UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)
[X]	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended		January 31, ~~2017~~2018
or
[ ]	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from		[ ] to [ ]
Commission file number		333-182130

AVRA INC.

(Exact name of registrant as specified in its charter)


Nevada		36-4789798
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)


Plaza Compostela 4D2, Av. John F Kennedy, Ensanche Paraiso, Santo Domingo, Dominican Republic.		10126
(Address of principal executive offices)		(Zip Code)
Registrant's telephone number, including area code:		1-855-290-3195

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


Title of Each Class		Name of Each Exchange On Which Registered
N/A		N/A

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

Common Stock, par value $0.00001
(Title of class)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 the Securities Act.
				Yes ¨ No x
				Yes ¨ No X
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act
				Yes ¨ No x
				Yes ¨ No X
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the last 90 days.
				Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-K (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
			Yes x No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
				¨
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 definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer	¨	Accelerated filer		¨
Non-accelerated filer	¨	Smaller reporting company		x
Emerging growth company	¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the exchange act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
				Yes ¨ No x

Indicate the number of shares outstanding of each of the registrant’s classes of common stock as of the latest practicable date. 63,397,067 common shares as of December 12, 2017.

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the last 90 days.
				Yes X No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-K (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
			Yes X No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
				¨
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 definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer	¨	Accelerated filer		¨
Non-accelerated filer	¨	Smaller reporting company		X
Emerging growth company	¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the exchange act. ¨

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

Indicate the number of shares outstanding of each of the registrant’s classes of common stock as of the latest practicable date. There are 63,397,067 common shares issued and outstanding as of January 22, 2019.

DOCUMENTS INCORPORATED BY REFERENCE

None.

Table of Contents

Item 1.	Business	4
Item 1A.	Risk Factors	1011
Item 1B.	Unresolved Staff Comments	1025
Item 2.	Properties	1125
Item 3.	Legal Proceedings	1225
Item 4.	Mine Safety Disclosures	1325
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	1525
Item 6.	Selected Financial Data	1626
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1626
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	1732
Item 8.	Financial Statements and Supplementary Data	1832
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	2432
Item 9A.	Controls and Procedures	2632
Item 9B.	Other Information	2733
Item 10.	Directors, Executive Officers and Corporate Governance	2733
Item 11.	Executive Compensation	2836
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	2837
Item 13.	Certain Relationships and Related Transactions, and Director Independence	2938
Item 14.	Principal Accounting Fees and Services	3038
Item 15.	Exhibits, Financial Statement Schedules	3039

PART I

Item 1. Business

Introduction of Bitcoin

Since its inception in 2009, Bitcoin as the leading virtual or digital currency has grown substantially, with many other different currencies appearing since 2011. Bitcoin is a consensus network that enables a new payment system and a completely digital form of money. It is the first decentralized peer-to-peer payment network that is powered by its users with no central authority or middlemen. From a user perspective, Bitcoin is pretty much like cash for the Internet. Bitcoin can also be seen as the most prominent triple entry bookkeeping system in existence.

From a user perspective, Bitcoin is nothing more than a mobile app or computer program that provides a personal Bitcoin wallet and allows a user to send and receive bitcoins with them. This is how Bitcoin works for most users.

Behind the scenes, the Bitcoin network is sharing a public ledger called the "block chain". This ledger contains every transaction ever processed, allowing a user's computer to verify the validity of each transaction. The authenticity of each transaction is protected by digital signatures corresponding to the sending addresses, allowing all users to have full control over sending bitcoins from their own Bitcoin addresses. In addition, anyone can process transactions using the computing power of specialized hardware and earn a reward in bitcoins for this service. This is often called "mining".

There is a growing number of businesses and individuals using Bitcoin. This includes brick and mortar businesses like restaurants, apartments, law firms, and popular online services such as Expedia, Microsoft, Dell, NewEgg, WordPress, and Overstock. While Bitcoin remains a relatively new phenomenon, it is growing fast. In April 2015, the value of all bitcoins in circulation exceeded US$3 billion with tens of millions of dollars’ worth of bitcoins exchanged daily.

Bitcoin payments are easier to make than debit or credit card purchases, and can be received without a merchant account. Payments are made from a wallet application, either on your computer or smartphone, by entering the recipient's address, the payment amount, and pressing send. To make it easier to enter a recipient's address, many wallets can obtain the address by scanning a QR code or touching two phones together with NFC technology.

Advantages of Bitcoin

Payment freedom - It is possible to send and receive any amount of money instantly anywhere in the world at any time. No bank holidays. No borders. No imposed limits. Bitcoin allows its users to be in full control of their money.

Very low fees - Bitcoin payments are currently processed with either no fees or extremely small fees. Users may include fees with transactions to receive priority processing, which results in faster confirmation of transactions by the network. Additionally, merchant processors exist to assist merchants in processing transactions, converting bitcoins to fiat currency and depositing funds directly into merchants' bank accounts daily. As these services are based on Bitcoin, they can be offered for much lower fees than with PayPal or credit card networks.

~~Fewer risks for merchants - Bitcoin transactions are secure~~Additionally, ~~irreversible,~~merchant ~~and~~processors doexist ~~not~~to ~~contain~~assist ~~customers’ sensitive or personal information. This protects~~ merchants ~~from~~in ~~losses~~processing ~~caused~~transactions, byconverting ~~fraud~~bitcoins orto ~~fraudulent~~fiat ~~chargebacks,~~currency and ~~there~~depositing isfunds nodirectly ~~need~~into ~~for~~merchants' ~~PCI~~bank ~~compliance~~accounts daily. ~~Merchants~~As ~~can~~these ~~easily~~services ~~expand to new markets where either credit cards~~ are ~~not~~based ~~available~~on orBitcoin, ~~fraud~~they ~~rates~~can ~~are~~be ~~unacceptably~~offered ~~high.~~for ~~The~~much ~~net results are~~ lower fees, ~~larger~~than ~~markets,~~with ~~and~~PayPal ~~fewer~~or ~~administrative~~credit ~~costs~~card networks.

~~Security~~Fewer ~~and~~risks ~~control~~for merchants - Bitcoin ~~users~~transactions are insecure, ~~full~~irreversible, ~~control~~and ofdo ~~their~~not ~~transactions;~~contain itcustomers’ issensitive ~~impossible for merchants to force unwanted~~ or ~~unnoticed charges as can happen with other payment methods. Bitcoin payments can be made without~~ personal information ~~tied to the transaction~~. This ~~offers~~protects ~~strong~~merchants ~~protection~~from ~~against~~losses ~~identity~~caused ~~theft.~~by ~~Bitcoin~~fraud ~~users~~or ~~can~~fraudulent ~~also~~chargebacks, ~~protect~~and ~~their~~there ~~money~~is ~~with~~no ~~backup~~need ~~and~~for ~~encryption~~PCI compliance.

~~Transparent~~Merchants ~~and~~can ~~neutral -~~easily ~~All~~expand ~~information~~to ~~concerning~~new ~~the~~markets ~~Bitcoin~~where ~~money~~either ~~supply~~credit ~~itself~~cards isare ~~readily~~not available ~~on the block chain for anybody to verify and use in real-time. No individual~~ or ~~organization~~fraud ~~can~~rates ~~control~~are orunacceptably ~~manipulate the Bitcoin protocol because it is cryptographically secure~~high. ~~This~~The ~~allows~~net ~~the~~results ~~core~~are oflower ~~Bitcoin~~fees, tolarger ~~be trusted for being completely neutral~~markets, ~~transparent~~ and ~~predictable~~fewer administrative costs.

~~Our~~Security ~~Products~~and control - Bitcoin users are in full control of their transactions; it is impossible for merchants to force unwanted or unnoticed charges as can happen with other payment methods. Bitcoin payments can be made without personal information tied to the transaction. This offers strong protection against identity theft. Bitcoin users can also protect their money with backup and ~~Services~~encryption.

4Transparent and neutral - All information concerning the Bitcoin money supply itself is readily available on the block chain for anybody to verify and use in real-time. No individual or organization can control or manipulate the Bitcoin protocol because it is cryptographically secure. This allows the core of Bitcoin to be trusted for being completely neutral, transparent and predictable.

~~Avra~~Our isProducts ~~focused in providing services to both consumers~~ and ~~businesses in this sector, providing access to the technology in a simple way. The Company’s business model can be broken down into four distinct categories, as follows:~~Services

~~AvraPay~~Avra – is ~~the~~focused ~~Company’s cryptocurrency payment solution. It plans to offer the technology~~ in ~~order~~providing ~~for~~services ~~merchants~~ to ~~accept~~both ~~digital~~consumers ~~payments~~and businesses in ~~their~~this ~~businesses~~sector, ~~with~~providing ~~AvraPay~~access ~~being the payment processor. The business is expected~~ to ~~be able to accept payments online or in person through~~ the ~~AvraPay~~ technology ~~and be paid~~ in ~~government~~a ~~declared~~simple ~~legal tender or better known as FIAT or cryptocurrency depending on the businesses preference~~way. ~~Avra~~The ~~plans~~Company’s tobusiness ~~charge~~model acan ~~percentage~~be ofbroken ~~the~~down ~~transaction~~into infour ~~the~~distinct ~~same~~categories, ~~way~~ as ~~a credit card provider.~~follows:

~~AvraATM~~AvraPay – is ~~another~~the ~~technology~~Company’s cryptocurrency payment solution. ~~planned~~It byplans ~~the~~to ~~Company~~offer isthe ~~called~~technology ~~AvraATM,~~in ~~which~~order itfor ~~plans~~merchants to ~~develop~~accept adigital ~~software~~payments toin betheir ~~integrated~~businesses, with ~~kiosks~~AvraPay ~~which~~being ~~will~~the ~~allow~~payment ~~the~~processor. ~~kiosk~~The tobusiness ~~have~~is ~~the~~expected ~~ability~~to be able to accept payments, ~~effectively~~online ~~converting~~or ~~the~~in ~~existing~~person ~~kiosk~~through ~~into~~the aAvraPay ~~purchase~~technology ~~point (ATM) for bitcoin~~ and ~~other~~be ~~cryptocurrencies.~~paid ~~The~~in ~~planned~~government ~~revenue~~declared ~~model~~legal istender ~~one~~or ~~where~~better aknown ~~percentage~~as ~~fee~~FIAT ~~will~~or becryptocurrency ~~charged~~depending ~~for~~on the ~~purchase~~businesses ofpreference. ~~currency,~~Avra ~~which~~plans ~~will~~to ~~vary~~charge ~~depending~~a onpercentage of the ~~expectations~~transaction ofin the ~~individual~~same ~~owners~~way ofas ~~each~~a ~~kiosk~~credit ~~network~~card provider.

~~AvraTravel~~AvraATM – is ~~where~~another ~~the~~technology ~~Company~~solution ~~plans~~planned onby ~~offering~~the aCompany ~~tailored~~is ~~version~~called ofAvraATM, ~~AvraPay~~which toit ~~international~~plans ~~holiday~~to ~~destinations,~~develop ~~focused~~a onsoftware ~~tourism,~~to ~~such~~be asintegrated ~~hotels,~~with ~~casinos,~~kiosks ~~airlines,~~which ~~restaurants,~~will ~~bars,~~allow ~~and~~the ~~spas.~~kiosk ~~These~~to ~~tailored~~have ~~solutions~~the ~~will~~ability ~~enable businesses~~ to beaccept ~~fully~~payments, ~~mobile~~effectively ~~and~~converting ~~yet~~the ~~charge~~existing ~~clients~~kiosk ~~instantly~~into toa ~~their~~purchase ~~digital~~point ~~wallets.~~(ATM) ~~Avra~~for ~~also~~bitcoin ~~intends~~and toother ~~run~~cryptocurrencies. aThe ~~buy-back~~planned ~~scheme~~revenue ~~intended~~model ~~for~~is ~~digital~~one ~~currency~~ where ~~departing~~a ~~tourists~~percentage fee will be ~~able~~charged tofor ~~exchange~~the ~~through~~purchase aof ~~partner~~currency, ~~their~~which ~~remaining~~will ~~unused~~vary ~~local~~depending ~~currency~~on ~~and~~the ~~take~~expectations ~~home~~of ~~digital~~the ~~currency~~individual owners of each kiosk network.

~~AvraSecure~~AvraTravel – is ~~delivers~~where the Company plans on offering a ~~full~~tailored ~~range~~version of ~~server~~AvraPay ~~security~~to international holiday destinations, ~~hosting~~focused ~~and~~on ~~management~~tourism, ~~services~~such ~~that~~as ~~provide~~hotels, ~~fully-managed~~casinos, airlines, restaurants, bars, and ~~co-managed~~spas. ~~security~~These tailored solutions will enable businesses to ~~meet~~be ~~the~~fully ~~security~~mobile and ~~infrastructure~~yet ~~needs~~charge ofclients ~~organizations.~~instantly ~~The~~to ~~company~~their ~~security~~digital ~~specialists~~wallets. ~~work~~Avra ~~with~~also ~~clients~~intends to ~~create~~run a ~~secure~~buy-back ~~compliant~~scheme ~~environment~~intended for ~~critical~~digital ~~infrastructure.~~currency ~~Also~~where ~~working~~departing ~~with~~tourists ~~customers~~will be able to ~~pass~~exchange ~~compliance~~through ~~audits~~a bypartner, ~~coordinating~~their ~~directly~~remaining ~~with~~unused ~~auditors~~local currency and ~~providing~~take ~~comprehensive~~home ~~documentation~~digital currency.

~~AvraNews~~AvraSecure – delivers ina ~~addition~~full torange ~~Avra’s~~of ~~website~~server security, ~~the~~hosting ~~Company~~and ismanagement ~~developing~~services ~~its~~that ~~own~~provide ~~news~~fully-managed ~~portal,~~and ~~which~~co-managed ~~will~~security ~~provide up~~solutions to meet the ~~minute~~security ~~news~~ and ~~analysis~~infrastructure onneeds ~~the~~of ~~cryptocurrency industry~~organizations. ~~This~~The ~~business~~company ~~area~~security ~~will~~specialists bework ~~supported~~with byclients ~~funneling business~~ to ~~Avra’s~~create ~~own~~a ~~business~~secure ~~solutions,~~compliant inenvironment ~~addition~~for tocritical ~~paid advertising and affiliate schemes~~infrastructure. ~~There~~Also ~~will~~working ~~also~~with becustomers ~~a section~~ to ~~connect~~pass ~~investors~~compliance ~~and~~audits ~~start-ups~~by ~~companies,~~coordinating ~~which~~directly atwith ~~some~~auditors ~~point~~and inproviding ~~the~~comprehensive ~~future will be monetized through a subscription system~~documentation.

AvraNews – in addition to Avra’s ~~owns~~website, the ~~following~~Company ~~domains~~is ~~avraglobal.com,~~developing ~~avraworld.com,~~its ~~avrainc.com,~~own ~~avraonline.com,~~news ~~avratip.com~~portal, ~~avrapro~~which will provide up to the minute news and analysis on the cryptocurrency industry.~~com~~ This business area will be supported by funneling business to Avra’s own business solutions, ~~avrabit~~in addition to paid advertising and affiliate schemes.~~com~~ There will also be a section to connect investors and start-ups companies, ~~avracoin~~which at some point in the future will be monetized through a subscription system.~~com.~~

~~AvraPay~~Avra ~~Features~~owns the following domains avraglobal.com, avraworld.com, avrainc.com, avraonline.com, avratip.com, avrapro.com, avrabit.com, avracoin.com.

AvraPay can be accessed through any web enabled device. Businesses and clients alike will be able to send and receive payments with only a mobile signal for their phone. Businesses will be able to send invoices directly from the AvraPay portal to clients via email also, with instant confirmations of payments in the portal and also via email. The AvraPay platform can also be accessed through SMS should the user not have access to the internet where users and businesses can also send and receive money by simply sending text messages.Features

~~The~~ AvraPay ~~Portal~~can be accessed through any web enabled device. Businesses and clients alike will be ~~the~~able ~~central~~to ~~point~~send ofand ~~the~~receive ~~system,~~payments ~~where~~with ~~users~~only ~~can~~a ~~see~~mobile signal for their ~~history,~~phone. ~~balances,~~Businesses ~~generate~~will be able to send invoices directly from the AvraPay portal to clients via email also, ~~add~~with ~~and~~instant ~~withdraw~~confirmations ~~funds~~of payments in the portal and ~~manage~~also ~~their~~via email. The AvraPay ~~account~~platform ~~including~~can ~~any~~also ~~other~~be ~~wallet~~accessed ~~addresses~~through ~~that~~SMS ~~they~~should ~~may~~the user not have access to the internet where users and businesses can also send and receive money by simply sending text messages.

The AvraPay ~~receives~~Portal ~~commissions~~will ~~over~~be ~~payments~~the ~~sent~~central ~~and~~point ~~received~~of tothe ~~and~~system, ~~from~~where ~~the~~users ~~client’s~~can ~~wallet~~see ~~when~~their ~~changing~~history, tobalances, ~~local~~generate ~~currency~~invoices, asadd ~~well~~and aswithdraw ~~transaction~~funds ~~revenue~~and ~~depending~~manage ontheir ~~the~~AvraPay ~~type~~account ofincluding ~~transaction~~any ~~realized~~other bywallet ~~the~~addresses ~~client~~that they may have.

~~Businesses can opt for their~~ AvraPay ~~account~~receives tocommissions beover ~~linked~~payments tosent ~~their~~and ~~bank~~received ~~account~~ to ~~enable~~and ~~instant~~from ~~conversion of digital currency to cash at~~ the ~~moment~~client’s ofwallet ~~transaction~~when tochanging ~~remove their exposure~~ to ~~the~~local ~~fluctuations in the digital~~ currency ~~exchange~~as ~~markets.~~well ~~The~~as ~~business~~transaction ~~will~~revenue ~~receive~~depending ~~normally~~on ~~within 1 business day~~ the ~~funds~~type ~~directly~~of totransaction ~~their~~realized ~~company~~by ~~account~~the client.

~~The~~Businesses ~~company~~can ~~owns~~opt for their AvraPay account to be linked to their bank account to enable instant conversion of digital currency to cash at the ~~domains~~moment ~~avrapay.com,~~of ~~avrapay.com.do,~~transaction ~~and~~to ~~avra~~remove their exposure to the fluctuations in the digital currency exchange markets.do ~~for~~The ~~this~~business will receive normally within 1 business day the funds directly to their company account.

5The company owns the domains avrapay.com, avrapay.com.do, and avra.do for this business.

AvraATM Features

AvraATM will operate under two different models however both dedicated to provision of the same service, which is to allow clients access to digital currency through automated teller machines, simply by inserting local currency.

Our partner program will work with existing kiosk/terminal operators to provide the services in order to purchase and sell digital assets through the terminals. The terminals will work with the Avra API to confirm transactions and interact with the relevant digital currency wallets of the client. The client can insert cash, and on confirmation of the transaction by the terminal relevant digital currency funds will be provided to the client within a few seconds. To withdraw local currency from an enabled machine, the client will send funds to the terminal from their mobile device and once the transaction is confirmed, the monies will be released by the machine.

Avra will also be purchasing, branding, installing and running its own kiosks. The kiosks will be branded Avra, and will provide all the payment services of the local market where it is installed, as well as the digital currency transactions mentioned. These machines will provide visibility for Avra, but also will provide good income streams from the ancillary transactions that the terminals are able to provide such as electric, water, gas, taxes, mobile phone recharges etc. These terminals will also be distributed under out AvraTravel strategy in key locations in hotel receptions, high traffic areas and airports.

These machines will provide visibility for Avra, ~~owns~~but also will provide good income streams from the ~~domain~~ancillary ~~avraatm~~transactions that the terminals are able to provide such as electric, water, gas, taxes, mobile phone recharges etc.~~com~~ ~~for~~These ~~this~~terminals ~~line~~will ofalso ~~business~~be distributed under out AvraTravel strategy in key locations in hotel receptions, high traffic areas and airports.

~~AvraTravel~~Avra ~~Features~~owns the domain avraatm.com for this line of business.

