You should read the following discussion and analysis of our financial condition and results of operations together with our consolidated financial statements and the related notes and other financial information included elsewhere in this Prospectus. Some of the information contained in this discussion and analysis or set forth elsewhere in this Prospectus, including information with respect to our plans and strategy for our business and related financing, includes forward-looking statements that involve risks and uncertainties. You should review the "Risk Factors" section of this Prospectus for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.

Migom Global Corp. (the "Company" or "Migom Global") was incorporated as Alfacourse Inc. in the State of Nevada on February 29, 2016. On November 1, 2019, the Company amended its articles of incorporation and changed its name to Migom Global Corp. The change was made in anticipation of entering a new line of business operations which is a new company building synergistic ventures in international banking, securities brokerage, electronic money distribution as well as digital assets origination and market making.

On October 8, 2019, Heritage Equity Fund LP ("Heritage Equity Fund," 80% owned by Thomas A. Schaetti ("Mr. Schaetti"), entered into a Stock Purchase Agreement to acquire 5,000,000 shares, par value $0.001, of Migom Global and thereafter Heritage Equity Fund became 68.48% Controlling shareholder of Migom Global, Mr. Schaetti is 54.78% indirect owner of Migom Global Corp.

On April 21, 2020, Heritage Equity Fund (the "Seller") and Migom Global (the "Purchaser") entered into an Asset Purchase Agreement where Migom Global acquired certain intellectual property involving core banking front end and back end user interface software, banking and trading cloud-based and server software, etc. from Heritage Equity Fund. Migom Global issued 30,000 shares of its common stock for total consideration of $270,000 for the acquisition.

On May 12, 2020, the Company entered into an acquisition agreement with Migom Bank Ltd. and Mr. Schaetti (the "Migom Agreement"). Migom Bank Ltd. ("Migom Bank") was incorporated on August 7, 2019 in Dominica. Pursuant to the Migom Agreement, the Company acquired all of the outstanding equity of Migom Bank. Migom Bank is a regulated full-service international bank, licensed by the Financial Services Unit of the Ministry of Finance of Commonwealth of Dominica, specializing in providing retail banking services to individuals and companies worldwide. In addition to the traditional services of a deposit institution Migom Bank offers lending, leasing, and investment services, provides money transmittal services, is authorized to issue and administer means of payment such as credit and debit cards, travelers cheques, bankers' drafts and electronic money. Migom Bank is also authorized by its regulators to provide custody of securities, issue guarantees and commitments, provide credit reference services, safe custody of valuables, offer all forms of electronic banking and foreign exchange and precious metal dealing services. Migom Bank is also authorized by its regulators to perform a variety of investment banking and corporate finance services. In exchange for the equity Migom Bank, the Company issued Mr. Schaetti 126,222 shares of common stock of the Company, at a price per share of $9.00. Migom Bank will operate under a separate business plan than the Company and Central Rich Trading Ltd.

On May 12, 2020, the Company, entered into an acquisition agreement with Central Rich Trading Ltd. and Mr. Schaetti (the "Central Agreement"). Central Rich Trading Ltd. ("Central") was incorporated on November 16, 2017 in Hong Kong. Pursuant to the Central Agreement, the Company acquired all of the outstanding equity of Central. Central is a money service business that is licensed by the Hong Kong Customs and Excise Department to provide all forms of permitted money services, electronic money and payment services in the respective territories. In exchange for the equity of Central, the Company issued Mr. Schaetti 17,778 shares of common stock of the Company, at a price per share of $9.00. Central is operating under a separate business plan than the Company and Migom Bank.





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Results of Operations

Results of Operations for the year ended December 31, 2020 and 2019

For the year ended December 31, 2020, we have generated revenue of $3,839,242 compared with $10,000 for the year ended December 31, 2019.

For the years ended December 31, 2020, our expenses related to our banking operations were $1,248,056 comprised of marketing fee of $759,791, banking partners fees & commissions of $257,917, other financial institutions fees $186,483, and interest expenses of $43,865, as compared to the Company $nil expenses paid for our banking operations at the end of December 31 ,2019.

For the years ended December 31, 2020 our operating expenses (excluding marketing fees) were $423,631 comprised of wages & salaries $165,509, employees training $2,539, payroll related taxes $2,294, travel $5,247, rent $29,042, audit fees $40,876, data processing services $2,857, accounting fees $6,540, legal fees $16,500, other consultants $50,863, office admin expenses $82,870, stock transfer fees $7,273, miscellaneous $20,167, Bank charges of $254, Gains from revaluation of foreign exchange of $37,172 and amortization expenses of $27,975 as compared to wages and salaries of $10,800, rent of $5,088, audit fees $8,000, data processing services of $1,801, legal fees of $42,500, other consultant & professional services of $18,930, office admin expenses of $67,515 and depreciation expenses of $1,240 the year ended December 31, 2019.

The substantial increase in operating expenses was primarily due to the marketing activities and payment of salaries, as the group continues to grow in new markets, pursue new product launches and increase its customer base.

Liquidity and Capital Resources

As of December 31, 2020, the Company had $18,454,981 in cash together with total assets $19,280,025 and current liabilities of $16,325,774, as compared with $1,152,082 of cash and $56,678 of current liabilities as of December 31, 2019. The net operating capital of the Company is sufficient for the Company to remain operational in the short and medium term.

For the year ended December 31, 2020, we have cash flows used in operating activities of $17,777,975 as compared to $145,617 for the same period in 2019.

We had cash flow for financing activities of $92,971 and $1,291,481 for the year ended December 31, 2020 and 2019 respectively.

Since inception, we have sold 5,000,000 shares of common stocks to our previous president and director, at a price of $0.001 per share and 2,315,000 shares of common stock to our investors at a price of $0.001 per share for the aggregated proceeds of $7,315. The Company has recast prior period financial statements to reflect the acquisition of Migom Bank Ltd and Central Rich Trading Ltd's common shares as if the restructuring transaction had occurred as of the earliest date of the financial statements. For the year ended December 31, 2020, we have 7,489,000 shares of common stock at price of $0.001 as compared to 7,459,000 common stock at the price of $0.001 for year ended December 31, 2019.

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.

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