanes-Oxley Act that permit us to provide only management’s report in this annual report.

Changes in Internal Controls over Financial Reporting

During the year ended September 30, 2018, there has been no change in internal control over financial reporting that has materially affected, or is reasonably likely to materially affect our internal control over financial reporting.

Item 9B. Other Information.

None

PART III

Item 10. Directors, Executive Officers and Corporate Governance.

The following table sets forth certain information concerning our officers and directors.

Name	Age	Position
Bum Chul Kim	41	CEO, CFO, Secretary and Treasurer
Chi Yeuk Lau	25	Director

Management and Director Biographies:

Bum Chul Kim. Mr. Kim became our sole officer on February 28, 2017. Mr. Kim has significant experience in all aspects of business management, with concentration in the IT sector. Since March 2016 to the present, he has been Chief Executive Officer of Sinjutech Co, Ltd., an IT provider located in Seoul, Korea. From December 2014 to March 2016, he was Director of Modu & T Co, Ltd, a Trading company located in Seoul, Korea. From February 2006 to February 2009, he was a Director of the Matrix Group, a software company located in Seoul, Korea. Mr. Chul received a BA degree (with honors) from the Shingendai School (Tokyo, Japan) in 2003 and received his BA degree (with honors) in Business in University Canberra (Melbourne, Australia) in 2006.

Chi Yeuk Lau. Ms. Lau is the sole director of the Company and was appointed in that capacity on August 3, 2016. She was the Company’s acting Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer from August 3, 2016 to February 28, 2017, when she resigned in all such capacities. She has extensive public relations, marketing and communication skills. Since January 2012, she has been public relations director for Success Financial Holdings Limited, Hong Kong. She graduated with a Bachelor of Science Degree from Hong Kong Baptist University in 2014.

Family Relationships amongst Directors and Officers:

None

Involvement in Certain Legal Proceedings

To the best of our knowledge, none of our directors or executive officers has, during the past ten years, been involved in any legal proceedings described in subparagraph (f) of Item 401 of Regulation S-K.

Significant Employees

We have no significant employees other than our sole officer and director named in this Annual Report.

Code of Business Conduct and Code of Ethics

Our Board of Directors has not adopted a Code of Business Conduct and Ethics because we currently have only one individual serving as our sole officer and an another serving as our sole director.

Nominating Committee

We have not adopted any procedures by which security holders may recommend nominees to our Board of Directors.

Audit and Compensation Committee

The Board of Directors acts as the audit committee and compensation committee. The Company does not have a qualified financial expert at this time because it has not been able to hire a qualified candidate. Further, the Company believes that it has inadequate financial resources at this time to hire such an expert. The Company intends to continue to search for a qualified individual for hire.

Item 11. Executive Compensation.

DIRECTOR AND OFFICER COMPENSATION

The following summary compensation table sets forth all compensation awarded to, earned by, or paid to our sole officer and director by the Company during the years ended September 30, 2018 and 2017 in all capacities:

Name and Position

Year

Salary

Bonus

Stock Award(s)

Option Awards

All Other Compensation

Total

Bum Chul Kim

2018

None

CEO, CFO and Treasurer

2017

None

Chi Yeuk Lau

2018

None

Director and Former CEO and CFO

2017

None

The Company's current and former sole officer and director has not received any cash or other remuneration since they were appointed to serve in such capacities. No remuneration of any nature has been paid for on account of services rendered by a director in such capacity. Our sole officer and director intends to devote very limited time to our affairs.

We have formulated no plans as to the amounts of future cash compensation. It is possible that, after the Company successfully consummates a business combination with an unaffiliated entity, that entity may desire to employ or retain members of our management for the purposes of providing services to the surviving entity. No retirement, pension, profit sharing, stock option or insurance programs or other similar programs have been adopted by the Company for the benefit of its employees. There are no understandings or agreements regarding compensation our management will receive after a business combination that is required to be disclosed. The Company does not have a standing compensation committee or a committee performing similar functions.

Employment Agreements

We do not have any employment agreements with our sole officer and director.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table sets forth certain information regarding the beneficial ownership of our Common Stock as of December 3, 2018 by (i) each named executive officer, (ii) each member of our Board of Directors, (iii) each person deemed to be the beneficial owner of more than five percent (5%) of any class of our common stock, and (iv) all of our executive officers and directors as a group, based on. 29,737,000 shares of common stock issued and outstanding on such date.

Unless otherwise indicated, each person named in the following table is assumed to have sole voting power and investment power with respect to all shares of our common stock listed as owned by such person. The address of each person is deemed to be the address of the issuer unless otherwise noted. Pursuant to Rule 13d-3 promulgated under the Exchange Act, any securities not outstanding which are subject to warrants, rights or conversion privileges exercisable within 60 days are deemed to be outstanding for purposes of computing the percentage of outstanding securities of the class owned by such person but are not deemed to be outstanding for the purposes of computing the percentage of any other person.

Name of Beneficial Owner	Amount and Nature of Beneficial Owner		Percent of Class
Officers and Directors Bum Chul Kim	0		0%
Chi Yeuk Lau		0		0%
All officers and directors as a group (2 individuals)		0		0%
Greater than 10% Shareholders
Smart Mate Limited(1)		25,365,000		85.3%
R24 Flat C 5/F Wah Mow Factory Building 5-7 Ng Fong Street San Po Kang Kowloon, Hong Kong
Wealth Star Management Pte. Ltd.(2)		1,932,000		6.6%
60 Paya Lebar Road #08-57G Paya Lebar Square 409051 Singapore

(1) Tee Kiew Ong and Yik Kei Ong may be deemed the control parties of the shareholder. The two parties are siblings.