AvraTravel is a combination of the Payment and ATM solutions to be introducted into destination specific markets. Avra is focused initially on the primary vacation destinations in the Americas and the Caribbean, offering to hotels, casinos, tour operators, and other related businesses, the ability to transact with their clients in digital currencies. Features

~~Clients~~AvraTravel ~~will~~is bea ~~able~~combination toof ~~recharge~~the ~~their~~Payment ~~bitcoin wallet from their bank account before leaving home~~ and ~~travel~~ATM ~~without~~solutions ~~the need~~ to ~~carry~~be ~~large~~introducted ~~amounts~~into ofdestination ~~cash~~specific ormarkets. ~~credit~~Avra ~~cards.~~is Infocused ~~their~~initially ~~chosen~~on ~~destination~~the ~~they~~primary ~~will~~vacation bedestinations ~~able~~in tothe ~~safely~~Americas and ~~securely~~the ~~pay with just their mobile phone~~Caribbean, ~~without~~offering ~~running the risk of theft of cash or credit card cloning. They will also be able~~ to ~~withdraw~~hotels, ~~local~~casinos, ~~cash~~tour ~~for any needs from hotel receptions~~operators, ~~ATM/kiosks~~ and other ~~Avra~~related ~~agents~~businesses, in the ~~destinations.~~ability ~~From hotels, stores, restaurants~~ to ~~taxis~~transact ~~and~~with ~~watersports,~~their ~~AvraTravel~~clients ~~can~~in ~~turn~~digital ~~any business into a bitcoin friendly enterprise~~currencies.

~~AvraSecure~~Clients ~~Features~~will be able to recharge their bitcoin wallet from their bank account before leaving home and travel without the need to carry large amounts of cash or credit cards. In their chosen destination they will be able to safely and securely pay with just their mobile phone, without running the risk of theft of cash or credit card cloning. They will also be able to withdraw local cash for any needs from hotel receptions, ATM/kiosks and other Avra agents in the destinations. From hotels, stores, restaurants to taxis and watersports, AvraTravel can turn any business into a bitcoin friendly enterprise.

AvraSecure delivers a full range of server security, hosting and management services that provide fully-managed and co-managed security solutions to meet the security and infrastructure needs of your organization. Our security specialists work with you to create a secure compliant environment for your critical infrastructure. AvraSecure works with our customers to pass compliance audits by coordinating directly with auditors and providing comprehensive documentation. The combination of our proactive security approach, our expert team of security specialists and industry leading technologies make AvraSecure the obvious choice for organizations seeking to comply with industry regulations and increase overall security.Features

IfAvraSecure ~~your~~delivers ~~business~~a ~~accepts~~full ~~credit~~range ~~cards~~of ~~on-line~~server security, ~~major~~hosting ~~credit~~and ~~card~~management ~~companies~~services ~~now~~that ~~require~~provide ~~you~~fully-managed toand ~~follow the rules found in the Payment Card Industry Data Security Standard (PCI DSS). PCI~~co-~~DSS~~managed ~~was~~security ~~developed~~solutions byto ~~several~~meet of the ~~major~~security ~~credit card companies as a guideline to help organizations that process credit card payments prevent credit card fraud, hacking~~ and ~~various~~infrastructure ~~other~~needs ~~security~~of ~~vulnerabilities~~your ~~and threats~~organization. ItOur issecurity ~~regarded~~specialists aswork anwith ~~industry-established~~you ~~policy~~to ~~and~~create ~~requires~~a ~~compliance~~secure bycompliant ~~all~~environment ~~merchants~~for ~~and~~your ~~service~~critical ~~providers that store, process, or transmit card holder data, regardless of size~~infrastructure.

~~Distribution~~AvraSecure works with our customers to pass compliance audits by coordinating directly with auditors and ~~Marketing~~providing comprehensive documentation. The combination of our proactive security approach, our expert team of security specialists and industry leading technologies make AvraSecure the obvious choice for organizations seeking to comply with industry regulations and increase overall security.

~~Our~~If ~~initial~~your ~~efforts~~business ~~will~~accepts becredit ~~centered~~cards on-line, major credit card companies now require you to follow the rules found in ~~developing~~the ~~our~~Payment ~~brand~~Card ~~image~~Industry Data Security Standard (PCI DSS). InPCI-DSS ~~order~~was ~~for~~developed ~~this~~by toseveral ~~happen~~of ~~effectively,~~the wemajor ~~expect~~credit card companies as a guideline to ~~engage~~help inorganizations anthat ~~aggressive~~process ~~advertising~~credit card payments prevent credit card fraud, hacking and ~~marketing~~various ~~campaign~~other ~~before~~security ~~each~~vulnerabilities ~~product’s~~and ~~launch~~threats. ~~From~~It ~~there~~is weregarded ~~will~~as ~~try~~an toindustry-established ~~expand~~policy ~~our~~and ~~business~~requires ~~through~~compliance ~~several~~by ~~methods.~~all ~~These~~merchants ~~methods~~and ~~include:~~service providers that store, process, or transmit card holder data, regardless of size.

~~Trade~~Distribution ~~Shows~~and ~~– A highly effective medium to help promote the brand of Avra Inc. as well as the Avra suite of products. It will be important for our company to effectively distinguish its system from every other~~ Marketing

6Our initial efforts will be centered in developing our brand image. In order for this to happen effectively, we expect to engage in an aggressive advertising and marketing campaign before each product’s launch. From there we will try to expand our business through several methods. These methods include:

Trade Shows – A highly effective medium to help promote the brand of Avra Inc. as well as the Avra suite of products. It will be important for our company to effectively distinguish its system from every other Bitcoin company that exists in the market. Our company will hire top marketers in the industry to run its trade show marketing campaigns.

Digital Currency and Technology Blogs – It will be important for our company to get attention from top technology blogs and websites in the U.S. Such large blogs include Engadget.com, Gizmodo.com and Wired.com. The reviews and attention that these weblogs provide are key to the success of a lot of technology companies in the U.S. Casual readers as well as professionals in the community read these blogs on a daily basis to be informed on the latest news. This is an effective way of getting positive attention for our company. In addition, this is a free way of getting the message out.

Word of Mouth – Since it is imperative for our company to build a brand image, it will rely on word of mouth to help sustain its business. ~~This will be kick started by effective advertising in other areas, such as TV advertising and Internet advertising. Later on people will tell their friends how great the Avra service is.~~

~~Google~~This ~~Ads~~will ~~and~~be ~~Local~~kick ~~Websites~~started ~~– We~~by ~~plan~~effective toadvertising ~~advertise~~in onother ~~the Internet on local websites~~areas, ~~including~~such ~~Google~~as ~~Ads~~TV onadvertising ~~popular local social~~ and ~~news~~Internet ~~websites~~advertising. ~~This~~Later ison apeople ~~highly~~will ~~effective~~tell ~~method~~their offriends ~~obtaining~~how ~~younger~~great ~~and~~the ~~more~~Avra ~~internet-savvy~~service ~~customers~~is.

~~Traditional~~Google ~~Advertising~~Ads and Local Websites – -We ~~Advertising,~~plan ~~such~~to asadvertise on ~~billboards,~~the ~~magazines,~~Internet ~~newspapers~~on local websites, ~~and~~including Google Ads on popular local ~~television~~social ~~stations~~and ~~are~~news anwebsites. This is a highly effective method of ~~gaining~~obtaining ~~customers~~younger ofand ~~all~~more ~~demographics~~internet-savvy customers.

~~Search~~Traditional ~~Engine~~Advertising - ~~Optimization~~Advertising, ~~Marketing~~such ~~- We~~as ~~plan~~ on ~~having~~billboards, amagazines, ~~budget~~newspapers, toand ~~market~~local ~~our~~television ~~brand~~stations ~~and~~are ~~corporate~~an ~~identity~~effective onmethod ~~various~~of ~~search~~gaining ~~engines~~customers of all demographics.

Search Engine Optimization Marketing - We plan toon ~~sell~~having ~~our~~a ~~Avra~~budget ~~products~~to ~~through~~market aour ~~number~~brand ofand ~~distribution~~corporate ~~channels.~~identity ~~These~~on ~~will~~various ~~include:~~search engines.

~~POS~~We ~~Operators~~plan ~~– Most retailers employ a POS system in order~~ to ~~control~~sell ~~the~~our ~~billing.~~ Avra ~~will~~products ~~work~~through ~~alongside these companies to offer both integrations within their systems to allow their clients additional payment methods in digital currency, as well as~~ a ~~generous~~number ~~commission~~of ~~schedule~~distribution tochannels. ~~motivate~~These ~~the~~will ~~POS providers to market the AvraPay product.~~include:

USPOS ~~ISO/MSP~~Operators ~~Distribution~~ – Most ~~Avra~~retailers ~~intends~~employ toa ~~develop~~POS ~~distribution~~system ~~strategies~~in order to ~~leverage~~control ~~existing~~the ~~card~~billing. ~~payment~~Avra ~~distribution~~will ~~networks~~work toalongside ~~allow~~these ~~digital~~companies ~~currency payments~~ to ~~take~~offer ~~place~~both ~~alongside.~~integrations Aswithin ~~ISOs~~their ~~and~~systems ~~MSPs~~to ~~have~~allow ~~large~~their ~~existing~~clients ~~networks~~additional ofpayment ~~retailers~~methods ~~using~~in ~~their~~digital ~~service~~currency, ~~Avra~~as ~~offers~~well ~~additional~~as ~~revenue~~a ~~streams~~generous tocommission ~~the~~schedule ~~company~~to ~~and~~motivate ~~more~~the ~~payment~~POS ~~options~~providers to market the ~~retailer~~AvraPay product.

~~Direct~~US ~~Sales~~ISO/MSP Distribution – Avra ~~will~~intends beto ~~selling~~develop ~~through~~distribution ~~outbound~~strategies ~~telephone~~to ~~campaigns~~leverage ~~directing~~existing ~~clients~~card payment distribution networks to ~~signups~~allow digital currency payments to take place alongside. As ISOs and ~~dealing~~MSPs ~~with~~have ~~paperwork~~large ~~through~~existing ~~email~~networks of retailers using their service, Avra offers additional revenue streams to the company and more payment options to the ~~web~~retailer.

~~Internet~~Direct Sales – We Avra will ~~depend~~be ~~largely~~selling onthrough ~~this~~outbound ~~method~~telephone ofcampaigns ~~sales~~directing asclients ~~the products will be mainly targeted~~ to ~~Internet~~signups and ~~technology~~dealing ~~savvy~~with ~~businesses.~~paperwork ~~Our~~through ~~website~~email isand ~~live but~~ the ~~Company is looking at updating its website presence in the near future to integrate online signups and instant identity verification~~web.

~~Competition~~Internet Sales – We will depend largely on this method of sales as the products will be mainly targeted to Internet and technology savvy businesses. Our website is live but the Company is looking at updating its website presence in the near future to integrate online signups and instant identity verification.

The bitcoin industry is, although new, still highly competitive. We are a new development stage company and have a weak competitive position in the industry. We compete with junior and senior digital currency companies. Many of the companies with which we compete for financing and for the acquisition of customers have greater financial and technical resources than those available to us. Accordingly, these competitors may be able to spend greater amounts on product development, marketing and distribution. This advantage could enable our competitors to acquire larger market share and develop more competitive products. Such competition could adversely impact our ability to attain the financing necessary for us to develop our business plan. In the face of competition, we may not be successful in sufficient market share to make our business profitable. Despite this, we hope to compete successfully in the home electronics industry by:Competition

~~keeping~~The ~~our~~bitcoin ~~costs~~industry ~~low;~~is, although new, still highly competitive. We are a new development stage company and have a weak competitive position in the industry. We compete with junior and senior digital currency companies.

~~relying~~Many onof the ~~strength~~companies ofwith ~~our~~which ~~management’s~~we ~~passion~~compete for financing and ~~knowledge~~for the acquisition of ~~the~~customers ~~market;~~have greater financial and technical resources than those available to us. Accordingly, these competitors may be able to spend greater amounts on product development, marketing and distribution.

~~using~~This advantage could enable our ~~size~~competitors to acquire larger market share and ~~experience~~develop tomore competitive products. Such competition could adversely impact our ~~advantage~~ability byto ~~adapting~~attain ~~quickly~~the financing necessary for us to ~~changing~~develop ~~market~~our ~~conditions~~business orplan. ~~responding~~In ~~swiftly~~the face of competition, we may not be successful in sufficient market share to ~~potential~~make ~~opportunities~~our business profitable. Despite this, we hope to compete successfully in the home electronics industry by:

7keeping our costs low relying on the strength of our management’s passion and knowledge of the market; and using our size and experience to our advantage by adapting quickly to changing market conditions or responding swiftly to potential opportunities.

Government Regulations

US Federal Level

The Financial Crimes Enforcement Network (“FinCEN”) is the bureau of the US Department of the Treasury that enforces federal regulation of money services businesses in the United States.

On March 18, 2013, FinCEN published guidance announcing that it would make no distinction between transmitters of government (or “fiat”) currency and transmitters of bitcoin, which it now famously referred to as a “decentralized convertible virtual currency”, rather than by name itself.

Thus, businesses that transmitted, sold or exchanged bitcoin were now Money Services Businesses, specifically “money transmitters”, required to register with FinCEN and satisfy ongoing record-keeping and reporting requirements.

Because money transmission is such a heavily regulated business, classification as a money transmitter – especially unwitting classification – comes with real legal and practical consequences.

FinCEN regulates money transmitters pursuant to a legislative framework commonly referred to as the Bank Secrecy Act (“BSA”), which includes elements of the Patriot Act and other pieces of legislation. The primary consequence of this regulation is that money transmitters must put in place and enforce Anti Money Laundering (“AML”) and Know Your Customer (“KYC”) policies designed to aid FinCEN’s investigation of potential criminal activity.

The specific AML and KYC requirements of the BSA could (and do!) fill pages. But in short strokes, businesses must collect personally identifying information about their customers, in some circumstances report that information to FinCEN, and sometimes even outright deny service.

Suspicious transactions - or even ministerial transactions over a certain dollar amount - must be reported to FinCEN. In effect, the BSA deputizes financial institutions, requiring them to act as the government's foot soldiers in its war on money laundering.

US State Level

However, just because the business is considered a money transmitter by the federal government does not necessarily mean it will be classified as such.

At minimum, we know that two states do not require money transmission licensure: South Carolina and Montana. A third, New Mexico, only regulates negotiable instruments, a category which, so far, has not been applied to bitcoin. State regulatory bodies have offered little, if any, guidance to bitcoin businesses. In fact, the most helpful information they have provided is not bitcoin-specific at all. It has to do with a legal principal called “extraterritorial jurisdiction”: some state regulatory bodies have announced that any business servicing or soliciting its state’s citizens must satisfy that state’s licensing requirements, even if the business has no physical presence in that state. This is true whether the business is physically located in a different state, a foreign country, or is as a web service with no physical presence at all.

~~This~~State ~~principle~~regulatory ~~has~~bodies ~~special~~have ~~applicability~~offered little, if any, guidance to bitcoin businesses. In fact, the most helpful information they have provided is not bitcoin-specific at all. It has to do with a legal principal called “extraterritorial jurisdiction”: some state regulatory bodies have announced that any business servicing or soliciting its state’s citizens must satisfy that state’s licensing requirements, even if the business has no physical presence in that state. This is true whether the business is physically located in a different state, a foreign country, or is as a web service with no physical presence at all.

~~Decentralized~~This ~~digital~~principle ~~currency~~has ~~is,~~special byapplicability ~~design,~~to ~~a borderless medium of exchange. Most~~ bitcoin businesses ~~exist on the internet, where the state of its incorporation and the citizenship of its clientele are all but irrelevant~~.

~~Environmental~~Decentralized ~~Regulations~~digital currency is, by design, a borderless medium of exchange. Most bitcoin businesses exist on the internet, where the state of its incorporation and the citizenship of its clientele are all but irrelevant.

WeEnvironmental are not aware of any material violations of environmental permits, licenses or approvals that have been issued with respect to our operations. We expect to comply with all applicable laws, rules and regulations relating to our business, and at this time, we do not anticipate incurring any material capital expenditures to comply with any environmental regulations or other requirements.Regulations

~~While~~We ~~our~~are ~~intended~~not ~~projects~~aware ~~and~~of ~~business~~any ~~activities~~material doviolations ~~not~~of ~~currently~~environmental ~~violate~~permits, ~~any~~licenses or approvals that have been issued with respect to our operations. We expect to comply with all applicable laws, ~~any~~rules ~~regulatory~~and ~~changes~~regulations ~~that~~relating ~~impose~~to ~~additional~~our ~~restrictions~~business, orand ~~requirements~~at onthis ustime, orwe ondo ~~our~~not ~~potential~~anticipate ~~customers~~incurring ~~could~~any ~~adversely~~material ~~affect~~capital usexpenditures byto comply with any environmental regulations or other requirements.

8While our intended projects and business activities do not currently violate any laws, any regulatory changes that impose additional restrictions or requirements on us or on our potential customers could adversely affect us by

increasing our operating costs or decreasing demand for our products or services, which could have a material adverse effect on our results of operations.

Intellectual Property

We have not filed for any protection of our trademark, and we do not have any other intellectual property. We own the domains avraworld.com, avraglobal.com, avrapay.com, avrapay.com.do, avra.do, avraatm.com, avratravel.com, avratourism.com, avrasecure.com, avranews.com, avratip.com, avrapro.com, avrainc.com, avrabit.com, avracoin.com, avraonline.com.

Employees

We do not have any employees. Our CEO & Director is devoting approximately 5040 hours per week to our affairs. We also engage a number of consultants.

Recent Development

Change of Control

On November 26, 2014, David Bailey, the former majority shareholder of the Company, sold 35,333,333 shares of the Company to Stephen Shepherd, the Chief Executive Officer and Director of the Company, pursuant to a share purchase agreement. In lieu of payment, Mr. Bailey was granted the rights to market the Company’s intellectual properties in the Country of Jamaica within the next 12 months of the signing of the agreement. Mr. Bailey also agreed to waive all amounts owed to him as officer advances. In connection with the share purchase agreement, Stephen Shepherd also entered into an assignment agreement with the Company to assign all his proprietary information related to bitcoin and cryptocurrencies to the Company.

AsIn aconnection ~~result,~~with ~~Stephen~~the ~~Shepherd~~share ~~now~~purchase ~~owns~~agreement, anStephen ~~aggregate~~Shepherd ofalso ~~79,500,000~~entered ~~pre-reverse~~into ~~stock~~an ~~split~~assignment ~~shares~~agreement ofwith ~~common~~the ~~stock,~~Company orto ~~56.27%~~assign ofall ~~our~~his ~~total~~proprietary ~~voting~~information ~~power~~related ofto ~~all~~bitcoin ofand ~~our~~cryptocurrencies ~~outstanding~~to ~~voting~~the ~~securities~~Company.

~~Reverse~~As ~~Stock~~a ~~Split~~result, Stephen Shepherd now owns an aggregate of 79,500,000 pre-reverse stock split shares of common stock, or 56.27% of our total voting power of all of our outstanding voting securities.

On November 17, 2014, the Company filed a Certificate of Amendment to amend its Articles of Incorporation so that each two point two five (2.25) shares of common stock issued and outstanding shall, automatically and without any action on the part of the respective holders thereof, be combined and converted into one (1) share of common stock (the "Reverse Stock Split"). The Reverse Stock Split was approved by the majority shareholder holding 58.39% of then issued and outstanding common stock of the Company and by the board of directors through unanimous written consent on November 11, 2014. No fractional shares shall be issued in connection with the Reverse Stock Split. Stockholders who otherwise would be entitled to receive fractional shares of common stock shall be rounded up to the next whole share of common stock. We have obtained approval from Financial Industry Regulatory Authority regarding the Reverse Stock Split and the corporation action took effect on December 11, 2014.

~~Financing~~On November 17, 2014, the Company filed a Certificate of Amendment to amend its Articles of Incorporation so that each two point two five (2.25) shares of common stock issued and outstanding shall, automatically and without any action on the part of the respective holders thereof, be combined and converted into one (1) share of common stock (the "Reverse Stock Split"). The Reverse Stock Split was approved by the majority shareholder holding 58.39% of then issued and outstanding common stock of the Company and by the board of directors through unanimous written consent on November 11, 2014.

