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INDO GLOBAL EXCHANGE(S) PTE, LTD. - 10-Q - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
[October 17, 2014]

INDO GLOBAL EXCHANGE(S) PTE, LTD. - 10-Q - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


(Edgar Glimpses Via Acquire Media NewsEdge) FORWARD-LOOKING STATEMENTS This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our 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 those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.



On September 23, 2013 (the "Closing Date"), Indo Global Exchange(s) Pte.Ltd., a Nevada corporation (formerly Claridge Ventures, Inc.) (the "Registrant" or "Company"), closed an asset purchase transaction (the "Transaction") with Indo Global Exchange PTE LTD., a company organized under the laws of Singapore ("Indo Global") and the shareholders of Indo Global ("Selling Shareholders") pursuant to an Amended and Restated Asset Purchase Agreement dated as of the Closing Date (the "Purchase Agreement") by and among the Company, Indo Global, and the Selling Shareholders.

In accordance with the terms of the Purchase Agreement, on the Closing Date, the Company issued 43,496,250 shares of its common stock (the "Shares") directly to the Selling Shareholders in exchange for certain assets of Indo Global (the "Assets") including, rights to enter into certain agreements and certain intellectual property. The Company did not acquire any plant and equipment, and any other business and operational assets of Indo Global as part of the Assets, and the Company did not hire any employees of Indo Global. Indo Global will continue as an independent company, operating in Singapore after the Transaction. The Assets relate to the development and operation of an online trading platform and brokerage portal in Indonesia. The Company plans to in part utilize the Assets to provide online trading and brokerage facilities in Indonesia.


On September 23, 2013, Kenneth and Robert Edmundson surrendered an aggregate of 43,750,000 shares of our common stock for cancellation. As such, immediately prior to the Transaction and after giving effect to the foregoing cancellations, the Registrant had 28,997,500 shares of common stock issued and outstanding.

Immediately after the Transaction, the Registrant had 72,493,750 shares of common stock issued and outstanding and the Selling Shareholders acquired approximately 60.00% of our issued and outstanding common stock.

The common stock issued to the Selling Shareholders had a contract stated value of $43,496, based on several factors, including, the limited trading of the common stock, the restricted characterization of the securities with not less than a one year holding period before Rule 144 would apply, the absence of registration rights, and the determination of the value of the Assets by Indo Global. Neither Indo Global nor the Company obtained an independent valuation of the Assets in connection with the Transaction.

Prior to the Transaction, we were a public reporting "shell company," as defined in Rule 12b-2 of the Securities Exchange Act of 1934, as amended and the rules and regulations promulgated thereunder (" Exchange Act"). Accordingly, pursuant to the requirements of Item 2.01(f) of Form 8-K, set forth below is the information that would be required if we were filing a general form for registration of securities on Form 10 under the Exchange Act, for our common stock, which is the only class of our securities subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act upon consummation of the Exchange Transaction.

The Transaction will be accounted for as a purchase of assets in accordance with Rule 11-01(d) of Regulation S-X and ASC 805-10-55-4. The Assets have a contract stated value of $43,496 and no goodwill is recognized in the purchase.

3 -------------------------------------------------------------------------------- We plan to operate as a business to consumers, and business to business, to provide services to customers that enable the consumer to access, monitor and manage their investment interests and execute trades when participating in the global financial markets. We will act as the administrator for the client and will monitor any developments on transactions that occur in the accounts of each client as part of our Account Management System. We will offer no investment advice to our customers, as that will be accomplished through ASR.

We will have access to a full range of services and resources to work with clients towards achieving our clients' investment goals. We will provide access to expert stock market advice through ASR, tailored to each customers' financial circumstances. We are currently in discussions with potential local partners within Indonesia to maximize our business potential and distribution reach. We will also have the ability to affiliate with other financial institutions such as banks, financial planners and others in the financial services market. We believe we are in a unique position to capitalize on the Indonesian market and gain a first move advantage to deliver a transparent and customer focused trading solution. Our primary focus will be local middle to high income individuals and businesses within Indonesia whom we may describe as high net worth (those with assets over USD $100,000) estimated at approximately 4.9 million individuals. There are approximately 247 million people in Indonesia, which makes it the 4th most populous country in the world and 2% of the population is described as high net worth; this represents our initial target market. Once established in the Indonesian market, we plan to expand to the Philippines and Malaysia.