(2) Pin Yin Choo is the control person of the shareholder.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

On June 5, 2017, the Company and Smart Mate Limited, a Seychelles company and the Company’s principal shareholder (“Smart Mate”), entered into a Loan Conversion Agreement pursuant to Smart Mate converted its outstanding loans to the Company in exchange for common stock of the Company. On Jun

e 5, 2017, a total of $116,485 was owed to the Smart Mate by the Company, and pursuant to the Loan Conversion Agreement, Smart Mate discharged the loan amount in exchange for receiving 23,297,000 shares of common stock of the Company. After giving effect to the loan conversion, as of September 30, 2017, the Company owed Smart Mate the sum of $1,200, which amount remains outstanding as of September 30, 2018.

In addition, apart from the loan conversion described above, during fiscal years ended September 30, 2017 and September 30, 2018, Mr. Yik Kei Ong advanced $62,994 and $23,465, respectively as working capital for the Company Also during fiscal year ended September 30, 2018, Star Wealth Capital Group Limited, a Hong Kong company (“SWCGL”), advanced a total of $6,850 to provide working capital for the Company. The advances made by SWCGL were made on behalf of Smart Mate. These loans are unsecured, non-interest bearing and due on demand.

Ms. Tee Kiew Ong, the sole shareholder and officer of Smart Mate. Mr. Yik Kei Ong may be deemed a control person of Smart Mate and is the brother of Tee Kiew Ong.

The Company utilizes the office space and equipment of its majority shareholders at no charge and management of the Company determined it to be immaterial.

Except as otherwise indicated herein, there have been no related party transactions, or any other transactions or relationships required to be disclosed pursuant to Item 404 of Regulation S-K.

Director Independence:

Our Common Stock is currently quoted on the OTC-QB which does not have any director independence requirements. In determining whether our directors are independent, we refer to NASDAQ Stock Market Rule 4200(a)(15) which indicates that a director is not considered to be independent if he or she also is an executive officer or employee of the corporation. Based on those widely-accepted criteria, we have determined that our sole director Chi Yeuk Lau is not independent as he also serves as the sole officer of the Company.

Item 14. Principal Accountant Fees and Services.

Gillespie and Associates, PLLC is the Company’s current independent registered public accounting firm.

(1) Audit Fees

The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for our audit of annual financial statements and review of financial statements included in our quarterly reports or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years were approximately:

2018		$	10,500			Michael Gillespie and Associates, PLLC
2017		$	10,500			Michael Gillespie and Associates, PLLC

(2) Audit-Related Fees

The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountants that are reasonably related to the performance of the audit or review of our financial statements and are not reported in the preceding paragraph:

2018 $ 0 2017 $ 0

(3) Tax Fees

The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax filings was:

2018	$ 650	Michael Gillespie and Associates, PLLC
2017	$ 650	Michael Gillespie and Associates, PLLC

(4) All Other Fees

The aggregate fees billed in each of the last two fiscal years for the products and services provided by the principal accountant, other than the services reported in paragraphs (1), (2), and (3) were:

2018		$	0
2017		$	0

The percentage of hours expended on the principal accountant’s engagement to audit our financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full time, permanent employees was 0%.

Audit Committee’s Pre-Approval Process

The Board of Directors acts as the audit committee of the Company, and accordingly, all services are approved by all the members of the Board of Directors.

PART IV.

Item 15. Exhibits, Financial Statement Schedules.

(b) Index to Exhibits required by Item 601 of Regulation S-K.

Exhibit		Description
3.1		Articles of Incorporation (1)
3.1(a)		Articles of Amendment filed with the State of Nevada on December 13, 2017 (3)
3.2		Bylaws (1)
10.1		Verbal Agreement (1)
10.2		Lease Agreement (1)
10.3		Contract of sale of goods (1)
10.4		Loan Conversion Agreement dated June 5, 2017 by and between the Company and Smart Mate Limited. (2)
21		Subsidiaries of Registrant.
31.1		Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
32.1		Certification of the Company’s Principal Executive Officer and Principal Financial pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002+
101.INS		XBRL INSTANCE DOCUMENT*
101.SCH		XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT*
101.CAL		XBRL TAXONOMY CALCULATION LINKBASE DOCUMENT*
101.DEF		XBRL TAXONOMY DEFINITION LINKBASE DOCUMENT*
101.LAB		XBRL TAXONOMY LABEL LINKBASE DOCUMENT*
101.PRE		XBRL TAXONOMY PRESENTATION LINKBASE DOCUMENT*
+		In accordance with SEC Release 33-8238, Exhibit 32.1 is being furnished and not filed.
*		Filed herewith.
(1)		Filed as an exhibit to the Company's registration statement on Form S-1, as filed with the Securities and Exchange Commission on December 2, 2014 and incorporated herein by this reference.

(2)

Filed as an exhibit to the Company’s Form 8-K filed on June 13, 2017.

(3)

Filed as an exhibit to the Company’s Form 8-K filed on December 13, 2017.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	STAR WEALTH GROUP INC.
January 14, 2019	By:	/s/ Bum Chul Kim
		Bum Chul Kim
		President and CEO (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

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 and on the dates indicated.

Signature	Title	Date
/s/ Bum Chul Kim	President, CEO and Director	January 14, 2019
Bum Chul Kim	(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

Signature	Title	Date
/s/ Chi Yeuk Lau	Director	January 14, 2019
Chi Yeuk Lau

Filing Compare · STAR WEALTH GROUP INC.