OnNo ~~December~~fractional 5,shares ~~2014,~~shall webe ~~closed~~issued ain ~~financing~~connection ~~transaction by entering into a subscription agreement dated~~ with ~~a non-U.S. investor (~~the ~~“Purchaser”)~~Reverse ~~for~~Stock ~~aggregate investment proceeds of $150,000~~Split. ~~Pursuant~~Stockholders towho ~~the~~otherwise ~~subscription~~would ~~agreement,~~be weentitled ~~issued the following~~ to ~~the~~receive ~~Purchaser:~~fractional ~~(i) 600,000~~ shares of ~~the Company’s~~ common stock atshall abe ~~purchase~~rounded ~~price~~up ~~of $0.25 per share, and (ii) a warrant~~ to ~~purchase~~the annext ~~aggregate~~whole ofshare ~~600,000 shares~~ of ~~the Company’s~~ common stock~~, for an exercise price of $0~~.50 ~~per~~We ~~share~~have ~~for~~obtained aapproval ~~period of one year~~ from ~~the~~Financial ~~closing~~Industry ~~date.~~Regulatory ~~The~~Authority ~~securities~~regarding ~~were offered and sold without registration under~~ the ~~Securities~~Reverse ~~Act~~Stock ofSplit ~~1933~~and (the ~~“Securities~~corporation ~~Act”)~~action intook ~~reliance~~effect on ~~the~~December ~~exemptions~~11, ~~provided by Section 4(a)(2) of the Securities Act and/or Regulation S promulgated thereunder and in reliance on similar exemptions under applicable state laws~~2014.

~~Subsidiary~~Financing

9On December 5, 2014, we closed a financing transaction by entering into a subscription agreement dated with a non-U.S. investor (the “Purchaser”) for aggregate investment proceeds of $150,000. Pursuant to the subscription agreement, we issued the following to the Purchaser: (i) 600,000 shares of the Company’s common stock at a purchase price of $0.25 per share, and (ii) a warrant to purchase an aggregate of 600,000 shares of the Company’s common stock, for an exercise price of $0.50 per share for a period of one year from the closing date. The securities were offered and sold without registration under the Securities Act of 1933 (the “Securities Act”) in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act and/or Regulation S promulgated thereunder and in reliance on similar exemptions under applicable state laws.

~~On January 4, 2015, the Company established a subsidiary AvraPay SRL under the laws of Dominican Republic, where Avra Inc. owns 99%, and Steve Shepherd owns 1% of the shares of AvraPay SRL.~~Subsidiary

~~Item~~On 1AJanuary 4, 2015, the Company established a subsidiary AvraPay SRL under the laws of Dominican Republic, where Avra Inc. ~~Risk~~owns ~~Factors~~99%, and Steve Shepherd owns 1% of the shares of AvraPay SRL.

~~As a “smaller reporting company”, we are not required to provide the information required by this~~ Item 1A. Risk Factors

~~Item~~As ~~1B.~~a ~~Unresolved~~“smaller ~~Staff~~reporting ~~Comments~~company”, we are not required to provide the information required by this Item.

AsItem a1B. Unresolved ~~“smaller~~Staff ~~reporting company”, we are not required to provide the information required by this Item.~~Comments

~~Item~~As 2.a ~~Properties~~“smaller reporting company”, we are not required to provide the information required by this Item.

~~Our~~Item ~~principal executive offices are located at 115, Pelham Commons Boulevard, Greenville, South Carolina, 29615~~2. Properties ~~We rent the space for approximately $200 per month.~~

Item 3. Legal Proceedings

We know of no material, existing or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our company.

Item 4. Mine Safety Disclosures

Not applicable.

10PART II

~~PART~~Item II5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

~~Item~~Our 5.shares ~~Market~~of ~~for~~common ~~Registrant’s~~stock ~~Common~~are ~~Equity,~~listed ~~Related~~on ~~Stockholder~~the ~~Matters~~OTC- ~~and~~Pink ~~Issuer~~Sheets ~~Purchases~~under the trading symbol “AVRN”. The first trade of ~~Equity~~our ~~Securities~~stock was on April 23, 2013.

~~Our shares of common stock are listed on the OTCQB under the trading symbol “AVRN”. The first trade of our stock was on April 23, 2013.~~ Over-the-counter market quotations reflect inter-dealer prices without retail mark-up, mark-down or commission, and may not represent actual transactions. The following table presents the high and low bid price for our common stock for the periods indicated:

Quarter Ended	High	Low
Fiscal Quarter	High	Low
April 30, 2016	$0.08	$0.07
First Quarter (February 1, 2017– April 30, 2017)	$0.034	$0.012
January 31, 2016	$0.04	$0.03
Second Quarter May 1, 2017– July 31, 2017)	$0.030	$0.013
October 31, 2015	$0.08	$0.07
Third Quarter (August 1, 2017– October 31, 2017)	$0.38	$0.011
July 31, 2015	$0.18	$0.18
Fourth Quarter (November 1, 2017– January 31, 2018)	$0.10	$0.011
April 30, 2015	$0.51	$0.45
January 31, 2016	$0.51	$0.05
October 31, 2014	$1.00	$0.05
July 31, 2014	$1.10	$1.00
April 30, 2014	$0.30	$0.30
January 31, 2014	$0.30	$0.30
October 31, 2013	$0.30	$0.30
July 31, 2013	$0.00	$0.00
April 30, 2013	$0.00	$0.00

Holders

As of ~~December 12~~January, ~~2017~~2019, there were 30 holders of record of our common stock. As of such date, 63,397,067 shares of our common stock were issued and outstanding.

Dividend Policy

To date, we have not paid dividends on shares of our common stock and we do not expect to declare or pay dividends on shares of our common stock in the foreseeable future. The payment of any dividends will depend upon our future earnings, if any, our financial condition, and other factors deemed relevant by our board of directors.

Equity Compensation Plan Information

We do not have any equity compensation plans.

Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities

None.

Purchase of Equity Securities by the Issuer and Affiliated Purchasers

We did not purchase any of our shares of common stock or other securities during our fiscal year ended January 31, ~~2017~~2018.

Item 6. Selected Financial Data

As a “smaller reporting company”, we are not required to provide the information required by this Item.

11Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

~~Item~~The 7.following ~~Management’s~~discussion ~~Discussion~~should be read in conjunction with our audited financial statements and ~~Analysis~~the related notes that appear elsewhere in this annual report. The discussions of ~~Financial~~results, ~~Condition~~causes and ~~Results~~trends ofshould ~~Operations~~not be construed to imply any conclusion that these results or trends will necessarily continue into the future.

~~The~~Our ~~following discussion should be read in conjunction with our~~ audited financial statements ~~and~~are ~~the~~stated ~~related notes that appear elsewhere~~ in ~~this~~United ~~annual~~States ~~report.~~Dollars ~~The discussions of results, causes~~ and ~~trends~~are ~~should~~prepared ~~not~~in beaccordance ~~construed~~with toUnited ~~imply~~States ~~any~~Generally ~~conclusion~~Accepted ~~that~~Accounting ~~these results or trends will necessarily continue into the future~~Principles.

~~Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.~~Overview

~~Overview~~We were incorporated on December 1, 2010 under the laws of the State of Nevada. Our principal executive offices are located at Plaza Compostela 4D2, Av. John F Kennedy, Ensanche Paraiso, Santo Domingo, Dominican Republic. Our telephone number is. Our fiscal year end is January 31.

WeThe ~~were~~Company ~~incorporated~~is focused on ~~December~~solutions 1in the cryptocurrency and digital currency markets, ~~2010~~particularly ~~under~~in offering payment solutions to businesses worldwide. The company also still maintains its business of marketing and distributing of Smart TV boxes to home consumers throughout the ~~laws~~United States. Smart TV boxes are hardware devices that allow consumers to combine all of the ~~State~~benefits of ~~Nevada.~~the ~~Our~~Internet ~~principal~~with ~~executive~~the ~~offices~~large ~~are~~size ~~located~~and athigh ~~115,~~definition ~~Pelham~~capabilities ~~Commons~~of ~~Boulevard,~~TV ~~Greenville,~~screens ~~South~~in ~~Carolina.~~the ~~29615~~comfort of consumers’ living rooms. ~~Our~~The ~~telephone~~Company’s ~~number~~new iswebsite ~~866-287-2462.~~has ~~Our~~been ~~fiscal~~launched ~~year~~and ~~end~~can isbe ~~January~~found 31at www.avraglobal.com. The Company’s business model can be broken down into four distinct categories, as follows:

~~The~~AvraPay ~~Company~~– Is isthe ~~focused~~Company’s oncryptocurrency ~~solutions~~payment insolution. ~~the~~It ~~cryptocurrency~~plans ~~and~~to ~~digital~~offer ~~currency~~the ~~markets,~~technology ~~particularly~~ in ~~offering~~order ~~payment~~for ~~solutions~~merchants to ~~businesses~~accept ~~worldwide. The~~digital ~~company~~payments ~~also~~in ~~still~~their ~~maintains~~businesses, ~~its~~with ~~business~~AvraPay ofbeing ~~marketing and distributing of Smart TV boxes to home consumers throughout~~ the ~~United~~payment ~~States~~processor. ~~Smart~~The TVbusiness ~~boxes~~will ~~are~~be ~~hardware~~able ~~devices that allow consumers~~ to ~~combine~~accept ~~all~~payments ofonline ~~the~~or ~~benefits~~in ofperson ~~the~~through ~~Internet with~~ the ~~large~~AvraPay ~~size~~technology and ~~high~~be ~~definition~~paid ~~capabilities~~in ofgovernment TVdeclared ~~screens~~legal intender ~~the~~or ~~comfort~~better ofknown ~~consumers’~~as ~~living~~FIAT ~~rooms.~~or ~~The~~cryptocurrency ~~Company’s~~depending ~~new~~on ~~website~~the ~~has~~businesses ~~been~~preference. ~~launched~~Avra ~~and~~plans ~~can~~to becharge ~~found~~a atpercentage ~~www.avraglobal.com. The~~of ~~Company’s~~the ~~business~~transaction ~~model~~in ~~can~~the besame ~~broken~~way ~~down~~as ~~into~~a ~~four~~credit ~~distinct~~card ~~categories, as follows:~~provider.

~~AvraPay~~AvraATM – Is ~~the~~another ~~Company’s~~technology ~~cryptocurrency payment~~ solution. Itplanned ~~plans~~by tothe ~~offer~~Company ~~the~~is ~~technology~~called inAvraATM, ~~order~~which ~~for~~it ~~merchants~~plans to ~~accept~~develop ~~digital~~a ~~payments~~software into ~~their~~be ~~businesses,~~integrated with ~~AvraPay~~kiosks ~~being~~which ~~the~~will ~~payment~~allow ~~processor.~~the ~~The~~kiosk ~~business~~to ~~will~~have bethe ~~able~~ability to accept payments, ~~online~~effectively orconverting inthe ~~person~~existing ~~through~~kiosk ~~the~~into ~~AvraPay~~a ~~technology~~purchase point (ATM) for bitcoin and beother ~~paid~~cryptocurrencies. inThe ~~government~~planned ~~declared~~revenue ~~legal~~model ~~tender~~is orone ~~better~~where ~~known~~a aspercentage ~~FIAT~~fee orwill ~~cryptocurrency~~be ~~depending~~charged onfor the ~~businesses~~purchase ~~preference.~~of ~~Avra~~currency ~~plans~~which towill ~~charge~~vary adepending ~~percentage~~on of the ~~transaction~~expectations inof the ~~same~~individual ~~way~~owners asof aeach ~~credit~~kiosk ~~card provider~~network.

~~AvraATM~~AvraTourism – Is ~~another~~where ~~technology solution planned by~~ the Company ~~is called AvraATM, which it~~ plans toon ~~develop~~offering a ~~software~~tailored toversion beof ~~integrated~~AvraPay ~~with~~to ~~kiosks~~international ~~which~~holiday ~~will~~destinations, ~~allow~~focused ~~the~~on ~~kiosk~~tourism, tosuch ~~have~~as ~~the~~hotels, ~~ability~~casinos, toairlines, ~~accept~~restaurants, ~~payments~~bars, ~~effectively~~and ~~converting~~spas. In ~~the~~addition ~~existing~~to ~~kiosk~~offering ~~into~~ a ~~purchase~~specific ~~point~~solution ~~(ATM)~~which ~~for~~is ~~bitcoin~~to ~~and~~“buy-back” ~~other~~unused ~~cryptocurrencies.~~local ~~The~~currency ~~planned~~from ~~revenue~~departing ~~model~~tourists, isand ~~one~~in ~~where~~exchange awe ~~percentage~~intend ~~fee~~to ~~will~~provide betourists with ~~charged~~digital ~~for~~currency ~~the~~to ~~purchase~~for ofthem ~~currency~~to ~~which~~use ~~will~~upon ~~vary~~their ~~depending~~return onhome ~~the~~through ~~expectations~~dedicated ofATMs ~~the~~installed ~~individual~~in ~~owners~~key ofpoints ~~each~~such ~~kiosk~~as ~~network~~airports.

~~AvraTourism~~AvraSecure – delivers ~~Is where the Company plans on offering~~ a ~~tailored~~full ~~version~~range of ~~AvraPay~~server ~~to international holiday destinations~~security, ~~focused~~hosting onand ~~tourism,~~management ~~such~~services asthat ~~hotels,~~provide ~~casinos,~~fully-managed ~~airlines, restaurants, bars,~~ and ~~spas. In~~co-managed ~~addition~~security solutions to ~~offering~~meet athe ~~specific~~security ~~solution~~and ~~which~~infrastructure isneeds toof ~~“buy-back”~~organizations. ~~unused~~The ~~local~~company ~~currency~~security ~~from~~specialists ~~departing~~work ~~tourists,~~with ~~and~~clients ~~in exchange we intend~~ to ~~provide~~create ~~tourists with~~a ~~digital~~secure ~~currency~~compliant toenvironment for ~~them~~critical toinfrastructure. ~~use~~Also ~~upon~~working ~~their~~with ~~return~~customers ~~home~~to ~~through~~pass ~~dedicated~~compliance ~~ATMs~~audits ~~installed~~by incoordinating ~~key~~directly ~~points~~with ~~such~~auditors asand ~~airports~~providing comprehensive documentation.

~~AvraSecure~~AvraNews – In ~~delivers~~addition ato ~~full~~Avra’s ~~range of server security~~website, ~~hosting~~the ~~and~~Company ~~management~~is ~~services~~developing ~~that~~its ~~provide~~own ~~fully-managed~~news ~~and~~portal, ~~co-managed~~which ~~security~~will ~~solutions~~provide up to ~~meet~~ the ~~security~~minute news and ~~infrastructure~~analysis ~~needs~~on ofthe ~~organizations~~cryptocurrency industry. The ~~company~~business ~~security~~will ~~specialists~~be ~~work~~supported ~~with~~by ~~clients~~funneling business to ~~create~~Avra’s aown ~~secure~~business ~~compliant~~solutions, ~~environment~~in ~~for~~addition ~~critical~~to ~~infrastructure~~paid advertising and affiliate schemes. ~~Also~~There ~~working~~will ~~with~~also ~~customers~~be a section to ~~pass~~connect ~~compliance~~investors ~~audits~~and bystart-ups ~~coordinating~~companies, ~~directly~~which ~~with~~at ~~auditors~~some ~~and~~point ~~providing~~in ~~comprehensive~~the ~~documentation~~future will be monetized through a subscription system.

~~AvraNews~~To –date ~~In addition to Avra’s website,~~ the Company ishas ~~developing~~been ~~its~~involved ~~own~~in ~~news~~initial ~~portal,~~discussions ~~which~~with ~~will~~other ~~provide up~~cryptocurrency toproviders ~~the~~in ~~minute~~order ~~news~~to ~~and~~establish ~~analysis~~what on the ~~cryptocurrency~~service ~~industry.~~proposition ~~The~~would ~~business will~~ be. ~~supported~~In byaddition, ~~funneling~~the ~~business~~company tohas ~~Avra’s~~been ~~own~~involved ~~business solutions,~~ in ~~addition~~market toresearch ~~paid advertising~~ and ~~affiliate~~has ~~schemes.~~had ~~There~~initial ~~will~~discussions ~~also~~with bepotential aclients ~~section~~ to ~~connect~~ensure ~~investors~~that ~~and~~the ~~start-ups~~services ~~companies,~~that ~~which~~will atbe ~~some~~provided ~~point~~are in ~~the~~demand ~~future~~and ~~will~~appropriately ~~be monetized through a subscription system~~presented.

ToOn ~~date~~December 8, 2014, the Company ~~has~~entered ~~been~~into ~~involved~~a insoftware ~~initial~~and ~~discussions~~information ~~with~~technology ~~other~~agreement ~~cryptocurrency~~with ~~providers~~T2M inInternational ~~order~~Inc., toa ~~establish~~consulting ~~what~~company, ~~the~~who ~~service~~will ~~proposition~~provide ~~would~~information ~~be.~~technology ~~In addition~~support, ~~the~~software ~~company~~development ~~has~~and ~~been~~integration, ~~involved~~hosting inservices ~~market~~and ~~research~~solutions, ~~and~~marketing ~~has~~strategies, ~~had~~and ~~initial~~digital ~~discussions~~currencies ~~with~~solution ~~potential~~services ~~clients~~in toconsideration ~~ensure~~for ~~that~~cash ~~the~~payments ~~services~~of ~~that~~$5,000 ~~will~~per bemonth ~~provided~~for ~~are~~a in6-month ~~demand~~term ~~and~~ending ~~appropriately~~May ~~presented~~1, 2015.

12On December 22, 2014, the Company engaged Sightspan as compliance consultants to ensure that Avra Inc. will be operating compliantly in the markets in which it operates. Sightspan have provided OFAC/AML policies for both the US and Dominican Republic markets, being the first key markets that Avra will be working. In the US this will ensure that Avra is compliant with FinCen regulations as a money transmitter and the Company’s responsibilities regarding BSA reporting for money laundering. This also includes in-house training for all Company staff as regards the responsibilities of all parties and a comprehensive program of education to ensure that the policy is kept current.

OnAvra ~~December~~is 8,developing ~~2014,~~ the ~~Company~~ATM ~~entered~~project ~~into~~with a ~~software~~provider ~~and~~in ~~information~~Central ~~technology~~America, ~~agreement~~which ~~with~~is ~~T2M~~a ~~International~~part ~~Inc.,~~of a ~~consulting~~larger ~~company,~~group ~~who~~operating ~~will~~in ~~provide~~over ~~information~~20 ~~technology~~countries ~~support,~~worldwide ~~software~~which ~~development~~we ~~and~~hope ~~integration,~~to ~~hosting~~be ~~services~~the ~~and~~next ~~solutions,~~stages ~~marketing~~of ~~strategies~~expansion of the project. The company has spoken with several large hotel chains, casinos and ~~digital~~other ~~currencies~~tourism ~~solution~~related ~~services~~businesses in ~~consideration~~the ~~for~~Caribbean’s ~~cash~~largest ~~payments~~tourist destination in Punta Cana and has established that many of ~~$5,000~~these ~~per~~establishments ~~month~~could ~~for~~be interested in such a ~~6-month~~product ~~term~~subject ~~ending~~to ~~May~~the 1,terms ~~2015~~that would be offered. The Company has also identified several other large tourist destinations throughout the Americas where the expectation is to expand the service offering over the next 12 months.

OnPlan December 22, 2014, the Company engaged Sightspan as compliance consultants to ensure that Avra Inc. will be operating compliantly in the markets in which it operates. Sightspan have provided OFAC/AML policies for both the US and Dominican Republic markets, being the first key markets that Avra will be working. In the US this will ensure that Avra is compliant with FinCen regulations as a money transmitter and the Company’s responsibilities regarding BSA reporting for money laundering. This also includes in-house training for all Company staff as regards the responsibilities of ~~all parties and a comprehensive program of education to ensure that the policy is kept current.~~Operations

Avra is developing the ATM project with a provider in Central America, which is a part of a larger group operating in over 20 countries worldwide which we hope to be the next stages of expansion of the project. The company has spoken with several large hotel chains, casinos and other tourism related businesses in the Caribbean’s ~~largest~~planned ~~tourist~~operations destination in Punta Cana and has established that many of these establishments could be interested in such a product subject to the terms that would be offered. The Company has also identified several other large tourist destinations throughout the Americas where the expectation is to expand the service offering over the next 12 months. are as follows:

~~Plan~~Avra’s next stages of ~~Operations~~operation will be to continue ensuring compliance with US and local authorities, maintaining monitoring practices, as well as the continued development of the company’s central system (API) where all the services will connect and operate from.

The Avra’s ~~planned~~news ~~operations~~portal ~~over~~is ~~the~~being ~~next~~developed, 12providing ~~months~~daily ~~are~~news asevents ~~follows:~~and analysis, products information and fund raising opportunities for startups in the space.