Background We were organized under the laws of the State of Nevada on May 7, 2008 under the name "Claridge Ventures, Inc." with an initial focus on the acquisition and exploration of mineral properties in the State of Nevada. On August 6, 2013,we affected an 1 for 4 reverse split of its common stock and changed our name to "Indo Global Exchange(s) Pte. Ltd." We have not generated any revenue from business operations to date, and to date, we have been unable to raise additional funds to implement our operations. As a result, we consummated the Transaction with Indo Global.

Strategy We plan to offer financial market access to customers in Indonesia, with access to approximately thirty (30) global equity exchanges for trading in securities, approximately thirty (30) global equity exchanges for trading in Contract for Differences (CFD). These include the Euro Zone, United Kingdom, Japan, Asia, Oceania, Canada, and the United States. Trading will include approximately 180 currency pairs in spot (cash), forwards and options, gold and silver trading in spot (cash), forwards and options, financial futures, indices and commodity CFD's and Exchange Traded Funds. We plan to provide a global trading and portfolio management platform as a web and phone based application. All of our customers will be contracted through ASR as required by law.

All of our customers will have access to, among other features, the trading platform, 24 hour technical support, personal account manager, remote phone access to staff, the ability to place online or phone orders or amend orders, private remote chat facility, free seminar programs including webinars, free software upgrades, technical and fundamental analysis, free fully functional simulation platform, the help desk for technical issues, one on one platform instruction, and free charting package, all of which are supplied by ASR.

In addition, we will offer: · Marked to market real time portfolio valuation on all assets.

· Full transparency in account functions including cash movement.

· Account statements in real time.

· Full audit trail on client activity.

· Live streaming news.

· Full charting and technical analysis functionality.

4 -------------------------------------------------------------------------------- Products/Services in Development We are planning the commencement and development of a proprietary management tracking system that will record and assist our role as administrator and assist clients from their first meeting or call, to funding an account. We anticipate the commencement of our proprietary management tracking system once funding is available and we have allowed $60,000 for this from our annual budget.

Revenues and Customers Currently, we have no revenues or customers. We plan to derive revenues from multiple sources. First, we plan on charging an administration fee for our services. Second, we plan to offer and display sponsorship and advertisements on our web site. We believe this may put us in a unique position with sponsors and larger companies for their online ad budgets. Third, we plan to share in commissions from online trading. Fourth, we plan to generate revenue from financial publications subscriptions.

Marketing We strive to position ourselves as the leading online trading provider in Indonesia. In today's technology driven world, we believe having services with an offline and online element will position us for growth within the market. We plan to utilize various methods of marketing to gain brand recognition and market acceptance to establish ourselves in the online trading market place.

We plan to establish a presence in the market, primarily through the use of traditional methods of marketing in conjunction with a viral marketing component geared towards online viewing. The highlighted points below are an overview of the various marketing channels and strategies we will employ. The campaign will focus on an overarching national strategy that will be complimented by regional efforts. The main goal is to sell our services to medium and large income businesses and individuals throughout Indonesia. We also intend to employ third party consultants to assist us in marketing telecom and mobile applications.

· Full day Seminars. The seminar model will be a key marketing strategy for us to attract new clients.

· Google add words, search engine optimization and key words.

· Radio, which is very cost efficient in Indonesia (radio approximately $8 per 30 second advertisement).

· Regional offices to provide a local presence, which will be key to establishing trust with our clients.

· Positioning our brand online.

· Supporting local communities such as Chinese, Muslim and Hindu groups.

· Social media i.e., Facebook, Twitter, etc.

· Television · Mobile Telephone Networks · Referral Programs 5-------------------------------------------------------------------------------- Branding We plan to utilize various forms of media and print advertising to promote our brand. Anticipated forms of print media include brochures, advertisements in financial publications and billboards.

Our management will also attend and participate in key industry related trade shows throughout the world to promote our brand and products. We will design and utilize the internet as a forum to promote our brand that result in higher quality products. Our website will be regularly updated to ensure proper informational flow to established and new customers.

Industry Since the beginning of online trading the commission rate has dropped from around $50 per trade down to around 1/5 of that and even some companies like Bank of America, Zecco and Saxo Bank have offered commission free trading in stocks. These price slashes generated great growth in the industry according to McKinsey & Co who states that in 1999 online banking constituted 2 % of the entire industry, by 2002 it constituted 10 %. The explosive growth in the online trading industry attracted many new entrants, leading to intense competition.

