December 4, 2022

W&E SOURCE CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (form 10-Q)

Forward Looking Statements

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

Although we believe that the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements. Except as required by applicable law,
including the securities laws of the United States, we do not intend to update
any of the forward-looking statements to conform these statements to actual
results.

Our financial statements are stated in United States dollars (US$) and are
prepared in accordance with United States generally accepted accounting
principles.

In this quarterly report, unless otherwise specified, all references to “common
shares” refer to the common shares of our capital stock.

As used in this quarterly report, the terms “we”, “us”, “our”, “W&E Source
Corp.
“, “the Company” means W&E Source Corp., unless otherwise indicated.

Corporate Overview

The Company has identified the global tourism market as its first investment
target. As it currently exists, the tourism industry is fragmented into various
geographic regions. We believe that approaching this industry from a global
perspective is an emerging market with tremendous growth potential. We plan to
set up and/or acquire offices in various regions of the world and through them,
develop the local tourism industry and expand our local tourism market.
Ultimately, we plan to unify and manage our regional offices and to market our
global services through the internet.

We have set up three subsidiaries, Airchn Travel Global, Inc. in Seattle,
Washington
(“ATGI”) and Airchn Travel (Canada) Inc., in Vancouver, British
Columbia
in Canada (“ATCI”) and Airchn Travel (Beijing) Inc. in Beijing, China
(“ATBI”). Our Beijing office has been closed as of December 31, 2021 due to lack
of business and to reduce operating costs.

We are engaged in services such as airline and cruise ticketing, customized and
packaged tours, travel blogs, travel magazines, sales of travel related
merchandise, group hotel reservations, business travel arrangements, conference
travel arrangements, car rental and admission ticket sale for local tourist
attractions.

We will continue to explore other business growth opportunities, regardless of
industry, in order to diversify our business operations and investments.

On January 17, 2012, the Company filed a Certificate of Amendment to its
Certificate of Incorporation with the Secretary of State of Delaware to change
its name from News of China, Inc. to W&E Source Corp. In connection the name
change, our listing symbol also changed from “NWCH” to “WESC.” In addition, the
Company also increased its total authorized shares to 500,000,000 to anticipate
future financing through the issuance of our equity or convertible debt to
finance our business.

COVID-19

In December 2019, a novel strain of coronavirus, COVID-19, was first detected in
Wuhan, China, and has since spread to other regions, including Europe and North
America
. On March 11, 2020, the World Health Organization declared that the
rapidly spreading COVID-19 outbreak was a global pandemic (“COVID-19 pandemic”).
In response to the pandemic, many governments around the world have implemented,
and continue to implement, a variety of measures to reduce the spread of
COVID-19, including travel restrictions and bans, instructions to residents to
practice social distancing, quarantine advisories, shelter-in-place orders and
required closures of non-essential businesses. These government mandates have
forced many of the companies on whom our business relies, including hotels and
other accommodation providers and airlines, to seek government support in order
to continue operating, to curtail drastically their service offerings or to
cease operations entirely. Further, these measures have materially adversely
affected, and may further adversely affect, consumer sentiment and discretionary
spending patterns, economies and financial markets, and our customers. The
COVID-19 pandemic and the resulting economic conditions and government orders
have resulted in a material decrease in consumer spending and an unprecedented
decline in travel activities and consumer demand for related services. Our
financial results and prospects are almost entirely dependent on the sale of
such travel-related services. Our results for the quarter ended December 31,
2021
have been significantly and negatively impacted, with a material decline in
gross travel bookings and total revenues as compared to the corresponding period
in 2020. We expect to continue to see severely reduced new travel reservation
bookings as compared to 2020 levels for the foreseeable future, which will have
a materially adverse impact on our business, financial condition, results of
operations and cash flows. Due to the uncertain and rapidly evolving nature of
current conditions around the world, we are unable to predict accurately the
impact that the COVID-19 pandemic will have on our business going forward. With
the continued spread of COVID-19 in the United States and various other
countries, we expect the pandemic and its effects to continue to have a
significant adverse impact on our business for the duration of the pandemic,
during any resurgences of the pandemic and during the subsequent economic
recovery, which could be an extended period of time.

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Results of Operations

The following summary of our results of operations should be read in conjunction
with our unaudited financial statements for the quarters ended December 31, 2021
and 2020 contained in this Report.

Three Months Ended December 31, 2021 and 2020:

                                           Three Months Ended     Three Months Ended
                                              December 31,           December 31,
                                                  2021                   2020

Expenses

      General and administrative
expenses                                              (11,031 )              (13,770 )
      Imputed interest expenses                           (70 )               (1,160 )
      Gain on debt settlement                               -                 90,433
      Foreign currency exchange gain
(loss)                                                    556                  7,360
Net income (loss)                        $            (10,545 ) $             82,863


Revenues

We had no revenue for the three months ended December 31, 2021 and 2020, mainly
due to the decrease in our travel business arrangement income caused by the
covid-19 pandemic globally.

General and administrative expenses

General and administrative expenses for the three months ended December 31, 2021
decreased by $2,739 or 20%, compared with the same period in 2020. The decrease
was mainly due to a decrease in filing fees.

Net loss

We had a net loss of $10,545 and net income of $82,863 for the three months
ended December 31, 2021 and 2020, respectively, a decrease of $93,408 or 113%,
and had an accumulated deficit of $1,278,451 since the inception of our business
as at December 31, 2021. The increase in net loss is mainly attributable to a
gain on debt settlement in connection with the advance share issuance during the
three months ended December 31, 2020.