~~Avra’s~~The ~~next~~Company ~~stages~~is ofworking ~~operation~~on ~~will~~its befirst toATM ~~continue~~client. ~~ensuring~~The ~~compliance~~Company is in active discussions with USseveral ~~and~~large ~~local~~hotel ~~authorities,~~chains ~~maintaining~~and ~~monitoring~~looks ~~practices,~~to ashave ~~well~~these asbusinesses actively using the ~~continued~~system ~~development~~online and in-house. On completion of ~~the~~first ~~company’s~~phase ~~central~~and ~~system~~successful ~~(API)~~beta ~~where~~testing ~~all~~we intend to roll out the ~~services~~system ~~will~~at ~~connect~~an ~~and~~accelerated ~~operate~~rate ~~from~~through a network of sales agents working in strategic locations, a generous referral program, a strong social media presence as well as online advertising.

~~The~~Once ~~Avra~~the ~~news~~established ~~portal~~core isbusinesses ~~being~~are ~~developed~~operating and the sales process working, ~~providing~~we ~~daily~~intend ~~news~~to ~~events~~develop ~~and~~the ~~analysis~~product portfolio, ~~products~~working ~~information~~with ~~and~~remittance ~~fund~~companies ~~raising~~to ~~opportunities~~allow ~~for~~remittances-by-bitcoin ~~startups~~as inwell ~~the~~as ~~space~~regional bill-pay-by-bitcoin solutions, through portals that Avra will be developing further.

~~The~~Operationally ~~Company~~we isexpect ~~working~~to onhire ~~its~~sales ~~first~~managers ~~ATM~~to ~~client.~~oversee ~~The~~sales ~~Company~~for iseach inof ~~active~~the ~~discussions~~brands ~~with~~AvraPay ~~several~~and ~~large~~AvraATM. We ~~hotel~~also ~~chains~~plan ~~and looks~~ to ~~have~~hire ~~these~~an ~~businesses actively using the system online and~~ in- house. Ontechnology ~~completion~~person ofwho ~~first~~would ~~phase~~monitor and ~~successful~~develop ~~beta~~the ~~testing~~API weand ~~intend~~provide service to ~~roll~~existing ~~out~~and ~~the~~new ~~system~~clients. atThe antiming ~~accelerated~~of ~~rate~~the ~~through~~requirement aof ~~network~~people offor ~~sales~~these ~~agents~~positions ~~working~~will inbe ~~strategic~~variable ~~locations,~~depending aon ~~generous~~workloads ~~referral~~and ~~program,~~whether awe ~~strong~~can ~~social~~continue ~~media~~to ~~presence~~use asconsultants ~~well~~at asa ~~online~~cheaper ~~advertising~~rate.

~~Once~~We ~~the~~expect ~~established~~to ~~core~~be ~~businesses~~in ~~are~~a ~~operating~~full ~~and~~marketing ~~the sales process working~~phase, weexpecting ~~intend~~ to ~~develop~~increase ~~the~~users, ~~product portfolio~~business, ~~working~~the ~~with~~ATM ~~remittance~~network, ~~companies~~solidifying tothe ~~allow~~brand ~~remittances-by-bitcoin~~and awareness as well as ~~regional~~bringing ~~bill-pay-by-bitcoin~~the ~~solutions,~~company ~~through~~to ~~portals~~solid ~~that~~profit ~~Avra~~margins ~~will~~in beorder ~~developing~~to expand further.

~~Operationally~~Beyond we2018 ~~expect~~and towith ~~hire sales managers to oversee sales for each of~~ the ~~brands~~user ~~AvraPay~~base ~~and~~expected, ~~AvraATM. We~~we ~~also~~would ~~plan~~hope to ~~hire~~reduce anour independence ~~house~~on ~~technology~~other ~~person~~providers ~~who~~for ~~would~~exchange ~~monitor~~ and ~~develop~~services, ~~the API~~ and ~~provide~~start ~~service~~ to ~~existing~~provide ~~and~~those ~~new~~services ~~clients.~~ourselves, ~~The~~thereby ~~timing~~increasing ofmargins ~~the requirement of people for these positions will be variable depending on workloads~~ and ~~whether~~ensuring wethat ~~can~~Avra ~~continue~~is tocompletely ~~use~~independent ~~consultants~~of atother ~~a cheaper rate~~providers.

WeResults ~~expect~~of to be in a full marketing phase, expecting to increase users, business, the ATM network, solidifying the brand and awareness as well as bringing the company to solid profit margins in order to expand further.Operations

~~Beyond~~Our ~~2016~~operating ~~and~~expenses ~~with~~for the ~~user~~years ~~base~~ended ~~expected,~~January ~~we would hope to reduce our dependence on other providers for exchange and services~~31, ~~and~~2018 ~~start to provide those services ourselves, thereby increasing margins~~ and ~~ensuring~~2017 ~~that~~are ~~Avra~~summarized isas ~~completely independent of other providers.~~ follows:


	Year Ended	Year Ended
	January 31, 2018	January 31, 2017
General and Administrative Gain on forgiveness of debt	$ 90,906 (21,632)	$ 62,909 -


Interest Expense	14,549	13,256

Net Loss	$ 83,823	$ 76,165

~~Results of Operations~~Revenue

~~Our~~We ~~operating~~have ~~expenses~~not ~~for~~generated ~~the~~any ~~years~~revenues ~~ended~~since ~~January~~our ~~31, 2017 and 2016 are summarized as follows:~~inception.

	Year Ended	Year Ended
	January 31, 2017	January 31, 2016
Amortization	$ -	$ -
General and administrative	2,259	51,808
Professional fees	60,650	321,731
Impairment loss on fixed assets	-	1,061
Total operating expense	$ 62,909	$ 374,600

General and Administrative

~~Revenue~~In the year ended January 31, 2018, we incurred net loss of $83,823 compared to $76,165 in the year ended January 31, 2017. Our net loss increased $7,658 from January 31, 2017 to January 31, 2018 primarily as a result of increase in consulting and professional fees and general and administrative fees incurred in the year ended January 31, 2018.

WeLiquidity ~~have~~and ~~not~~Capital ~~generated any revenues since our inception.~~Resources

~~General~~Working ~~and Administrative~~Capital

In the year ended January 31, 2017, we incurred net loss of $76,165 compared to $386,137 in the year ended January 31, 2016. Our net loss decreased $309,972 from January 31, 2016 to January 31, 2017 primarily as a result of decrease in consulting and professional fees and general and administrative fees incurred in the year ended January 31, 2017.


	At	At
	January 31, 2018	January 31, 2017
Current assets	$ -	$ 600
Current liabilities	646,508	563,285

Working capital (deficit)	$ (646,508)	$ (562,685)

~~Liquidity~~Our total current assets as of January 31, 2018 were $0 and ~~Capital~~as ~~Resources~~of January 31, 2017 were $600. Our total current liabilities as of January 31, 2018 were $646,508 as compared to total current liabilities of $563,285 as of January 31, 2017. The increase was primarily due to an increase Notes payable of $40,000 and an increase of $44,742 in related party payables, for a total related party payables of $159,781.

~~Working~~Cash ~~Capital~~Flows

	At	At
	January 31, 2017	January 31, 2016
	January 31, 2018	January 31, 2017
Current assets	$ 600	$ 607
Cash flows used in operating activities	$ (40,000)	$ (7)
Current liabilities	563,285	487,127
Net cash used in investing activities	-	-
Working capital (deficit)	$ (562,685)	$ (486,520)
Cash flows provided by financing activities	40,000	-
Net increase (decrease) in cash during year	$ -	$ (7)

~~Our~~Operating total current assets as of January 31, 2017 were $600 and as of January 31, 2016 were $607. Our total current liabilities as of January 31, 2017 were $563,285 as compared to total current liabilities of $487,127 as of January 31, 2016. The increase was primarily due to an increase of accounts payable and accrued liabilities of $13,256 and related party payables of $62,902 during the year.Activities

Cash ~~Flows~~used in operating activities increased $39,993 from $7 to $40,000 due to the increase in consulting fees and general and administrative expenses during the current year.

	At	At
	January 31, 2017	January 31, 2016
Cash flows used in operating activities	$ (7)	$ (126,413)
Net cash used in investing activities	-	-
Cash flows provided by financing activities	-	106,841
Net increase (decrease) in cash during year	$ (7)	$ (19,572)

Investing Activities

~~Operating~~We ~~Activities~~did not use any cash for investing activities during the years ended January 31, 2018 and 2017.

~~Cash~~Financing ~~used by operating activities decreased $126,406 from $126,413 to $7 due to the decrease in consulting fees and general and administrative expenses during the current year.~~ Activities

~~Investing~~The ~~Activities~~$40,000 increase in cash provided by financing activities during the year ended January 31, 2018 was primarily due to higher levels of financing being obtained in the current year compared to proceeds of $0 during the year ended January 31, 2017.

WeOff-Balance ~~did~~Sheet ~~not use any cash for investing activities during the years ended January 31, 2017 and 2016.~~Arrangements

14We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

~~Financing~~Critical ~~Activities~~Accounting Policies

The ~~$106,841~~discussion ~~decrease~~and inanalysis ~~cash~~of ~~provided~~our byfinancial ~~financing~~condition ~~activities~~and ~~during~~results of operations is based upon the ~~year~~accompanying ~~ended~~consolidated ~~January~~financial 31statements, ~~2017~~which ~~was~~have ~~primarily~~been ~~due~~prepared toin ~~lower~~accordance ~~levels~~with ofthe ~~financing~~accounting ~~being~~principles ~~obtained~~generally accepted in the ~~current~~United ~~year~~States ~~compared~~of America and are expressed in United States Dollars. Preparing financial statements requires management to ~~proceeds~~make estimates and assumptions that affect the reported amounts of ~~$106~~assets,~~841~~ ~~during~~liabilities, revenue, and expenses. These estimates and assumptions are affected by management’s application of accounting policies. We believe that understanding the ~~year~~basis ~~ended~~and ~~January~~nature ~~31,~~of ~~2016~~the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financial statements.

~~Off-Balance~~Foreign ~~Sheet~~Currency ~~Arrangements~~Translation

WeOur ~~have~~company’s noplanned ~~significant~~operations ~~off-balance~~will ~~sheet~~be ~~arrangements~~in ~~that~~the ~~have~~United orStates, ~~are~~which ~~reasonably~~results ~~likely~~in exposure to ~~have~~market arisks ~~current~~from orchanges ~~future~~in ~~effect~~foreign oncurrency ~~our~~exchange rates. The financial ~~condition,~~risk ~~changes~~is inthe ~~financial~~risk ~~condition,~~to ~~revenues~~our orcompany’s ~~expenses,~~operations ~~results~~that ofarise ~~operations,~~from ~~liquidity,~~fluctuations ~~capital~~in ~~expenditures~~foreign orexchange ~~capital~~rates ~~resources~~and ~~that~~the ~~are~~degree ~~material~~of tovolatility ~~stockholders~~of these rates.

~~Critical~~Currently, ~~Accounting~~our ~~Policies~~company does not use derivative instruments to reduce its exposure to foreign currency risk.

~~The~~Our ~~discussion~~company’s ~~and~~functional ~~analysis~~currency offor ~~our~~all ~~financial condition and results of~~ operations worldwide is ~~based upon~~ the ~~accompanying~~U.S. ~~consolidated~~dollar. ~~financial~~Nonmonetary ~~statements,~~assets ~~which~~and ~~have~~liabilities ~~been~~are ~~prepared~~translated inat ~~accordance~~historical ~~with~~rates ~~the~~and ~~accounting~~monetary ~~principles~~assets ~~generally~~and ~~accepted~~liabilities inare ~~the~~translated ~~United~~at ~~States~~exchange ofrates ~~America and are expressed~~ in ~~United~~effect ~~States~~at ~~Dollars. Preparing financial statements requires management to make estimates and assumptions that affect~~ the ~~reported~~end ~~amounts~~ of ~~assets,~~the ~~liabilities,~~year. ~~revenue,~~Revenues and expenses. ~~These estimates and assumptions~~ are ~~affected~~translated byat ~~management’s~~average ~~application~~rates offor ~~accounting~~the ~~policies~~year. WeGains ~~believe that understanding the basis~~ and ~~nature~~losses offrom ~~the~~translation ~~estimates and assumptions involved with the following aspects~~ of ~~our~~foreign currency financial statements isinto ~~critical~~US todollars anare ~~understanding~~included ofin ~~our~~current ~~financial~~results ~~statements~~of operations.

~~Foreign~~Revenue ~~Currency Translation~~Recognition

~~Our~~Sales ~~company’s~~are ~~planned~~recorded ~~operations~~when ~~will~~products beare inshipped ~~the United States, which results in exposure~~ to ~~market risks from changes in foreign currency exchange rates~~customers. ~~The~~Provisions ~~financial~~for ~~risk~~discounts isand ~~the~~rebates ~~risk~~ to ~~our~~customers, ~~company’s~~estimated ~~operations~~returns ~~that~~and ~~arise~~allowances, ~~from~~and ~~fluctuations~~other inadjustments ~~foreign~~are ~~exchange~~provided ~~rates~~for ~~and~~in the ~~degree~~same ofperiod ~~volatility~~the ofrelated ~~these~~sales ~~rates~~are recorded. ~~Currently,~~No ~~our~~provision ~~company~~for ~~does~~discounts ~~not~~or ~~use~~rebates ~~derivative instruments~~ to ~~reduce~~customers, ~~its~~estimated ~~exposure~~returns toand ~~foreign~~allowances ~~currency~~or ~~risk.~~other ~~Our~~adjustments ~~company’s~~were ~~functional~~recognized ~~currency~~during ~~for~~the ~~all~~year ~~operations~~ended ~~worldwide~~January is31, ~~the U~~2018.S. ~~dollar.~~In ~~Nonmonetary~~instances ~~assets~~where ~~and~~products ~~liabilities~~ are ~~translated~~configured atto ~~historical~~customer ~~rates~~requirements, ~~and~~revenue ~~monetary~~is ~~assets~~recorded ~~and~~upon ~~liabilities~~the ~~are~~successful ~~translated~~completion atof ~~exchange~~our ~~rates~~final intest ~~effect~~procedures atand the ~~end~~customer’s ~~of the year~~acceptance. ~~Revenues~~Our ~~and~~company ~~expenses~~has ~~are~~not ~~translated~~made atany ~~average~~sales ~~rates~~as ~~for the year. Gains and losses from translation~~ of ~~foreign~~January ~~currency~~31, ~~financial statements into US dollars are included in current results of operations~~2018.

~~Revenue~~Recently ~~Recognition~~Issued Accounting Pronouncements

~~Sales~~Our ~~are~~company ~~recorded~~has ~~when~~implemented ~~products~~all ~~are~~new ~~shipped~~accounting topronouncements ~~customers.~~that ~~Provisions~~are ~~for~~in ~~discounts~~effect and ~~rebates~~that tomay ~~customers,~~impact ~~estimated~~its ~~returns~~financial ~~and~~statements ~~allowances,~~ and ~~other~~does ~~adjustments~~not ~~are~~believe ~~provided~~that ~~for~~there ~~in the same period the related sales~~ are ~~recorded.~~any ~~No provision for discounts or rebates to customers, estimated returns and allowances or~~ other ~~adjustments~~new ~~were~~accounting ~~recognized~~pronouncements ~~during~~that ~~the~~have ~~year~~been ~~ended~~issued ~~January~~that ~~31,~~might ~~2017.~~have Ina ~~instances~~material ~~where~~impact ~~products~~on ~~are~~its ~~configured~~financial toposition ~~customer~~or ~~requirements,~~results ~~revenue is recorded upon the successful completion~~ of ~~our final test procedures and the customer’s acceptance~~operations. ~~Our company has not made any sales as of January 31, 2017.~~

~~Recently~~Contractual ~~Issued Accounting Pronouncements~~Obligations

~~Our~~As ~~company~~a ~~has~~“smaller ~~implemented~~reporting ~~all~~company”, ~~new~~we ~~accounting pronouncements that~~ are ~~in effect and that may impact its financial statements and does~~ not ~~believe~~required ~~that~~to ~~there~~provide ~~are~~tabular ~~any~~disclosure ~~other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations~~obligations.

~~Contractual~~Item ~~Obligations~~7A. Quantitative and Qualitative Disclosures About Market Risk

As a “smaller reporting company”, we are not required to provide ~~tabular~~the ~~disclosure~~information ~~obligations~~required by this Item.

Item 7A8. Financial ~~Quantitative~~Statements and ~~Qualitative~~Supplementary ~~Disclosures About Market Risk~~Data

15Avra Inc.

AsFinancial ~~a “smaller reporting company”, we are not required to provide the information required by this Item.~~Statements

Item 8. Financial Statements and Supplementary Data


Index
Report of Independent Registered Public Accounting Firms	F-1
Balance Sheets as of January 31, 2018 and 2017	F-3
Statements of Operations for the Years Ended January 31, 2018 and 2017	F-4
Statement of Changes in Stockholders’ Deficit for the Years Ended January 31, 2018 and 2017	F-5
Statements of Cash Flows for the Years Ended January 31, 2018 and 2017	F-6
Notes to the Financial Statements	F-7

16Report of Independent Registered Public Accounting Firm

To the shareholders and the board of directors of Avra, Inc.

(AOpinion ~~Development~~on ~~Stage~~the ~~Company)~~Financial Statements

AsWe have audited the accompanying balance sheet of Avra, Inc. (the "Company") as of January 31, 2018, the related statement of operations, stockholders' equity (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 present fairly, in all material respects, the financial position of the Company as of January 31, ~~2017~~2018, 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.

Index
Report of Independent Registered Public Accounting Firm	18
Balance Sheets	19
Statements of Operations	20
Statement of Changes in Stockholders’ Equity (Deficit)	21
Statements of Cash Flows	22
Notes to the Financial Statements	23

Basis for Opinion

17These financial 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.

~~REPORT~~We OFconducted ~~INDEPENDENT~~our ~~REGISTERED~~audit ~~PUBLIC~~in ~~ACCOUNTING~~accordance ~~FIRM~~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 misstatement, whether due to error or fraud.

ToOur audit included performing procedures to assess the ~~Board~~risks of ~~Directors~~material ~~andStockholders~~misstatement of ~~Avra~~the ~~Inc~~financial statements, whether due to error or fraud, and performing procedures that respond to those risks.~~Greenville~~ Such procedures included examining, SCon 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.

WeSubstantial ~~have~~Doubt ~~audited~~about the ~~accompanying consolidated balance sheets of Avra Inc. as of January 31, 2017 and 2016, and the related consolidated statements of operations, stockholders~~Company’ ~~deficit and cash flows for each of the years then ended. Avra Inc’~~s ~~management~~Ability ~~is responsible for these financial statements. Our responsibility is~~ to ~~express~~Continue anas ~~opinion~~a onGoing ~~these financial statements based on our audits.~~Concern

WeThe ~~conducted~~accompanying ~~our~~financial ~~audits~~statements inhave ~~accordance~~been ~~with~~prepared ~~the~~assuming ~~standards~~that of the ~~Public~~ Company ~~Accounting~~will ~~Oversight~~continue ~~Board~~as ~~(United~~a ~~States)~~going concern. ~~Those~~ ~~standards~~As ~~require~~discussed ~~that~~in weNote ~~plan~~3 ~~and perform the audit~~ to ~~obtain reasonable assurance about whether~~ the financial statements, ~~are~~the ~~free of material misstatement. The~~ Company’s issignificant ~~not~~operating ~~required~~losses toraise ~~have,~~substantial ~~nor~~doubt ~~were~~about weits ~~engaged~~ability to ~~perform,~~continue ~~an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting~~ as a ~~basis~~going for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reportingconcern. ~~Accordingly,~~The ~~we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the~~ financial statements, ~~assessing~~do ~~the~~not ~~accounting~~include ~~principles~~any ~~used~~adjustments ~~and~~that ~~significant~~might ~~estimates~~result ~~made~~from ~~by management, as well as evaluating~~ the ~~overall~~outcome ~~financial~~of ~~statement~~this ~~presentation~~uncertainty. ~~We believe that our audits provide a reasonable basis for our opinion.~~

In/s/ ~~our~~BF ~~opinion,~~Borgers ~~the~~CPA consolidated financial statements referred to above present fairly, in all material respects, the financial position of Avra Inc. as of January 31, 2017 and 2016, and the results of its operations and its cash flows for each of the years then ended in conformity with accounting principles generally accepted in the United States of America.PC

~~The~~BF ~~accompanying~~Borgers ~~consolidated~~CPA financial statements have been prepared assuming that Avra Inc, will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, Avra Inc. has suffered recurring losses from operations and has a net capital deficiency that 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 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.PC

~~/s/~~Served ~~GBH~~as ~~CPAs,~~Auditor PCSince 2018

~~GBH CPAs~~Lakewood, ~~PCwww.gbhcpas.comHouston,~~CO ~~Texas December 12, 2017~~

18January 28, 2019

~~Avra~~REPORT ~~Inc.~~OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~Balance~~To ~~Sheets~~the Board of Directors andStockholders of Avra Inc.Santo Domingo, Dominican Republic

We have audited the accompanying consolidated balance sheet of Avra Inc. as of January 31, 2017, and ~~2016~~the related consolidated statements of operations, stockholders’ deficit and cash flows for the year then ended. Avra Inc’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audit.