In addition to that, many of the traditional full-service brokers like Merrill Lynch and Morgan Stanley also entered the arena by offering online trading. The Internet posed the most serious threat to the established brokerage firms since the unfixing of commissions on May Day, 1975, when deregulation created the discount-brokerage business, threatening, but not vanquishing, a cozy oligopoly (Nathan, 1999). The oligopoly has now being battered by new technologies. So far, traditional full-service brokers had resisted using the Internet in any way that would cannibalize their existing offline brokerage business. They appeared positively complacent, arguing that the cut-price online brokerage is not a sustainable business model.

However, by the early years of the new millennium, the traditional full-service firms finally began to counterattack. Their first steps were to add online trading to their information-only web sites with a better deal for their more active customers. As they further enter the online market at a larger scale, with vastly greater capital bases, and powerful global brand names these traditional firms will probably change the nature of the competition.

The entry of traditional offline firms to the online market, however, has not necessarily been a smooth process. This has caused major "channel conflict" when distributing through competing channels that offer different prices and service levels. An example of this kind of conflict was felt during the launching of Discover Brokerage Direct, owned by Morgan Stanley (Smith, 1999).

One of the clearest indications of how channel conflict influenced management decisions was in the way the online unit was named. Rather than extending the Morgan Stanley brand name to the online operation, a name that carried considerable clout in the securities business, the new company was given the name of the Discover credit-card operation. This was a way of distancing the parent company from the online business.

New entries to the online market have been appearing in various ways: from traditional tier 1 banks, specialized online banks and hundreds of small online brokers, offering different trading platforms. Growth in the industry has been driven mainly by retail Forex operations and other derivatives such as CFDs (Contracts for Differences).

Online Financial Industry Today We believe we are now at the apex of a new period of unprecedented opportunities for the online financial industry. History has revealed that after recessions, new 'windows of opportunity' open up where new industries grow and become established. We believe there may be increasing consolidation since there are too many online brokers that do not offer a relevant and differentiated product.

In a report published in December 2010, LeapRate estimated that the online Forex trading volume was some $200 billion daily, barely 5% of the total world foreign exchange market (this is the largest market in the world, with an average daily turnover estimated at $3.98 trillion). We believe this represents enormous growth if we compare it to the figure of under $10 billion that was traded online daily 10 years ago. If the LeapRate numbers are correct, daily online Forex operations are already more than double those of the New York Stock Exchange and some 40 times that of the Ibex in Spain.

6 -------------------------------------------------------------------------------- Intellectual Property To date, we have not been granted any patents, trademarks, franchises, concessions or labor contracts at this time, however, we are preparing applications for trademarks in Canada and the United States and in the future other jurisdictions, and have no assurance of our ability to continue to use such names in association with the sale of our products and services.

In the future we will enter into confidentiality and proprietary rights agreements with our employees, consultants and other third parties and control access to software, documentation and other proprietary information and intend to apply for other protections in the form of patents and copyrights if applicable. Failure to provide adequate protection our proprietary rights could expose us to infringement of our rights by other parties and could offer similar services, significantly harming our competitive position and decreasing our revenues.

Government Regulation We currently do not require approval of any government to offer our products and services. We do not expect that there will be any governmental regulations on our business. We will voluntarily refuse to accept orders from the following countries: Afghanistan, Angola, Cuba, Democratic People's Republic of Korea [North Korea], Eritrea, Federal Republic of Yugoslavia [Serbia and Montenegro], Iran, Iraq, Liberia, Libya, Myanmar [Burma], Rwanda, Sierra Leone, Syria, and Sudan. We expect no costs or effects of compliance of federal, state and local environmental laws on our business.

Limited Operating History; Need for Additional Capital There is limited historical financial information about us upon which to base an evaluation of our performance. We are a development stage company and have not generated any revenues. We cannot guarantee we will be successful in our business operations.

Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.

To become profitable and competitive, we have to establish agreements with established service providers and or businesses to enable us to offer these venues to our clientele.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to our existing stockholders.