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Six Months Ended December 31, 2021 and 2020:

                                              Six Months Ended     Six Months Ended
                                                December 31,         December 31,
                                                    2021                 2020

Expenses

      General and administrative expenses              (20,662 )            (24,968 )
      Imputed interest expenses                           (108 )            (14,326 )
      Gain on debt settlement                                -               90,433
      Foreign currency exchange gain (loss)             (1,840 )              5,256
Net income (loss)                           $          (22,610 ) $           56,395


Revenues

We had no revenue for the six months ended December 31, 2021 and 2020, mainly
due to the decrease in our travel business arrangement income caused by the
covid-19 pandemic globally.

General and administrative expenses

General and administrative expenses for the six months ended December 31, 2021
decreased by $4,306 or 17%, compared with the same period in 2020. The decrease
was mainly due to a decrease in legal and filing fees.

Net loss

We had net loss of $22,610 and net income of $56,395 for the three months ended
December 31, 2021 and 2020, respectively, a decrease of $79,005 or 140%, and had
an accumulated deficit of $1,278,451 since the inception of our business as at
December 31, 2021. The increase in net loss is mainly attributable to a gain on
debt settlement in connection with the advance share issuance during the three
months ended December 31, 2020.

Liquidity and Capital Resources

Our financial condition at the end of December 31, 2021 and June 30, 2021 are
summarized as follows:

Working Capital

                      December 31,     June 30,
                              2021         2021
Current Assets      $        2,286   $    2,290
Current Liabilities        (56,995 )    (36,581 )
Working Capital     $      (54,709 ) $  (34,291 )

Our working capital deficit increased from the previous year-end and current
assets were still insufficient to cover liabilities; the deficit magnitude
increased by $20,418 due to an increase in accounts payable and accrued
liabilities.

Cash Flows

                                               December 31,     December 31,
                                                       2021             2020

Cash provided (used in) operating activities $ (8,527 ) $ 3,417
Cash provided by financing activities

                 7,232           13,405
Cumulative translation adjustment                     1,292          (11,787 )
Net increase (decrease) in cash              $           (3 ) $        5,035


Cash Used in Operating Activities

For the six months ended December 31, 2021, our cash used in operating
activities increased by $11,994 or 351% to $8,527, compared with $3,417 for the
six months in the prior year. The increase is mainly due to the debt settlement
by share issuance during the six months ended December 31, 2020.

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Cash Used in Investing Activities

For the six months ended December 31, 2021 and 2020, we have no cash investing
activities as compared from the same period last year.

Cash Provided by Financing Activities

For the six months ended December 31, 2021, the Company advanced $7,232 for a
rent expense and advanced operating expenses compared with in the same period in
2020, in which the Company received $13,405 from financing for a rent expense
and advanced operating expenses.

Cash Requirements

Over the next 12-months, we anticipate that we will incur the following
operating expenses:

Expense                          Amount
General and administrative     $  5,000
Professional fees                50,000
Foreign currency exchange loss    5,000
Total                          $ 60,000


Our CEO, Hong Ba, has committed to providing our working capital requirements
for the next 12 months.

Management believes that the Company will be able to raise sufficient capital to
meet our working capital requirements for the next 12 month period. Management
is currently seeking financing opportunities to meet our estimated funding
requirements for the next 12 months primarily through private placements of our
equity securities.

There is substantial doubt about our ability to continue as a going concern as
the continuation of our business is dependent upon the continued financial
support from our shareholders, our ability to obtain necessary equity financing
to continue operations, and achieving a profitable level of operations. The
issuance of additional equity securities by us could result in a significant
dilution in the equity interests of our current stockholders. Obtaining
commercial loans, assuming those loans would be available, will increase our
liabilities and future cash commitments.

Transactions with related persons

Mrs. Hong Ba serves as the Chief Executive Officer and Director of the Company.
Mr. Feng Li, the husband of Mrs. Hong Ba, is the owner of the Canada Airchn
Financial Inc.
(“CAFI”). The shareholders make advances to the Company from time
to time for the Company’s operations. These advances are due on demand and
non-interest bearing.

As of December 31, 2021, there was $18,992 (June 30, 2021$12,020) due to
related parties in total.

As of the six months ended December 31, 2021, the CEO of the Company advanced
$10,353 (June 30, 2021$7,048) to the Company for operating expenditure.

During the six months ended December 31, 2021, a company owned by Feng Li, the
husband of Mrs. Hong Ba, our CEO, charged the Company $3,802 (CAD$4,800)
(December 31, 2020$3,655 (CAD$4,800)) in rent and the debt of $7,514 has been
due to the related party (June 30, 2021$3,850).

As of the period ended December 31, 2021, the husband of Mrs. Hong Ba, our CEO,
advanced $900 (June 30, 2021$900) to the Company for the operating
expenditure.

As of December 31, 2021, the Company has received an advance of $225 (June 30,
2021
$222) for operating expenditure from a related party who is an over 10%
shareholder of the Company

Off Balance Sheet Arrangements

We 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 is material to
stockholders.

Recently Issued Accounting Standards

We continue to assess the effects of recently issued accounting standards. The
impact of all recently adopted and issued accounting standards has been
disclosed in the Footnotes to the financial statements.

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