	January 31,	January 31,
	2017	2016
ASSETS
Current Assets
Cash and cash equivalents	$ -	$ 7
Prepaid expenses	600	600
Total Current Assets	600	607
Total Assets	$ 600	$ 607
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$ 162,804	$ 149,548
Accounts payable - related party	115,039	52,137
Short-term debts	169,946	169,946
Stock payable	115,496	115,496
Total Current Liabilities	563,285	487,127
Contingencies and Commitments
Stockholders’ Deficit
Preferred stock, 100,000,000 shares authorized, $0.00001 par value; no shares issued and outstanding	–	–
Common stock, 300,000,000 shares authorized, $0.00001 par value; 63,397,067 shares issued and outstanding	634	634
Additional paid-in capital	194,062	194,062
Accumulated deficit	(757,381)	(681,216)
Total Stockholders’ Deficit	(562,685)	(486,520)
Total Liabilities and Stockholders’ Deficit	$ 600	$ 607
The accompanying notes are an integral part of these consolidated financial statements.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, 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. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

19In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Avra Inc. as of January 31, 2017, 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.

The accompanying consolidated financial statements have been prepared assuming that Avra Inc, will continue as a going concern. As discussed in Note 3 to the consolidated financial statements, Avra Inc. has suffered recurring losses from operations and has a net capital deficiency that 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 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Statements~~/s/ ofGBH ~~Operations~~CPAs, PC

~~January~~GBH 31CPAs, ~~2017~~PCwww.gbhcpas.comHouston, ~~and~~Texas ~~2016~~December 12, 2017

			For the	For the
	AVRA INC.
			Year Ended	Year Ended
BALANCE SHEETS
			January 31, 2017	January 31, 2016
		January 31,		January 31,
Operating Expenses
		2018		2017
General and administrative			$ 2,259	$ 51,808
	ASSETS
Professional fees			60,650	321,731
Current assets:
Impairment loss on fixed assets			-	1,061
	Cash	$ -		$ -
Total Operating Expenses			(62,909)	(374,600)
	Prepaid expenses	$ -		$ 600
Other Income (Expense)
	Total Current Assets	-		600
Foreign exchange gain			-	184
Total assets		-		600
Interest expense			(13,256)	(11,721)
	LIABILITIES AND STOCKHOLDERS' DEFICIT
Total Other Expense			$ (13,256)	$ (11,537)
Current liabilities:
Net Loss			$ (76,165)	$ (386,137)
	Accounts Payable and Accrued Liabilities	109,752		162,804
Net Loss Per Common Share – Basic and Diluted			(0.01)	(0.01)
	Accounts Payable-Related Party	159,781		115,039
Weighted Average Common Shares Outstanding – Basic and Diluted			63,797,067	63,797,067
Accrued Interest		46,533		-
The accompanying notes are an integral part of these consolidated financial statements.
	Notes Payable	214,946		169,946
	Stock Payable	115,496		115,496
Total liabilities		646,508		563,285
Stockholders' deficit:
	Preferred Stock Authorized 100,000,000 Par Value $0.00001
	As of January 31, 2018 and January 31, 2017	-		-
	Common stock; authorized 300,000,000; 63,397,094 shares at $0.00001 par value
	As of January 31, 2018 and January 31, 2017	634		634
	Additional Paid in Capital	194,062		194,062
	Deficit accumulated	(841,204)		(757,381)
	Total stockholders' deficit	(646,508)		(562,685)
Total liabilities and stockholders' equity		$ -		$ 600

20The accompanying notes are an integral part of these financial statements

Avra Inc.

	AVRA INC.
STATEMENTS OF OPERATIONS


		For the Year Ended January 31, 2018	For the Year Ended January 31, 2017

Operating Expenses:

	General and administrative	$ 90,906	$ 62,909
Total Operating Expenses		90,906	62,909

	Loss from Operations	$ (90,906)	$ (62,909)

Other income (expense)
	Gain on Forgiveness of Debt	(21,632)
	Interest Expense, net	14,549	13,256
	Total other income (expense)	$ (7,083)	$ -

	Net loss for the period	$ (83,823)	$ (76,165)


Net loss per share:
	Basic and diluted	$ -	$ -


Weighted average number of shares outstanding:
	Basic and diluted	63,397,067	63,397,067

~~Statement~~The ofaccompanying ~~Changes~~notes inare ~~Stockholders’~~an ~~Deficit~~integral part of these financial statements

January 31, 2017 and 2016

		AVRA INC.
STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT


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

BALANCE JANUARY 31, 2016			63,397,067	$ 634	$ 194,062	$ (681,216)	$ (486,520)
	Net Loss		-	-	-	(76,165)	(76,165)
BALANCE JANUARY 31, 2017			63,397,067	$ 634	$ 194,062	$ (757,381)	$ (562,685)
	Net Loss		-	-		(83,823)	(83,823)
BALANCE JANUARY 31, 2018			63,397,067	$ 634	$ 194,062	$ (841,204)	$ (646,508)

			Additional
	Common		Paid-in
	Stock	Amount	Capital	Deficit	Total
Balance – January 31, 2015	63,397,067	$ 634	$ 194,062	$ (295,079)	$ (100,383)
Net loss	–	–	–	(386,137)	(386,137)
Balance – January 31, 2016	63,397,067	$ 634	$ 194,062	$ (681,216)	$ (486,520)
Net loss				(76,165)	(76,165)
Balance – January 31, 2017	63,397,067	$ 634	$ 194,062	$ (757,381)	$ (562,685)
The accompanying notes are an integral part of these consolidated financial statements.

The accompanying notes are an integral part of these financial statements

		AVRA INC.
STATEMENTS OF CASH FLOWS

			For the Year Ended January 31, 2018	For the Year Ended January 31, 2017

Cash flow from operating activities:
	Net loss		$ (83,823)	$ (76,165)
	Adjustment to reconcile net loss to net cash used in operating activities:
	Accrued Interest		14,549	13,256
Changes in operating assets and liabilities:
	Prepaid Expenses		600.00	-
	Accounts Payable - Related Party		44,742	-
	Accounts Payable		(16,068)	62,902
Net Cash Used in Operating activities			$ (40,000)	$ (7)

Cash flows from financing activities:
	Proceeds from Notes Payable		40,000	-
Net cash provided by financing activities			40,000	-

Decrease in cash during the period			-	(7)

Cash, beginning of period			-	7

Cash, end of period			$ -	$ -

Supplemental disclosure of cash flow information:
	Cash paid during the period
		Taxes	$ -	$ -
		Interest	$ -	$ -

Supplemental disclosure of non-cash operating activities:
	Cash paid during the period
		Gain on forgiveness of debt	$ (21,632)	$ -

The accompanying notes are an integral part of these financial statements

Avra, Inc.

~~Statements~~Notes ofto ~~Cash~~the ~~Flows~~Financial Statements

~~January~~Note ~~31,~~1 ~~2017~~- Organization and ~~2016~~Operations

	For the	For the
	Year Ended	Year Ended
	January 31, 2017	January 31, 2016
Cash Flows from Operating Activities
Net loss	$ (76,165)	$ (386,137)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation	-	93,329
Impairment loss on fixed assets	-	1,061
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities	13,256	119,059
Accounts payable – related party	62,902	46,275
Net Cash Used in Operating Activities	(7)	(126,413)
Cash Flows from Financing Activities
Proceeds from short-term debts	-	106,841
Net Cash Provided by Financing Activities	-	106,841
Change in Cash	(7)	(19,572)
Cash - Beginning of Year	7	19,579
Cash - End of Year	$ -	$ 7
Supplementary Information:
Interest paid	$ –	$ –
Income taxes paid	$ –	$ –
The accompanying notes are an integral part of these consolidated financial statements.

Nature of Business and Continuance of Operations

22Avra Inc. (the “Company”) was incorporated in the State of Nevada on December 1, 2010. The Company, is focused on solutions in the cryptocurrency and digital currency markets, particularly in offering payment solutions to businesses worldwide. The Company also has a business in marketing and distributing of Smart TV boxes to home consumers throughout the United States. Smart TV boxes are hardware devices that allow consumers to combine all of the benefits of the Internet with the large size and high definition capabilities of TV screens; however, this is not the Company’s focus.

~~Avra~~The Company’s business model can be broken down into four distinct categories, ~~Inc~~as follows: AvraPay: To develop a complete, turn-key and painless way for merchants to accept Bitcoin as payment; AvraATM: To promote usage and acceptance of digital currencies through the Company's proposed network of ATMs; AvraTourism: To provide cryptocurrency payment processing solutions for merchants such as hotels and casinos; AvraNews: To provide a news portal focusing on digital currency news.

~~Notes~~These financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and discharge its liabilities in the ~~Financial~~normal ~~Statements~~course of business.

~~Note~~These 1consolidated -financial ~~Organization~~statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and ~~Operations~~discharge its liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As of January 31, 2018, the Company has working capital deficit of $644,218 and has an accumulated deficit totaling $838,914 since inception, and has not yet generated any revenue from operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

~~Nature~~The Company’s management plans to raise funds in the next 12 months through a combination of ~~Business~~debt financing and ~~Continuance~~equity financing by way of ~~Operations~~private placement.

~~Avra~~Note ~~Inc.~~2 ~~(the~~- ~~“Company”)~~Significant ~~was incorporated in the State of Nevada on December 1, 2010. The Company, with offices in the United States, is focused on solutions in the cryptocurrency~~ and ~~digital~~Critical ~~currency~~Accounting ~~markets,~~Policies ~~particularly in offering payment solutions to businesses worldwide. The Company also has a business in marketing~~ and distributing of Smart TV boxes to home consumers throughout the United States. Smart TV boxes are hardware devices that allow consumers to combine all of the benefits of the Internet with the large size and high definition capabilities of TV screens; however, this is not the Company’s focus.Practices

~~The Company’s business model can be broken down into four distinct categories, as follows: AvraPay: To develop~~ a) ~~complete,~~Basis ~~turn-key and painless way for merchants to accept Bitcoin as payment; AvraATM: To promote usage and acceptance~~ of digital currencies through the Company's proposed network of ATMs; AvraTourism: To provide cryptocurrency payment processing solutions for merchants such as hotels and casinos; AvraNews: To provide a news portal focusing on digital currency news.Presentation

These consolidated financial statements of the Company have been prepared onin aaccordance ~~going~~with ~~concern~~generally ~~basis,~~accepted ~~which~~accounting ~~assumes~~principles in the ~~Company~~United ~~will~~States ~~continue~~and toare ~~realize~~expressed ~~its~~in ~~assets~~US ~~and~~dollars. ~~discharge~~The ~~its~~Company’s ~~liabilities~~fiscal inyear ~~the~~end ~~normal~~is ~~course~~January ~~of business~~31.

~~These~~b) ~~consolidated~~Use ~~financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and discharge its liabilities in the normal course~~ of business. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As of January 31, 2017, the Company has working capital deficit of $562,685 and has incurred losses totaling $757,381 since inception, and has not yet generated any revenue from operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.Estimates

The ~~Company’s~~preparation ~~management~~of ~~plans~~financial statements in conformity with United States generally accepted accounting principles requires management to ~~raise~~make ~~funds~~estimates inand assumptions that affect the ~~next~~reported 12amounts ~~months~~of ~~through~~assets aand ~~combination~~liabilities and disclosure of ~~debt~~contingent ~~financing~~assets and ~~equity~~liabilities ~~financing~~at bythe ~~way~~date of ~~private~~the ~~placement~~financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to stock-based compensation and deferred income tax asset valuation allowances.

~~Note~~The 2Company -bases ~~Significant~~its estimates and ~~Critical~~assumptions ~~Accounting~~on ~~Policies~~current facts, historical experience and ~~Practices~~various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

ac) ~~Basis of Presentation~~Reclassification

~~These~~Certain ~~consolidated~~prior ~~financial~~period ~~statements~~amounts ~~of the Company~~ have been ~~prepared~~reclassified into ~~accordance~~conform ~~with~~to ~~generally~~current ~~accepted~~period ~~accounting principles in the United States and are expressed in US dollars~~presentation. ~~The Company’s fiscal year end is January 31.~~

bd) ~~Use~~Cash ofand ~~Estimates~~Cash Equivalents

The ~~preparation~~Company ofconsiders ~~financial~~all ~~statements~~highly inliquid ~~conformity~~instruments with ~~United~~an ~~States~~original ~~generally~~maturity ~~accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts~~ of ~~assets~~three ~~and~~months ~~liabilities~~or ~~and~~less ~~disclosure of contingent assets and liabilities~~ at the ~~date~~time of ~~the~~issuance ~~financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related~~ to stock-based compensation and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be ~~reasonable~~cash under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sourcesequivalents. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

ce) ~~Reclassification~~Financial Instruments

~~Certain~~The ~~prior~~Company’s ~~period~~financial ~~amounts~~instruments ~~have~~consist ~~been~~principally ~~reclassified~~of cash and cash equivalents, accounts payable and accrued liabilities, short-term debts and due to ~~conform~~related parties. Pursuant to ~~current~~ASC ~~period~~820, ~~presentation~~Fair Value Measurements and Disclosures and ASC 825, Financial Instruments the fair value of the Company’s cash equivalents is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets.

df) ~~Cash~~Loss ~~and~~Per ~~Cash~~Common ~~Equivalents~~Share

23Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. At January 31, 2018, the Company has no potentially dilutive securities outstanding.

~~The~~g) ~~Company~~Foreign ~~considers~~Currency ~~all highly liquid instruments with an original maturity of three months or less at the time of issuance to be cash equivalents.~~Translation

e)The ~~Financial~~Company’s ~~Instruments~~planned operations will be in the United States, which results in exposure to market risks from changes in foreign currency exchange rates. The financial risk is the risk to the Company’s operations that arise from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk. The Company's functional currency for all operations worldwide is the U.S. dollar. Nonmonetary assets and liabilities are translated at historical rates and monetary assets and liabilities are translated at exchange rates in effect at the end of the year. Revenues and expenses are translated at average rates for the year. Gains and losses from translation of foreign currency financial statements into U.S. dollars are included in current results of operations.

~~The~~h) ~~Company’s~~Revenue financial instruments consist principally of cash and cash equivalents, accounts payable and accrued liabilities, short-term debts and due to related parties. Pursuant to ASC 820, Fair Value Measurements and Disclosures and ASC 825, Financial Instruments the fair value of the Company’s cash equivalents is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets.Recognition

fASU No. 2014-09, Revenue from Contracts with Customers (“Topic 606”), ~~Loss~~became ~~Per~~effective ~~Common~~for ~~Share~~the Company on January 1, 2018. The Company’s revenue recognition disclosure reflects its updated accounting policies that are affected by this new standard. The Company applied the “modified retrospective” transition method for open contracts for the implementation of Topic 606. The Company made no adjustments to its previously-reported total revenues, as those periods continue to be presented in accordance with its historical accounting practices under Topic 605, Revenue Recognition.

~~Basic~~The ~~EPS~~Company iswill ~~computed~~recognize byrevenue ~~dividing~~according ~~net~~to Topic ~~income~~606 in ~~(loss)~~a ~~available~~manner tothat ~~common~~reasonably ~~shareholders~~reflects ~~(numerator) by~~ the ~~weighted~~delivery ~~average number~~ of ~~shares~~its ~~outstanding~~services ~~(denominator)~~and ~~during~~products ~~the period. Diluted EPS gives effect~~ to ~~all~~customers ~~dilutive~~in ~~potential~~return ~~common~~for ~~shares~~expected ~~outstanding~~consideration ~~during the period using the treasury stock method~~ and ~~convertible~~includes ~~preferred stock using~~ the ~~if-converted~~following method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. At January 31, 2017, the Company has no potentially dilutive securities outstanding.elements:

g)● ~~Foreign~~executed ~~Currency~~contracts ~~Translation~~with the Company’s customers that it believes are legally enforceable;

~~The~~● ~~Company’s~~identification planned operations will be in the United States, which results in exposure to market risks from changes in foreign currency exchange rates. The financial risk is the risk to the Company’s operations that arise from fluctuations in foreign exchange rates and the degree of ~~volatility~~performance ofobligations these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk. The Company's functional currency for all operations worldwide is the U.S. dollar. Nonmonetary assets and liabilities are translated at historical rates and monetary assets and liabilities are translated at exchange rates in ~~effect at~~ the ~~end~~respective of the year. Revenues and expenses are translated at average rates for the year. Gains and losses from translation of foreign currency financial statements into U.S. dollars are included in current results of operations.contract;

h)● ~~Revenue~~determination ~~Recognition~~of the transaction price for each performance obligation in the respective contract;

~~Sales~~● ~~are~~allocation ~~recorded when products are shipped to customers. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in~~ the ~~same~~transaction ~~period~~price ~~the related sales are recorded. No provision for discounts or rebates~~ to ~~customers,~~each ~~estimated~~performance ~~returns~~obligation; and allowances or other adjustments were recognized during the quarter ended January 31, 2016. In instances where products are configured to customer requirements, revenue is recorded upon the successful completion of the Company’s final test procedures and the customer’s acceptance. The Company has not made any sales as of January 31, 2017.

i)● ~~Income~~recognition ~~Taxes~~of revenue only when the Company satisfies each performance obligation.

The Company ~~accounts~~has ~~for~~not ~~income~~made ~~taxes~~any ~~using~~sales ~~the~~as asset and liability method in accordance with ASC 740, Income Taxes. The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of ~~temporary~~January ~~differences between the financial reporting and tax bases of assets and liabilities~~31, ~~and for operating loss and tax credit carryforwards~~2018. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.

ji) ~~Stock-Based~~Income ~~Compensation~~Taxes

WeThe ~~estimate~~Company ~~the~~accounts ~~fair~~for ~~value~~income oftaxes ~~each stock option award at the grant date by~~ using the ~~Black-Scholes~~asset ~~option pricing model~~ and ~~common~~liability ~~shares~~method ~~based~~in onaccordance ~~the~~with ~~market~~ASC ~~price~~740, ofIncome ~~the~~Taxes. ~~Company’s~~The ~~common~~asset ~~stock~~and onliability ~~the~~method ~~date~~provides ofthat ~~the~~deferred ~~share~~tax ~~grant.~~assets ~~The~~and ~~fair~~liabilities ~~value~~are ~~determined~~recognized ~~represents~~for the ~~cost~~expected ~~for~~future ~~the~~tax ~~award~~consequences ~~and~~of istemporary ~~recognized~~differences ~~over~~between the ~~vesting~~financial ~~period~~reporting ~~during~~and ~~which~~tax anbases ~~employee~~of isassets ~~required~~and toliabilities, ~~provide~~and ~~service in exchange~~ for ~~the~~operating ~~award.~~loss Asand ~~share-based~~tax ~~compensation~~credit ~~expense~~carryforwards. isDeferred ~~recognized~~tax ~~based~~assets onand ~~awards~~liabilities ~~ultimately~~are ~~expected~~measured tousing ~~vest, we reduce~~ the ~~expense~~currently ~~for~~enacted ~~estimated~~tax ~~forfeitures~~rates ~~based~~and onlaws ~~historical~~that ~~forfeiture~~will ~~rates.~~be ~~Previously~~in ~~recognized~~effect ~~compensation~~when ~~costs~~the ~~may~~differences beare ~~adjusted~~expected to ~~reflect~~reverse. ~~the~~The ~~actual~~Company ~~forfeiture~~records ~~rate~~a ~~for~~valuation ~~the~~allowance ~~entire~~to ~~award~~reduce atdeferred ~~the~~tax ~~end~~assets ofto the ~~vesting~~amount ~~period.~~that ~~Excess~~is ~~tax~~believed ~~benefits,~~more iflikely ~~any,~~than ~~are~~not ~~recognized as an addition~~ to ~~paid-in~~be ~~capital~~realized.

kj) ~~Subsequent~~Stock-Based ~~Events~~Compensation

24We estimate the fair value of each stock option award at the grant date by using the Black-Scholes option pricing model and common shares based on the market price of the Company’s common stock on the date of the share grant. The fair value determined represents the cost for the award and is recognized over the vesting period during which an employee is required to provide service in exchange for the award. As share-based compensation expense is recognized based on awards ultimately expected to vest, we reduce the expense for estimated forfeitures based on historical forfeiture rates. Previously recognized compensation costs may be adjusted to reflect the actual forfeiture rate for the entire award at the end of the vesting period. Excess tax benefits, if any, are recognized as an addition to paid-in capital.