We anticipate that we will need to meet our ongoing cash requirements through the generation of revenue and equity and/or debt financing. We estimate that our expenditures over the next 12 months will be approximately $869,000 as described in the table below. These estimates may change significantly depending on the nature of our future business activities and our ability to raise capital.

7 -------------------------------------------------------------------------------- Type Amount Percent Salaries 145,000 16.68% Professional services (IT development) 24,000 2.76% Equipment 30,000 3.45% Professional services (lawyers and accountants) 35,000 4.03% Programming IT development 60,000 6.90% Office, rent and expenses 150,000 17.27% Travel expenses 53,000 5.76% Government Fees 5,000 .059% Seminars 85,000 9.77% Business Development fees 145,000 16.68% Servers and bandwidth 15,000 1.72% Bank fees and interest 2,000 .023% Administration 15,000 1.72% Marketing and advertisement 120,000 13.80% Total 869,000 100.00% If we are not able to raise sufficient funds to fully implement our startup business plan for the next year as anticipated, we will scale our business development in line with available capital. Our primary priority will be to retain our reporting status with the SEC which means that we will first ensure that we have sufficient capital to cover our legal and accounting expenses. Once these costs are accounted for, in accordance with how much financing we are able to secure, we will focus on market awareness, and servicing costs as well as marketing and advertising to social media marketing websites. We will likely not expend funds on the remainder of our planned activities unless we have the required capital.

Our total expenditures over the next twelve months are anticipated to be approximately $869,000. Our cash on handas of October 31, 2013 is $0. We do not have sufficient cash on hand to fund our operations for the next twelve months.

We also require additional financing.

8 -------------------------------------------------------------------------------- RESULTS OF OPERATIONS Working Capital October 31, 2013 July 31, 2013 Current Assets $ 0 $ 0 Current Liabilities $ 71,341 $ 45,819 Working Capital Deficit $ (71,341) $ (45,819 ) Cash Flows Three Month ThreeMonth Period Period Ended Ended October 31, October 31, 2013 2012 Cash Flows used in Operating Activities $ (25,522) $ 0 Cash Flows used in Investing Activities $ 0 $ - Cash Flows provided by Financing Activities $ 0 $ - Net Increase (Decrease) in Cash During Period $ (25,522) $ 0 As of October 31, 2013, we had cash on hand of $0. Since our inception, we have used our common stock and promissory notes to raise money for our operations. We have not attained profitable operations and are dependent upon obtaining financing to pursue our plan of operation.

Operating Revenues We have not generated any revenues since inception.

Operating Expenses and Net Loss Operating expenses for the three month ended October 31, 2013 was $25,522 compared with $0 for the three month ended October 31, 2012. The increase in operating expenditures was a result of the Asset Purchase agreement.

Net loss for the three month period ended October 31, 2013 was $25,522 compared with $0 for the period ended October 31, 2012. The overall increase in net loss of $25,522 was attributed to the Asset Purchase agreement.

9 -------------------------------------------------------------------------------- Liquidity and Capital Resources As at October 31, 2013, the Company's cash balance was $0 As at October 31, 2013, the Company had total liabilities of $71,341.

As at October 31, 2013, the Company had a working capital deficit of $(71,341) Cashflow from Operating Activities During the three month period ended October 31, 2013, the Company used $25,522 of cash for operating activities compared with $0 for the three month ended October 31, 2012.

Cashflow from Investing Activities During the three month period ended October 31, 2013 and 2012, the Company paid $0 and $0 in investing activities.

Cashflow from Financing Activities During the three month period ended October 31, 2013, the Company has net cash received of $0 from financing activities compared, with $0 in financing activities for the same period in 2012.

Off-Balance Sheet Arrangements We have no 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.

Going Concern We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive activities. For these reasons, our auditors stated in their report for the year ended October 31, 2013 that they have substantial doubt that we will be able to continue as a going concern without further financing.

Future Financings We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund any future business opportunities.

Critical Accounting Policies We have identified certain accounting policies, described below, that are most important to the portrayal of our current financial condition and results of operations. Our significant accounting policies are disclosed in the notes to the audited financial statements included in this Annual Report.

10 -------------------------------------------------------------------------------- Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes for the reporting period. Significant areas requiring the use of management estimates relate to the valuation of its business.

Recently Issued Accounting Pronouncements We do not expect the adoption of any recent accounting pronouncements to have a material impact on its financial statements.

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

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