~~The~~k) ~~Company’s~~Subsequent ~~management reviewed all material events from January 31, 2017, through the issuance date of these financial statements for disclosure consideration.~~Events

l)The ~~Recent~~Company’s ~~Accounting~~management ~~Pronouncements~~reviewed all material events from January 31, 2018, through the issuance date of these financial statements for disclosure consideration.

~~The~~l) ~~Company~~Recent ~~has~~Accounting implemented all new accounting pronouncements that are in effect and may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.Pronouncements

~~Note~~In 3August 2014, the FASB issued ASU No. 2014-15, ~~Short~~“Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-~~term~~15”), ~~Debts~~which requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. Certain disclosures will be required if conditions give rise to substantial doubt about an entity’s ability to continue as a going concern. ASU 2014-15 applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. This standard has no material effect on our financial statements

OnIn ~~August~~March 12016, ~~2013,~~ the ~~Company~~FASB ~~entered~~issued ~~into~~an aASU ~~loan~~amending ~~agreement~~the inaccounting ~~which~~for ~~the~~stock-based ~~note~~compensation ~~holder~~and ~~agreed~~requiring toexcess ~~provide~~tax abenefits ~~loan~~and deficiencies to ~~the~~be ~~Company~~recognized inas ~~the~~a ~~principal~~component ~~amount~~ of upincome totax ~~$50,000. The~~expense ~~loan~~rather isthan ~~unsecured,~~equity. ~~bears~~This ~~interest~~guidance atalso 8%requires ~~per~~excess ~~annum~~tax ~~and~~benefits ~~payable~~to onbe ~~August~~presented 1,as ~~2014.~~an ~~The~~operating ~~loan~~activity ~~agreement~~on ~~has~~the ~~been~~statement ~~amended~~of ~~when~~cash ~~the~~flows ~~loan~~and ~~amount~~allows ~~was~~an ~~increased~~entity to ~~$75,000~~make ~~with~~ an ~~extension~~accounting ofpolicy ~~the~~election ~~maturity~~to ~~date~~either toestimate ~~August~~expected 1,forfeitures ~~2015.~~or Asto ofaccount ~~January~~for ~~31,~~them ~~2017,~~as ~~the~~they ~~maturity~~occur. ~~date~~The ~~has~~ASU ~~not~~is ~~been~~effective ~~extended~~for ~~and~~reporting ~~the~~periods ~~loan~~beginning isafter ~~due~~December on15, ~~demand.~~2016, Aswith ofearly ~~January~~adoption 31permitted, ~~2017,~~this ~~the~~standard ~~note~~has ~~holder~~no ~~has~~material ~~provided~~effect ~~$69,946~~on toour ~~the~~financial ~~Company~~statements.

OnIn ~~February~~November 32016, ~~2015,~~ the ~~Company~~FASB ~~entered~~issued ~~into~~ASU a2016-18, ~~loan~~Statement ~~agreement~~of inCash ~~which~~Flows ~~the~~(Topic ~~note~~230): ~~holder~~Restricted ~~agreed~~Cash, towhich ~~provide~~requires arestricted ~~loan~~cash to ~~the~~be ~~Company~~presented inwith ~~the~~cash ~~principal~~and ~~amount~~cash ofequivalents ~~$25,000.~~on ~~Subsequently,~~ the ~~loan~~statement ~~was~~of ~~amended~~cash toflows ~~increase~~and ~~the~~disclosure ~~principal~~of ~~balance~~how tothe ~~$100,000.~~statement ~~The~~of ~~loan~~cash ~~bears~~flows ~~interest~~reconciles atto ~~7.5%~~the ~~per~~balance ~~annum~~sheet ~~and~~if isrestricted ~~due~~cash onis ~~demand.~~shown Asseparately offrom ~~January~~cash ~~31,~~and ~~2017,~~cash ~~the~~equivalents ~~note~~on ~~holder has provided $100,000 to~~ the ~~Company~~balance sheet.

~~Note~~ASU 4 2016-18 ~~Related~~is ~~Party~~effective ~~Transaction~~for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The Company is in the process of evaluating the impact of this ASU on its CFS.

AsIn of January ~~31,~~ 2017, the ~~Company~~FASB isissued ~~indebted~~an toASU ~~Stephen Shepherd~~2017-01, ~~CEO~~Business ofCombinations (Topic 805) Clarifying the ~~Company~~Definition ~~for~~of ~~$115,039~~a Business. ~~This~~The ~~amount~~amendments ~~represents~~in ~~non-interest~~this ~~bearing~~update ~~advances~~clarify ~~payable~~the definition of ~~$11,418~~a ~~and~~business ~~unpaid~~with ~~consulting~~the ~~fees~~objective of ~~$103,621.~~adding ~~During~~guidance ~~the~~to ~~year~~assist ~~ended~~entities ~~January~~with ~~31,~~evaluating ~~2017,~~whether ~~the~~transactions ~~Company~~should ~~expensed~~be ~~$60,000~~accounted for as acquisitions or disposals of ~~consulting~~assets ~~fees~~or tobusinesses. ~~the~~The ~~CEO~~definition of ~~the~~a ~~Company~~business affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation.

~~Note~~The 5guidance -is ~~Stockholders’~~effective ~~Deficit~~for interim and annual periods beginning after December 15, 2017 and should be applied prospectively on or after the effective date. The Company is in the process of evaluating the impact of this ASU on its CFS.

~~The~~In ~~Company’s~~October ~~authorized~~2017, ~~capital~~FASB ~~consisted~~issued ofASU ~~300~~2017-11,~~000~~ Earnings Per Share (Topic 260) Distinguishing Liabilities from Equity (Topic 480) Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features,~~000~~ ~~shares~~II. Replacement of ~~common~~the ~~stock~~Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a ~~par~~Scope ~~value~~Exception. Part I of $0this ASU changes the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features and clarifies existing disclosure requirements.~~00001~~ ~~per~~Part ~~share~~II does not have an accounting effect. The ASU is effective for fiscal years, and ~~100~~interim periods within those fiscal years,~~000,000~~ ~~shares~~beginning ofafter ~~preferred~~December ~~stock~~15, 2018 with aearly ~~par~~adoption ~~value~~permitted. Management is currently evaluating the potential impact of ~~$0.00001~~these ~~per~~changes ~~share~~on the CFS of the Company.

~~Item~~As 9.of ~~Changes~~January in31, ~~and~~2018, ~~Disagreements~~there ~~With~~are ~~Accountants~~no recently issued accounting standards not yet adopted that would have a material effect on ~~Accounting~~the ~~and~~Company’s ~~Financial~~financial ~~Disclosure~~statements to have a material impact on the Company’s CFS.

~~There~~Note ~~were~~3 no– Going ~~disagreements related to accounting principles or practices, financial statement disclosure, internal controls or auditing scope or procedure during the two fiscal years and interim periods.~~Concern

~~Item~~The ~~9A.~~Company’s ~~Controls~~financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and ~~Procedures~~liquidation of liabilities in the normal course of business.

~~Evaluation~~As reflected in the financial statements, the Company had an accumulated deficit of ~~Disclosure~~$841,204 ~~Controls~~at January 31, 2018, a net loss of $83,823 and ~~Procedures~~net cash used in operating activities of $40,000 for the reporting period then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

~~Disclosure~~The ~~controls~~Company ~~and~~is ~~procedures~~attempting ~~are designed~~ to ~~ensure~~commence ~~that~~operations ~~information~~and ~~required~~generate tosufficient berevenue; ~~disclosed~~however, in the ~~reports~~Company’s ~~filed~~cash orposition ~~submitted~~may ~~under~~not ~~the~~be ~~Exchange~~sufficient ~~Act~~to issupport ~~recorded, processed, summarized and reported, within~~ the ~~time period specified in the SEC'~~Company’s ~~rules~~daily ~~and forms~~operations. Management ~~Disclosure~~intends ~~controls~~to ~~and~~raise ~~procedures~~additional ~~include,~~funds ~~without~~by ~~limitation,~~way ~~controls~~of ~~and~~a ~~procedures~~private ~~designed~~or topublic ~~ensure~~offering. While ~~that~~the ~~information~~Company ~~required~~believes ~~to be disclosed~~ in the ~~reports~~viability ~~filed~~of ~~under~~its ~~the~~strategy ~~Exchange Act is accumulated and communicated~~ to ~~management,~~commence ~~including~~operations ~~our chief executive officer~~ and ~~chief~~generate ~~financial~~sufficient ~~officer~~revenue ~~(our principal executive officer, principal financial officer~~ and ~~principal~~in ~~accounting~~its ~~officer).~~ability Weto ~~carried~~raise ~~out~~additional ~~an evaluation~~funds, ~~under~~there ~~the~~can ~~supervision~~be ~~and~~no ~~with~~assurances ~~the~~to ~~participation~~that ofeffect. The ~~our~~ability ~~management, including our chief executive officer and chief financial officer (our principal executive officer, principal financial officer and principal accounting officer),~~ of the ~~effectiveness~~Company ofto ~~the~~continue ~~design and operation of our disclosure controls and procedures~~ as ofa ~~January~~going ~~31,~~concern ~~2016.~~is ~~Based~~dependent upon the ~~evaluation~~Company’s ofability ~~our~~to ~~disclosure~~further ~~controls~~implement ~~and~~its ~~procedures~~business asplan ~~of the January 31, 2016, our chief executive officer~~ and ~~chief~~generate ~~financial~~sufficient ~~officer~~revenue ~~(our principal executive officer, principal financial officer~~ and ~~principal~~its ~~accounting~~ability ~~officer)~~to ~~concluded~~raise ~~that~~additional ~~our~~funds ~~disclosure~~by ~~controls~~way ~~and procedures were not effective because~~ of ~~the identification of~~ a ~~material~~public ~~weakness~~or inprivate ~~our internal control over financial reporting which is identified below, which we view as an integral part of our disclosure controls and procedures~~offering.

~~Management’s~~The ~~Report~~financial onstatements ~~Internal~~do ~~Control~~not ~~over~~include ~~Financial~~any ~~Reporting~~adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

~~Our~~Note ~~management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Rule 13a~~4-~~15(f).~~ ~~Our~~Notes ~~internal control over financial reporting is a process designed to provide reasonable~~ Payable

25On August 1, 2013, the Company entered into a loan agreement in which the note holder agreed to provide a loan to the Company in the principal amount of up to $50,000. The loan is unsecured, bears interest at 8% per annum and payable on August 1, 2014. The loan agreement has been amended when the loan amount was increased to $75,000 with an extension of the maturity date to August 1, 2015. As of January 31, 2018, the maturity date has not been extended and the loan is due on demand. As of January 31, 2018, the note holder has provided a total $69,946 to the Company. As of January 31, 2018 no payments have been made to the note holder.

~~assurance~~On toJune ~~our~~5, ~~management~~2017 the Company and ~~board~~Note ofHolder ~~directors~~amended ~~regarding~~the original promissory note by executing a new convertible promissory note with the ~~reliability~~Note Holder in the principal amount of ~~financial~~$69.946 ~~reporting~~plus accrued interest that provides an interest rate of 8% per annum and ~~the~~a ~~preparation~~maturity date of June 5, 2018. The note also provides a conversion feature allowing the ~~financial~~note ~~statements~~holder ~~for~~to ~~external~~convert ~~purposes~~principal inand ~~accordance~~or ~~with~~accrued ~~accounting~~interest ~~principles~~at ~~generally~~a ~~accepted~~fixed inrate ~~the~~of ~~United~~$0.005 ~~States~~per share. The Note also, provides for a default interest rate of ~~America~~20% if the note is unpaid past the maturity date.

~~Our~~On ~~internal~~February ~~control~~3, ~~over~~2015, ~~financial~~the ~~reporting~~Company ~~includes~~entered ~~those~~into ~~policies~~a ~~and~~loan ~~procedures~~agreement ~~that~~in ~~(i)~~which ~~pertain to~~ the ~~maintenance~~note ofholder ~~records~~agreed ~~that,~~to inprovide ~~reasonable~~a ~~detail,~~loan ~~accurately~~to ~~and~~the ~~fairly~~Company ~~reflect~~in the ~~transactions~~principal ~~and~~amount ~~dispositions~~ of ~~our~~$25,000. ~~assets;~~Subsequently, ~~(ii)~~the ~~provide~~loan ~~reasonable~~was ~~assurance~~amended ~~that transactions are recorded as necessary~~ to ~~permit~~increase ~~preparation of financial statements in accordance with accounting principles generally accepted in~~ the ~~United~~principal ~~States~~balance ofto ~~America~~$100,000. ~~and~~The ~~our~~loan ~~receipts~~bears ~~and~~interest ~~expenditures~~at of7.5% ~~are~~per ~~being~~annum ~~made~~and ~~only~~is indue ~~accordance~~on ~~with~~demand. ~~authorizations~~As of ~~our~~January ~~management~~31, ~~and~~2018, ~~directors;~~the ~~and~~note ~~(iii)~~holder ~~provide~~has ~~reasonable~~provided ~~assurance~~$100,000 ~~regarding~~to ~~prevention~~the orCompany. ~~timely~~As ~~detection~~ of ~~unauthorized~~January ~~acquisition~~31, ~~use,~~2018 orno ~~disposition~~payments ~~of our assets that could~~ have abeen ~~material~~made ~~effect~~to on the ~~financial~~note ~~statements~~holder.

~~Because~~On ofJuly ~~its inherent limitations~~17, ~~internal~~2017 ~~controls over financial reporting may not prevent or detect misstatements. All internal control systems, no matter how well designed, have inherent limitations, including~~ the ~~possibility~~Company ofand ~~human~~Note ~~error~~Holder ~~and~~amended the ~~circumvention~~original ofpromissory ~~overriding~~note ~~controls.~~by ~~Accordingly,~~executing ~~even~~a ~~effective~~new ~~internal~~convertible ~~control~~promissory ~~over~~note ~~financial reporting can provide only reasonable assurance~~ with ~~respect~~the toNote ~~financial~~Holder ~~statement~~in ~~preparation.~~the ~~Also,~~principal ~~projections~~amount of ~~any~~$100,000 ~~evaluation~~plus ofaccrued ~~effectiveness~~interest ~~to future periods are subject to the risk~~ that ~~controls~~provides ~~may~~an ~~become~~interest ~~inadequate~~rate ~~because~~ of ~~changes~~8% inper ~~conditions,~~annum orand ~~that~~a ~~the~~maturity ~~degree~~date of ~~compliance~~July ~~with~~17, ~~the policies or procedures may deteriorate~~2018.

The ~~material~~note ~~weakness~~also ~~relates~~provides toa ~~the~~conversion ~~lack~~feature ofallowing ~~segregation~~the ofnote ~~duties~~holder into ~~our~~convert ~~financial~~principal ~~reporting process~~ and ~~our~~or ~~utilization~~accrued ofinterest ~~outside~~at ~~third party consultants. We do not have~~ a ~~separately~~fixed ~~designated~~rate ~~audit~~of ~~committee~~$0.005 ~~This~~per ~~weakness is due to our lack of sufficient working capital to hire additional staff~~share. ToThe ~~remedy~~Note ~~this material weakness~~also, weprovides ~~intend~~for toa ~~engage~~default aninterest ~~internal~~rate ~~accounting~~of ~~staff~~15% toif ~~assist~~the ~~with~~note ~~financial~~is ~~reporting~~unpaid aspast ~~soon~~the asmaturity ~~our finances will allow~~date.

~~Changes~~On May 9, 2017, The Company entered into a promissory note for 5,000. The note carries an annual interest rate of 8% with a maturity date of May 9, 2018. The debt is due on the maturity date and can be paid in ~~Internal~~either ~~Control~~cash or with the Company’s common stock at a fixed price of $0.005 The Note also, provides for a default interest rate of 15% if the note is unpaid past the maturity date. It should also be noted that this Note is also a reclassification from an advance payable to a note payable. As of January 31,

~~There~~2018, ~~were~~the nonote ~~changes~~holder inhas ~~our~~provided ~~internal~~a ~~control~~total ~~over~~$5,000 ~~financial~~to ~~reporting (as defined in Rule 13a-15(e) and Rule 15d-15(e) under~~ the ~~Exchange~~Company. ~~Act)~~As ~~during~~of ~~the~~January ~~last~~31, ~~fiscal~~2018 ~~quarter~~no ~~that~~payments ~~materially~~have ~~affected,~~been ormade ~~are reasonably likely~~ to ~~materially~~the ~~affect,~~note ~~our internal control over financial reporting~~holder.

~~Item~~On 9BAugust 14, 2017, the Company entered into a convertible note in the principal amount of $20,000, with an unrelated third party. ~~Other~~The ~~Information~~note carries an annual interest rate of 8% with a maturity date of September 28, 2018. The debt is due on the maturity date and can be paid in either cash or with the Company’s common stock at a fixed price of $0.005 The Note also, provides for a default interest rate of 15% if the note is unpaid past the maturity date.

~~None~~On November 1, 2017, the Company entered into a convertible note in the principal amount of $20,000, with an unrelated third party. The note carries an annual interest rate of 8% with a maturity date of October 31, 2018. The debt is due on the maturity date and can be paid in either cash or with the Company’s common stock at a fixed price of $0.005 The Note also, provides for a default interest rate of 15% if the note is unpaid past the maturity date.

~~PART~~Note ~~III~~5 – Stock Payable

~~Item~~On ~~10.~~November ~~Directors~~1, ~~Executive~~2014, ~~Officers~~the ~~and~~Company ~~Corporate~~entered ~~Governance~~into a consulting agreement with a consultant who will provide consulting services in consideration for $7,000 per month for a 1 year term, ending on December 1, 2015. The consulting agreement is currently month-to-month. The consulting fee is payable as follows:

~~Our~~i. ~~directors~~$3,500 ~~will~~per ~~serve~~month settled in ~~that~~shares ~~capacity~~which ~~until~~will ~~our~~be ~~next~~converted ~~annual shareholder meeting or until their successors are elected and qualified. Officers hold their positions~~ at ~~the~~a ~~will~~50% ofdiscount ~~our board~~ of ~~directors.~~the ~~There~~lowest ~~are~~3 notrading ~~arrangements,~~prices ~~agreements~~for orthe ~~understandings~~Company’s ~~between~~common ~~non-management~~stock ~~security~~during ~~holders~~the ~~and~~last ~~management~~10 ~~under~~trading ~~which~~days ~~non-management security holders may directly or indirectly participate in or influence the management~~ of ~~our~~each ~~affairs~~month.

Name	Position Heldwith our Company	Age	Date First Elected or Appointed
Stephen Shepherd	President, Chief Executive Officer, Chief Financial Officer, and Director	35	May 30, 2014
Xiaojian Lu	Secretary and Chief Marketing Officer	30	May 30, 2014
Mark Petropoulos (1)	Vice President of Sales for North America	54	January 4, 2015

ii. $3,500 per month payable in cash at the end of each month in which the consultant also has the option to convert into shares at a market price less a 50% discount of the lowest 3 trading prices for the Company’s common stock during the last 10 trading days from the date of conversion.

~~(1)~~As of October 31, 2017, the Company paid $10,500 and issued 0 shares to the consultant, $31,500 and $115,496 has been accrued in accounts payable and stock payable, respectively.

~~deceased~~Note ~~January~~6- ~~2017~~Gain on Forgiveness of Debt

~~Business~~During ~~Experience~~the year ended January 31, 2018 four unrelated party vendors representing an aggregate total of $21,632 have agreed to write off the amounts owing to them, creating a reduction in accounts payable and a gain in the Statements of Operations.

~~The~~Note ~~following~~7 is- aRelated ~~brief~~Party account of the education and business experience during at least the past five years of each director, executive officer and key employee of our company, indicating the person’s principal occupation during that period, and the name and principal business of the organization in which such occupation and employment were carried out. Transaction

26As of January 31, 2018, the Company is indebted to Stephen Shepherd, CEO of the Company for $159,781. This amount represents non-interest bearing advances payable of $11,418 and unpaid Management fees of $143,363. During the year ended January 31, 2018, the Company expensed $60,000 of management fees to the CEO of the Company and paid him an aggregate total of $15,250.

~~Stephen~~Note ~~Shepherd,~~8 ~~has~~- ~~15 years~~Stockholders’ experience with various financial institutions in the financial services sales & marketing industry. He formed Marketing Inteligente SRL, a marketing consulting company, in December of 2008 and presently serves as its President. From April 2011 to December 2012, Mr. Shepherd was a Senior Investment Consultant in the Dominican Republic for St. James International, a firm of independent investment brokers. Mr. Shepherd studied Business Economics while attending the University of Leicester from 1996 to 1999. Deficit

~~Mr.~~The ~~Shepherd~~Company’s ~~professional~~authorized ~~qualifications~~capital ~~include~~consisted aof ~~Financial~~300,000,000 ~~Planning~~shares ~~Certificate from The Chartered Insurance Institute~~ of ~~the~~common ~~United~~stock ~~Kingdom~~with ~~as well as~~ a ~~Certificate~~par value of ~~Regulated~~$0.00001 ~~General~~per ~~Insurance~~share and a100,000,000 ~~Certificate~~shares inof ~~Mortgage~~preferred ~~Advice~~stock ~~and~~with ~~Practice~~a ~~from~~par ~~The~~value ~~Institute~~ of ~~Financial~~$0.00001 ~~Services~~per ~~also located in the United Kingdom~~share.

~~Xiaojian~~Note ~~Lu,~~9 ~~has,~~– Subsequent since June 2012, worked as the Technical Manager for Hangzhou Dianchuang Science and Technology Co. Ltd. Prior to this Mr. Lu worked as a Technical Supervisor for Changhuatong Online Telephone Co. Ltd. from December 2009 to June 2012 and as a Division Manager for Hangzhou Youheng Internet Science Technology Co. Ltd. from May 2008 to December 2009. Mr. Lu studied Computer Science at Zhejiang University in Hangzhou, Zhejiang Province where he received his Bachelor’s Degree. Events

~~Mark~~The ~~Petropoulos,~~Company ishas ~~serving~~evaluated asall ~~the~~events ~~Vice~~that ~~President~~occurred ofafter ~~Sales for North America. While serving as~~ the ~~Vice~~balance ~~President~~sheet ofdate ~~Sales~~through ~~for North America, Mr Petropoulos is also~~ the ~~President~~date ofwhen ~~Suregate LLC (“Suregate”) and has served~~ the ~~position~~financial ~~since~~statements ~~Suregate’s~~were ~~inception~~issued ~~in 2007. As a seasoned professional in the merchant service industry with twenty years of experience, Mr. Petropoulos has assisted many merchants with respect~~ to ~~credit~~determine ~~card~~if ~~services~~they ~~and~~must ~~payment~~be ~~platforms.~~reported ~~He has acted in a sales role~~ and asthere awere ~~consultant~~no ~~with~~reportable regards to provision of services in the payments industry, and most recently at Suregate has been managing a payment gateway, which is an e-commerce application service provider that authorizes credit card payments for online businessesevents.

~~Significant~~Item ~~Employees~~9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

There ~~are~~were no ~~individuals~~disagreements ~~other~~related ~~than~~to ~~our~~accounting ~~executive~~principles ~~officers~~or ~~who~~practices, ~~make~~financial astatement ~~significant~~disclosure, ~~contribution~~internal tocontrols ~~our~~or ~~business~~auditing scope or procedure during the two fiscal years and interim periods.

~~Involvement~~Item in9A. Controls ~~Certain~~and ~~Legal~~Procedures ~~Proceedings~~

ToEvaluation ~~the best~~ of ~~our~~Disclosure ~~knowledge,~~Controls ~~none~~and ofProcedures ~~our directors or executive officers has, during the past ten years:~~

~~1. been~~Disclosure ~~convicted~~controls and procedures are designed to ensure that information required to be disclosed in athe ~~criminal~~reports ~~proceeding~~filed or ~~been~~submitted ~~subject~~under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to aensure ~~pending~~that ~~criminal~~information ~~proceeding~~required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to management, including our chief executive officer and chief financial officer (~~excluding~~our ~~traffic~~principal ~~violations~~executive officer, principal financial officer and ~~other~~principal ~~minor~~accounting ~~offences~~officer);. We carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer (our principal executive officer, principal financial officer and principal accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures as of January 31, 2017. Based upon the evaluation of our disclosure controls and procedures as of the January 31, 2017, our chief executive officer and chief financial officer (our principal executive officer, principal financial officer and principal accounting officer) concluded that our disclosure controls and procedures were not effective because of the identification of a material weakness in our internal control over financial reporting which is identified below, which we view as an integral part of our disclosure controls and procedures.

~~2. had~~Management’s ~~any~~Report ~~bankruptcy~~on ~~petition~~Internal ~~filed~~Control byover orFinancial against the business or property of the person, or of any partnership, corporation or business association of which he was a general partner or executive officer, either at the time of the bankruptcy filing or within two years prior to that time; Reporting

~~3. been~~Our ~~subject~~management tois ~~any~~responsible ~~order,~~for ~~judgment,~~establishing orand ~~decree,~~maintaining ~~not~~adequate ~~subsequently~~internal ~~reversed,~~control ~~suspended~~over orfinancial ~~vacated~~reporting, ofas ~~any~~such ~~court~~term ofis ~~competent~~defined ~~jurisdiction~~in orExchange ~~federal~~Rule or13a-15(f). ~~state~~Our ~~authority,~~internal ~~permanently~~control orover ~~temporarily~~financial ~~enjoining,~~reporting ~~barring,~~is ~~suspending~~a orprocess ~~otherwise~~designed ~~limiting,~~to ~~his~~provide ~~involvement~~reasonable inassurance ~~any~~to ~~type~~our management and board of ~~business,~~directors ~~securities,~~regarding ~~futures,~~the ~~commodities,~~reliability ~~investment,~~of ~~banking,~~financial ~~savings~~reporting and ~~loan,~~the orpreparation ~~insurance~~of ~~activities,~~the orfinancial tostatements befor ~~associated~~external purposes in accordance with ~~persons~~accounting ~~engaged~~principles generally accepted in ~~any~~the ~~such~~United ~~activity;~~States of America.

~~4. been~~Our ~~found~~internal bycontrol aover ~~court~~financial reporting includes those policies and procedures that (i) pertain to the maintenance of ~~competent~~records ~~jurisdiction~~that, in areasonable ~~civil~~detail, ~~action~~accurately orand byfairly reflect the ~~SEC~~transactions orand ~~the~~dispositions ~~Commodity~~of ~~Futures~~our ~~Trading~~assets; ~~Commission~~(ii) provide reasonable assurance that transactions are recorded as necessary to ~~have~~permit ~~violated~~preparation aof ~~federal~~financial orstatements ~~state~~in ~~securities~~accordance orwith ~~commodities~~accounting ~~law~~principles generally accepted in the United States of America, and ~~the~~our ~~judgment~~receipts ~~has~~and ~~not~~expenditures ~~been~~of ~~reversed~~are being made only in accordance with authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, ~~suspended~~use, or ~~vacated;~~disposition of our assets that could have a material effect on the financial statements.

~~5. been~~Because ~~the subject~~ of, orits ainherent ~~party to~~limitations, ~~any~~internal ~~federal~~controls orover ~~state~~financial ~~judicial~~reporting ormay ~~administrative order, judgment, decree, or finding,~~ not ~~subsequently~~prevent ~~reversed, suspended~~ or ~~vacated~~detect ~~(not~~misstatements. ~~including~~All ~~any~~internal ~~settlement~~control ofsystems, ano ~~civil~~matter ~~proceeding~~how ~~among~~well ~~private litigants)~~designed, ~~relating~~have toinherent anlimitations, ~~alleged~~including ~~violation~~the possibility of ~~any~~human ~~federal~~error orand ~~state~~the ~~securities~~circumvention orof ~~commodities~~overriding ~~law~~controls. ~~or regulation~~Accordingly, ~~any~~even ~~law~~effective orinternal ~~regulation~~control ~~respecting~~over financial ~~institutions~~reporting orcan ~~insurance~~provide ~~companies~~only ~~including,~~reasonable ~~but~~assurance ~~not~~with ~~limited~~respect to, afinancial ~~temporary~~statement orpreparation. ~~permanent injunction~~Also, ~~order~~projections of ~~disgorgement~~any orevaluation ~~restitution,~~of ~~civil~~effectiveness ~~money~~to ~~penalty~~future orperiods ~~temporary~~are orsubject ~~permanent~~to ~~cease-and-desist~~the ~~order,~~risk orthat ~~removal~~controls ormay ~~prohibition~~become ~~order,~~inadequate orbecause ~~any~~of ~~law~~changes orin ~~regulation~~conditions, ~~prohibiting mail~~ or ~~wire~~that ~~fraud~~the ordegree ~~fraud~~of incompliance ~~connection~~ with ~~any~~the ~~business~~policies ~~entity;~~ or procedures may deteriorate.

~~6. been~~The ~~the~~material ~~subject~~weakness ~~of,~~relates orto athe ~~party~~lack ~~to,~~of ~~any~~segregation ~~sanction~~of orduties ~~order,~~in ~~not~~our ~~subsequently~~financial ~~reversed,~~reporting ~~suspended~~process orand ~~vacated,~~our utilization of ~~any~~outside ~~self-regulatory~~third ~~organization~~party ~~(as~~consultants. ~~defined~~We indo ~~Section~~not 3(have a~~)(26)~~ ofseparately ~~the~~designated ~~Exchange~~audit ~~Act (15 U~~committee.~~S.C.~~ ~~78c(a)(26)),~~This ~~any~~weakness ~~registered~~is ~~entity~~due ~~(as~~to ~~defined~~our inlack ~~Section 1(a)(29)~~ of ~~the~~sufficient ~~Commodity~~working ~~Exchange~~capital ~~Act~~to (7hire Uadditional staff.~~S.C.~~ ~~1(a)(29)),~~To orremedy ~~any~~this ~~equivalent~~material ~~exchange~~weakness, ~~association,~~we ~~entity~~intend orto ~~organization~~engage ~~that~~an ~~has~~internal ~~disciplinary~~accounting ~~authority~~staff ~~over~~to ~~its~~assist ~~members~~with orfinancial ~~persons~~reporting ~~associated~~as ~~with~~soon aas ~~member.~~our finances will allow.

~~Compliance~~Changes ~~with~~in ~~Section~~Internal ~~16(a) of the Securities Exchange Act of 1934~~Control

~~Our~~There ~~common~~were ~~stock~~no ischanges ~~not~~in ~~registered~~our ~~pursuant~~internal tocontrol ~~Section~~over 12financial ofreporting ~~the~~(as ~~Securities~~defined ~~Exchange~~in ~~Act~~Rule of13a-15(e) ~~1934,~~and asRule ~~amended~~ 15d-15(e) under the “Exchange Act”). ~~Accordingly,~~during ~~our~~the ~~officers,~~last ~~directors,~~fiscal ~~and~~quarter ~~principal~~that ~~stockholders~~materially affected, or are ~~not~~reasonably ~~subject~~likely to ~~the~~materially ~~beneficial~~affect, ~~ownership~~our ~~reporting~~internal ~~requirements~~control ofover ~~Section~~financial ~~16(a) of the Exchange Act~~reporting.

27Item 9B. Other Information

~~Other Directorships~~None.

~~None~~PART of our directors hold any other directorships in any company with a class of securities registered pursuant to Section 12 of the Exchange Act or subject to the requirements of section 15(d) of such Act or any company registered as an investment company under the Investment Company Act of 1940.III

~~Board~~Item of 10. Directors, Executive Officers and ~~Director~~Corporate ~~Nominees~~Governance

~~Since~~Our ~~our board of~~ directors ~~does~~will ~~not~~serve ~~include~~in athat ~~majority~~capacity ofuntil ~~independent~~our ~~directors,~~next ~~the~~annual ~~decisions~~shareholder ofmeeting ~~the~~or ~~board~~until ~~regarding~~their ~~director~~successors ~~nominees~~ are ~~made~~elected byand ~~persons~~qualified. ~~who~~Officers ~~have~~hold antheir ~~interest~~positions inat the ~~outcome~~will of ~~the~~our ~~determination. The~~ board ~~will~~of ~~consider candidates for~~ directors. ~~proposed~~There byare ~~security holders, although~~ no ~~formal procedures for submitting candidates have been adopted. Unless otherwise determined~~arrangements, atagreements ~~any~~or ~~time~~understandings ~~not~~between ~~less~~non-management ~~than~~security 90holders ~~days~~and ~~prior~~management tounder ~~the next annual board meeting at~~ which ~~the~~non-management slate of director nominees is adopted, the board will accept written submissions from proposed nominees that include the name, address and telephone number of the proposed nominee; a brief statement of the nominee’s qualifications to serve as a director; and a statement as to why the security ~~holder~~holders ~~submitting~~may ~~the~~directly ~~proposed~~or ~~nominee~~indirectly ~~believes~~participate ~~that the nomination would be~~ in the best interests of our security holders. If the proposed nominee is not the same person as the security holder submitting the name of the nominee, a letter from the nominee agreeing to the submission of his or ~~her~~influence ~~name for consideration should be provided at~~ the ~~time~~management of ~~submission.~~our ~~The letter should be accompanied by a résumé supporting the nominee's qualifications to serve on the board, as well as a list of references~~affairs.

The board identifies director nominees through a combination of referrals from different people, including management, existing board members and security holders. Once a candidate has been identified, the board reviews the individual's experience and background and may discuss the proposed nominee with the source of the recommendation. If the board believes it to be appropriate, board members may meet with the proposed nominee before making a final determination whether to include the proposed nominee as a member of the slate of director nominees submitted to security holders for election to the board.


Name	Position Held with our Company	Age	Date First Elected or Appointed
Stephen Shepherd	President, Chief Executive Officer, Chief Financial Officer, and Director	36	May 30, 2014
Xiaojian Lu	Secretary and Chief Marketing Officer	31	May 30, 2014

~~Some~~Business of the factors which the board considers when evaluating proposed nominees include their knowledge of and experience in business matters, finance, capital markets and mergers and acquisitions. The board may request additional information from each candidate prior to reaching a determination. The board is under no obligation to formally respond to all recommendations, although as a matter of practice, it will endeavor to do so.Experience

~~Code~~The following is a brief account of ~~Ethics~~the education and business experience during at least the past five years of each director, executive officer and key employee of our company, indicating the person’s principal occupation during that period, and the name and principal business of the organization in which such occupation and employment were carried out.

WeStephen ~~have~~Shepherd, ~~not~~has ~~adopted~~15 years’ experience with various financial institutions in the financial services sales & marketing industry. He formed Marketing Inteligente SRL, a ~~code~~marketing consulting company, in December of ~~ethics~~2008 ~~that~~and ~~applies~~presently serves as its President. From April 2011 to ~~our~~December ~~officers~~2012, ~~directors~~Mr. ~~and~~Shepherd ~~employees~~was a Senior Investment Consultant in the Dominican Republic for St. James International, a firm of independent investment brokers. Mr. Shepherd studied Business Economics while attending the University of Leicester from 1996 to 1999.

~~Board~~Mr. Shepherd’s professional qualifications include a Financial Planning Certificate from The Chartered Insurance Institute of the United Kingdom as well as a Certificate of Regulated General Insurance and ~~Committee~~a ~~Meetings~~Certificate in Mortgage Advice and Practice from The Institute of Financial Services also located in the United Kingdom.

~~Our~~Xiaojian ~~board~~Lu, ofhas, ~~directors~~since ~~held~~June no2012, ~~formal~~worked ~~meetings~~as ~~during~~ the ~~year~~Technical ~~ended~~Manager ~~January~~for ~~31,~~Hangzhou ~~2016.~~Dianchuang ~~All~~Science ~~proceedings~~and ofTechnology ~~the~~Co. ~~board~~Ltd. Prior ~~of directors were conducted by resolutions consented~~ to inthis ~~writing~~Mr. byLu ~~all~~worked ~~the~~as ~~directors~~a ~~and~~Technical ~~filed~~Supervisor ~~with~~for ~~the~~Changhuatong ~~minutes~~Online ofTelephone ~~the~~Co. ~~proceedings of the directors~~Ltd. ~~Such~~from ~~resolutions~~December ~~consented~~2009 to inJune ~~writing~~2012 byand ~~the~~as ~~directors~~a ~~entitled~~Division toManager ~~vote~~for onHangzhou ~~that~~Youheng ~~resolution~~Internet atScience aTechnology ~~meeting~~Co. ofLtd. ~~the~~from ~~directors~~May ~~are,~~2008 ~~according~~ to ~~the~~December ~~Nevada~~2009. Mr. ~~Revised~~Lu ~~Statues~~studied ~~and~~Computer ~~our~~Science ~~Bylaws,~~at asZhejiang ~~valid~~University ~~and~~in ~~effective~~Hangzhou, asZhejiang ifProvince ~~they~~where ~~had~~he ~~been~~received ~~passed~~his atBachelor’s ~~a meeting of the directors duly called and held~~Degree.

~~Audit~~Significant ~~Committee Financial Expert~~Employees

~~Our~~There ~~board~~are ofno ~~directors~~individuals ~~has~~other ~~determined~~than ~~that none of the members of~~ our ~~audit~~executive ~~committee~~officers ~~qualifies~~who asmake ana ~~“audit~~significant ~~committee~~contribution ~~financial~~to ~~expert”~~our ~~as defined in Item 407(d)(5)(ii) of Regulation S-K, and is “independent” as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange Act of 1934, as amended~~business.

WeInvolvement believe that the members of our board of directors are collectively capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting. We believe that retaining an independent director who would qualify as an “audit committee financial expert” would be overly costly and burdensome and is not warranted in ~~our~~Certain ~~circumstances~~Legal ~~given~~Proceedings the early stages of our development and the fact that we have not generated any material revenues to date. In addition, we currently do not have nominating, compensation or audit committees or committees performing similar functions nor do we have a written nominating, compensation or audit committee charter. Our board of directors does not believe that it is necessary to have such committees because it believes the functions of such committees can be adequately performed by our board of directors.

~~Family~~To ~~Relationships~~the best of our knowledge, none of our directors or executive officers has, during the past ten years:

~~There~~1. been ~~are~~convicted noin ~~family~~a ~~relationships~~criminal ~~among~~proceeding ~~our~~or ~~officers,~~been ~~directors,~~subject orto ~~persons~~a ~~nominated~~pending ~~for~~criminal ~~such~~proceeding ~~positions.~~(excluding traffic violations and other minor offences);

~~Item 11~~2. had ~~Executive~~any ~~Compensation~~bankruptcy petition filed by or against the business or property of the person, or of any partnership, corporation or business association of which he was a general partner or executive officer, either at the time of the bankruptcy filing or within two years prior to that time;

~~The~~3. been ~~particulars~~subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of ~~the~~any ~~compensation~~court ~~paid~~of competent jurisdiction or federal or state authority, permanently or temporarily enjoining, barring, suspending or otherwise limiting, his involvement in any type of business, securities, futures, commodities, investment, banking, savings and loan, or insurance activities, or to ~~the~~be ~~following~~associated with persons: engaged in any such activity;

4. been found by a) ~~our~~court ~~principal~~of ~~executive~~competent ~~officer~~jurisdiction in a civil action or by the SEC or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated;

b)5. been ~~each~~the subject of, ~~our~~or ~~two~~a ~~most~~party ~~highly~~to, ~~compensated~~any ~~executive~~federal ~~officers~~or ~~who~~state ~~were~~judicial ~~serving~~or asadministrative ~~executive~~order, ~~officers~~judgment, atdecree, ~~the~~or ~~end~~finding, not subsequently reversed, suspended or vacated (not including any settlement of ~~the~~a ~~years~~civil ~~ended~~proceeding ~~January~~among 31private litigants), ~~2017~~relating to an alleged violation of any federal or state securities or commodities law or regulation, any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist ~~2016~~order, or removal or prohibition order, or any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; ~~and~~or

c)6. been upthe subject of, or a party to, ~~two~~any ~~additional~~sanction ~~individuals~~or ~~for~~order, ~~whom~~not ~~disclosure~~subsequently ~~would~~reversed, ~~have~~suspended ~~been~~or ~~provided~~vacated, ~~under~~of any self-regulatory organization (b)as ~~but~~defined ~~for~~in ~~the~~Section ~~fact~~3(a)(26) ~~that~~of the ~~individual~~Exchange ~~was~~Act ~~not~~(15 ~~serving~~U.S.C. as78c(a)(26)), ~~our~~any ~~executive~~registered ~~officer~~entity at(as ~~the~~defined ~~end~~in Section 1(a)(29) of the ~~years~~Commodity ~~ended~~Exchange ~~January~~Act 31(7 U.S.C. 1(a)(29)), ~~2017~~or ~~and~~any ~~2016;~~ equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

~~who~~Compliance wewith ~~will~~Section ~~collectively~~16(a) ~~refer~~of ~~to as~~ the ~~named~~Securities ~~executive~~Exchange ~~officers~~Act of our company, are set out in the following summary compensation table, except that no disclosure is provided for any named executive officer, other than our principal executive officers, whose total compensation did not exceed $100,000 for the respective fiscal year: 1934

SUMMARY COMPENSATION TABLE
Name and Principal Position	Year	Salary($)	Bonus($)	Stock Awards($)	Option Awards($)	Non-Equity Incentive Plan Compensa-tion($)	Change in Pension Value and Non-qualified Deferred Compensa-tion Earnings($)	All Other Compensa-tion($)	Total($)
David BaileyFormer President, Chief Executive Officer and Chief Financial Officer (1)	2015	Nil	Nil	Nil	Nil	Nil	Nil	Nil	Nil
Stephen ShepherdPresident, Chief Executive Officer and Chief Financial Officer	2015 2016	60,000 60,000	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	60,000 60,000
Xiaojian LuSecretary and Chief Marketing Officer	2015 2016	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil

Our common stock is not registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Accordingly, our officers, directors, and principal stockholders are not subject to the beneficial ownership reporting requirements of Section 16(a) of the Exchange Act.

~~(1)~~Other Directorships

~~Resigned~~None onof ~~May~~our ~~30,~~directors ~~2014~~hold any other directorships in any company with a class of securities registered pursuant to Section 12 of the Exchange Act or subject to the requirements of section 15(d) of such Act or any company registered as an investment company under the Investment Company Act of 1940.

~~Option~~Board ~~Grants~~of Directors and Director Nominees

WeSince ~~have~~our board of directors does not ~~granted~~include a majority of independent directors, the decisions of the board regarding director nominees are made by persons who have an interest in the outcome of the determination. The board will consider candidates for directors proposed by security holders, although no formal procedures for submitting candidates have been adopted. Unless otherwise determined, at any ~~options~~time ornot ~~stock~~less ~~appreciation~~than ~~rights~~90 days prior to the next annual board meeting at which the slate of director nominees is adopted, the board will accept written submissions from proposed nominees that include the name, address and telephone number of the proposed nominee; a brief statement of the nominee’s qualifications to serve as a director; and a statement as to why the security holder submitting the proposed nominee believes that the nomination would be in the best interests of our ~~named~~security ~~executive~~holders. ~~officers~~If the proposed nominee is not the same person as the security holder submitting the name of the nominee, a letter from the nominee agreeing to the submission of his or ~~directors~~her ~~since~~name ~~inception~~for consideration should be provided at the time of submission. WeThe doletter ~~not~~should ~~have~~be ~~any~~accompanied ~~stock~~by ~~option~~a ~~plans~~résumé supporting the nominee's qualifications to serve on the board, as well as a list of references.

~~Employment~~The ~~Agreements~~board identifies director nominees through a combination of referrals from different people, including management, existing board members and security holders. Once a candidate has been identified, the board reviews the individual's experience and background and may discuss the proposed nominee with the source of the recommendation. If the board believes it to be appropriate, board members may meet with the proposed nominee before making a final determination whether to include the proposed nominee as a member of the slate of director nominees submitted to security holders for election to the board.

WeSome ~~have~~of ~~not~~the ~~entered~~factors ~~into~~which ~~any~~the ~~employment~~board ~~agreements~~considers ~~with~~when ~~our~~evaluating ~~executive~~proposed ~~officers~~nominees include their knowledge of and experience in business matters, finance, capital markets and mergers and acquisitions. The board may request additional information from each candidate prior to reaching a determination. The board is under no obligation to formally respond to all recommendations, although as a matter of practice, it will endeavor to do so.

~~Compensation~~Code of ~~Directors~~Ethics

28We have not adopted a code of ethics that applies to our officers, directors and employees.

~~Our~~Board ~~directors~~and ~~did~~Committee not receive any compensation for their services as directors from our inception to January 31, 2016. We have no formal plan for compensating our directors for their services in the future in their capacity as directors, although such directors are expected in the future to receive options to purchase shares of our common stock as awarded by our board of directors or by any compensation committee that may be established. Meetings

~~Pension~~Our board of directors held no formal meetings during the year ended January 31, ~~Retirement~~2017. orAll ~~Similar~~proceedings ~~Benefit~~of ~~Plans~~the board of directors were conducted by resolutions consented to in writing by all the directors and filed with the minutes of the proceedings of the directors. Such resolutions consented to in writing by the directors entitled to vote on that resolution at a meeting of the directors are, according to the Nevada Revised Statues and our Bylaws, as valid and effective as if they had been passed at a meeting of the directors duly called and held.

~~There~~Audit ~~are~~Committee noFinancial arrangements or plans in which we provide pension, retirement or similar benefits to our directors or executive officers. We have no material bonus or profit sharing plans pursuant to which cash or non-cash compensation is or may be paid to our directors or executive officers, except that stock options may be granted at the discretion of the board of directors or a committee thereof.Expert

~~Item~~Our ~~12.~~board ~~Security~~of ~~Ownership~~directors has determined that none of ~~Certain~~the ~~Beneficial~~members ~~Owners~~of ~~and~~our ~~Management~~audit committee qualifies as an “audit committee financial expert” as defined in Item 407(d)(5)(ii) of Regulation S-K, and ~~Related~~is ~~Stockholder~~“independent” ~~Matters~~as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange Act of 1934, as amended.

~~The~~We ~~following~~believe ~~table~~that ~~sets~~the ~~forth,~~members as of ~~January~~our ~~31,~~board ~~2017,~~of ~~certain~~directors ~~information~~are ~~with~~collectively ~~respect~~capable toof ~~the~~analyzing ~~beneficial~~and ~~ownership~~evaluating of our ~~common~~financial ~~shares~~statements byand ~~each~~understanding ~~shareholder~~internal ~~known~~controls byand usprocedures tofor befinancial ~~the~~reporting. ~~beneficial~~We ~~owner~~believe ofthat ~~more~~retaining ~~than~~an 5%independent ofdirector ~~our~~who ~~common~~would ~~shares,~~qualify as ~~well~~an as“audit bycommittee ~~each~~financial ofexpert” would be overly costly and burdensome and is not warranted in our ~~current~~circumstances ~~directors~~given the early stages of our development and ~~executive~~the ~~officers~~fact asthat awe ~~group~~have not generated any material revenues to date. ~~Each~~In ~~person~~addition, ~~has~~we ~~sole~~currently ~~voting~~do ~~power~~not ~~with~~have ~~respect~~nominating, tocompensation ~~the~~or ~~shares~~audit ofcommittees ~~common~~or ~~stock~~committees performing similar functions nor do we have a written nominating, ~~except~~compensation asor ~~otherwise~~audit ~~indicated~~committee charter. ~~Beneficial~~Our ~~ownership~~board ~~consists~~ of adirectors ~~direct~~does ~~interest~~not inbelieve that it is necessary to have such committees because it believes the ~~shares~~functions of ~~common~~such ~~stock,~~committees ~~except~~can asbe ~~otherwise~~adequately ~~indicated.~~performed by our board of directors.

~~Under~~Family Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person’s actual ownership or voting power with respect to the number of shares of common stock actually outstanding on January 31, 2016. As of January 31, 2017, there were 63,397,067 shares of our company’s common stock issued and outstanding. Unless otherwise stated, the address of the shareholder is c/o Avra Inc., 115 Pelham Commons Boulevard, Greenville, SC 29615.Relationships

Name and Address of Beneficial Owner	Amount and Nature ofBeneficial Ownership	Percentageof Class
Stephen Shepherd	35,333,333	55.73%
Xiaojian Lu	0	-
Mark Petropoulos	0	-
Directors and Executive Officers as a Group(3 persons)	35,333,333	55.73%

There are no family relationships among our officers, directors, or persons nominated for such positions.

Item 1311. Executive ~~Certain Relationships and Related Transactions, and Director Independence~~Compensation

~~None.~~The particulars of the compensation paid to the following persons:

29a) our principal executive officer;

~~Item~~b) ~~14.~~each ~~Principal~~of ~~Accounting~~our ~~Fees~~two most highly compensated executive officers who were serving as executive officers at the end of the years ended January 31, 2018 and ~~Services~~2017; and

~~The~~c) ~~aggregate~~up ~~fees~~to ~~billed~~two ~~for~~additional ~~the~~individuals ~~most~~for ~~recently~~whom ~~completed~~disclosure ~~fiscal~~would ~~years~~have ~~ended~~been ~~January~~provided ~~31,~~under ~~2017~~(b) ~~and~~but ~~2016~~ for ~~professional~~the ~~services~~fact ~~rendered~~that by the ~~principal~~individual ~~accountant~~was ~~for~~not ~~the~~serving ~~audit~~as of our ~~annual~~executive ~~financial~~officer ~~statements~~at ~~and~~the ~~review~~end of the ~~financial~~years ~~statements~~ended ~~included~~January in31, ~~our~~2018 ~~quarterly reports on Form 10-Q~~ and ~~services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:~~ 2017;

	Years Ended
	January 31, 2017 $	January 31, 2016$
Audit Fees	9,500	10,500
Audit Related Fees		-
Tax Fees		-
All Other Fees		-
Total	9,500	10,500

who we will collectively refer to as the named executive officers of our company, are set out in the following summary compensation table, except that no disclosure is provided for any named executive officer, other than our principal executive officers, whose total compensation did not exceed $100,000 for the respective fiscal year:

Services for year ended January 31, 2017 by GBH CPA’s PC, during the year ended January 31, 2018.

Name and Principal Position	Fiscal Year Ended 6/30	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Stephen Shepard^. President, CEO, Treasurer and Director	2018	60,00	-0-	-0-	-0-	-0-	-0-	-0-	-0-
Stephen Shepard^. President, CEO, Treasurer and Director	2017	60,000	-0-	-0-	-0-	-0-	-0-	-0-	-0-
Xiaojian Lu, Secretary and Director	2018	-0-	-0-	-0-	-0-	-0-	-0-	-0-	-0-
Xiaojian Lu, Secretary and Director	2017	-0-	-0-	-0-	-0-	-0-	-0-	-0-	-0-

~~Effective~~Option ~~May~~Grants 6, 2003, the Securities and Exchange Commission adopted rules that require that before our independent auditors are engaged by us to render any auditing or permitted non-audit related service, the engagement be:

?We have not granted any options or stock appreciation rights to our named executive officers or directors since inception. We do not have any stock option plans.

~~approved~~Employment ~~by our audit committee (which consists of our entire board of directors); or~~ Agreements

?We have not entered into any employment agreements with our executive officers.

~~entered~~Compensation ~~into pursuant to pre-approval policies and procedures established by the board~~ of directors, provided the policies and procedures are detailed as to the particular service, the board of directors is informed of each service, and such policies and procedures do not include delegation of the board of directors' responsibilities to management. Directors

Our ~~board~~directors ofdid ~~directors~~not ~~pre-approves~~receive ~~all~~any compensation for their services ~~provided~~as bydirectors from our ~~independent~~inception ~~auditors~~to January 31, 2017. ~~All~~We ofhave ~~the~~no ~~above~~formal plan for compensating our directors for their services ~~and~~in ~~fees~~the ~~were~~future ~~reviewed~~in ~~and~~their ~~approved~~capacity byas directors, although such directors are expected in the future to receive options to purchase shares of our common stock as awarded by our board of directors ~~either~~or ~~before~~by orany ~~after~~compensation ~~the~~committee ~~respective~~that ~~services~~may ~~were~~be ~~rendered~~established.

~~Our~~Pension, ~~board~~Retirement ofor ~~directors~~Similar ~~has~~Benefit ~~considered~~Plans the nature and amount of fees billed by our independent auditors and believes that the provision of services for activities unrelated to the audit is compatible with maintaining our independent auditors’ independence.

~~PART~~There IVare no arrangements or plans in which we provide pension, retirement or similar benefits to our directors or executive officers. We have no material bonus or profit sharing plans pursuant to which cash or non-cash compensation is or may be paid to our directors or executive officers, except that stock options may be granted at the discretion of the board of directors or a committee thereof.

Item 1512. Security ~~Exhibits,~~Ownership ~~Financial~~of ~~Statement~~Certain ~~Schedules~~Beneficial Owners and Management and Related Stockholder Matters

(The following table sets forth, as of January 31, 2018, certain information with respect to the beneficial ownership of our common shares by each shareholder known by us to be the beneficial owner of more than 5% of our common shares, as well as by each of our current directors and executive officers as a) ~~Financial~~group. ~~Statements~~Each person has sole voting power with respect to the shares of common stock, except as otherwise indicated. Beneficial ownership consists of a direct interest in the shares of common stock, except as otherwise indicated.

Under Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (1i) ~~Financial~~voting ~~statements~~power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for ~~our~~example, ~~company~~persons share the power to vote or the power to dispose of the shares). In addition, shares are ~~listed~~deemed into be beneficially owned by a person if the ~~index~~person ~~under~~has ~~Item~~the 8right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this ~~document~~table does not necessarily reflect the person’s actual ownership or voting power with respect to the number of shares of common stock actually outstanding on January 31, 2017. As of January 31, 2018, there were 63,397,067 shares of our company’s common stock issued and outstanding. Unless otherwise stated, the address of the shareholder is c/o Avra Inc., Plaza Compostela 4D2, Av. John F Kennedy, Ensanche Paraiso, Santo Domingo, Dominican Republic.

(2) All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.


Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership	Percentage of Class
Stephen Shepherd	35,333,333	55.73%
Xiaojian Lu	0	-
Directors and Executive Officers as a Group (2 persons)	35,333,333	55.73%

~~(b)~~Item ~~Exhibits~~13. Certain Relationships and Related Transactions, and Director Independence

Exhibit Number	Description
(3)	Articles of Incorporation and Bylaws
3.1	Articles of Incorporation (incorporated by reference to our Registration Statement on Form S-1 filed on June 14, 2012)
3.2	Bylaws (incorporated by reference to our Registration Statement on Form S-1 filed on June 14, 2012)
(31)	Rule 13a-14(a) / 15d-14(a) Certifications
31.1*	Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
(32)	Section 1350 Certifications
32.1**	Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
(101)	Interactive Data File
101.INS101.SCH 101.CAL 101.DEF 101.LAB 101.PRE	XBRL Instance Document XBRL Taxonomy Extension Schema Document XBRL Taxonomy Extension Calculation Linkbase Document XBRL Taxonomy Extension Definition Linkbase Document XBRL Taxonomy Extension Label Linkbase Document XBRL Taxonomy Extension Presentation Linkbase Document

None.

* FiledItem ~~herewith~~14. Principal Accounting Fees and Services

** InThe ~~accordance~~aggregate ~~with~~fees ~~SEC~~billed ~~Release~~for ~~33-8238~~the most recently completed fiscal years ended January 31, ~~Exhibit~~2018 ~~32.1~~and is2017 ~~being~~for ~~furnished~~professional services rendered by the principal accountant for the audit of our annual financial statements and ~~not~~review ~~filed.~~ of the financial statements included in our quarterly reports on Form 10-Q and services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:

SIGNATURES


	Years Ended
	January 31, 2018 $	January 31, 2017 $
Audit Fees	9,500	9,500
Audit Related Fees		-
Tax Fees		-
All Other Fees		-
Total	9,500	9,500

~~Pursuant~~On toFebruary ~~the~~27, ~~requirements~~2018, ofAvra, ~~Section~~Inc. ~~13 or 15~~(~~d) of~~ the ~~Securities~~“Company”) ~~Exchange~~dismissed ~~Act~~GBH ~~of 1934~~CPAs, ~~the~~PC ~~registrant~~as ~~has duly caused this report to be signed on~~ its ~~behalf~~independent byregistered ~~the~~public ~~undersigned,~~accounting ~~thereto duly authorized~~firm.

		AVRA INC.
		(Registrant)
Dated: December 12, 2017		/s/ Stephen Shepherd
		Stephen Shepherd
		President, Chief Executive Officer and Chief Financial Officer
		(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

GBH CPAs, PC’s report on the Company’s financial statements for the fiscal years ended January 31, 2017 and January 31, 2016 contained an opinion on the uncertainty of the Company to continue as a going concern because of the Company’s need to raise additional working capital to service its debt and for its planned activity.

30Other than as disclosed in Item 4.01(a)(ii) GBH CPAs, PC’s report on the financial statements for either of the past two fiscal years did not contain an adverse opinion or a disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope, or accounting principles, disclaimer of opinion, modification, or qualification in accordance with 304(a)(1)(ii) of Regulation S-K.

The Company’s Board of Directors approved the decision to change its independent registered public accounting firm.

During the fiscal years ended January 31, 2017 and January 31, 2016, and the subsequent interim periods and further through the date of dismissal of, there have been no disagreements with GBH CPAs, PC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure,

which disagreement if not resolved to the satisfaction of, would have caused them to make reference to the subject matter of the disagreement(s) in connection with their report on the Company’s financial statements for such years; and there were no reportable events, as listed in Item 304(a)(1)(v) of Regulation S-K.

During the fiscal years ended January 31, 2017 and January 31, 2016, and further through the date of dismissal of GBH CPAs, PC , GBH CPAs, PC did not advise the Company on any matter set forth in Item 304(a)(1)(v)(A) through (D) of Regulation S-K.

The Company dismissed GBH CPAs, PC as a decision by Management.

Engagement of New Independent Registered Public Accounting Firm

On February 27, 2018 the Company engaged (“BF Borgers CPA, PC) as our new independent registered public accounting firm to audit the Company’s financial statements for the fiscal year ending January 31, 2018. During the past two fiscal years and the subsequent interim periods preceding the engagement, the Company did not consult with BF Borgers CPA, PC regarding (i) the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report or oral advice was provided to the Company by BF Borgers CPA, PC concluding there was an important factor to be considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is defined in Item 304 (a)(1)(iv) of Regulation S-K or a reportable event, as that term is described in Item 304 (a)(1)(v) of Regulation S-K.

Effective May 6, 2003, the Securities and Exchange Commission adopted rules that require that before our independent auditors are engaged by us to render any auditing or permitted non-audit related service, the engagement be:

approved by our audit committee (which consists of our entire board of directors); or

entered into pursuant to pre-approval policies and procedures established by the board of directors, provided the policies and procedures are detailed as to the particular service, the board of directors is informed of each service, and such policies and procedures do not include delegation of the board of directors' responsibilities to management.

Our board of directors pre-approves all services provided by our independent auditors. All of the above services and fees were reviewed and approved by the board of directors either before or after the respective services were rendered.

Our board of directors has considered the nature and amount of fees billed by our independent auditors and believes that the provision of services for activities unrelated to the audit is compatible with maintaining our independent auditors’ independence.

PART IV

Item 15. Exhibits, Financial Statement Schedules

(a) Financial Statements

(1) Financial statements for our company are listed in the index under Item 8 of this document

(2) All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.

(b) Exhibits


Exhibit Number	Description
(3)	Articles of Incorporation and Bylaws
3.1	Articles of Incorporation (incorporated by reference to our Registration Statement on Form S-1 filed on June 14, 2012)

3.2	Bylaws (incorporated by reference to our Registration Statement on Form S-1 filed on June 14, 2012)
(31)	Rule 13a-14(a) / 15d-14(a) Certifications
31.1*	Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
(32)	Section 1350 Certifications
32.1**	Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
(101)	Interactive Data File
101.INS 101.SCH 101.CAL 101.DEF 101.LAB 101.PRE	XBRL Instance Document XBRL Taxonomy Extension Schema Document XBRL Taxonomy Extension Calculation Linkbase Document XBRL Taxonomy Extension Definition Linkbase Document XBRL Taxonomy Extension Label Linkbase Document XBRL Taxonomy Extension Presentation Linkbase Document

* Filed herewith.

** In accordance with SEC Release 33-8238, Exhibit 32.1 is being furnished and not filed.

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, thereto duly authorized.


		AVRA INC.
		(Registrant)
Dated: January 28 , 2019		/s/ Stephen Shepherd
		Stephen Shepherd
		President, Chief Executive Officer and Chief Financial Officer
		(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

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