ACTAVIA LIFE SCIENCES, INC. - Annual Report: 2015 (Form 10-K)

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Nevada	39-2080103
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2005 Lakeshore Road
Sarnia, Ontario, Canada	N7X 1G4
(Address of principal executive offices)	(Zip Code)

None	N/A
Title of each class	Name of each exchange on which registered

 

 

	Large accelerated filer	o     (Do not check if a smaller reporting  company)	Accelerated filer	o
	Non-accelerated filer	o	Smaller reporting company	x

	●	the uncertainty that we will not be able to generate revenues from our website;
	●	risks related to the large number of established and well-financed entities that we are competing with;

	●	risks related to the failure to successfully manage or achieve growth of our business; and
	●	other risks and uncertainties related to our business strategy.

 

 

 

 

	1.	We would not be able to pay our debts as they become due in the usual course of business; or
	2.	Our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

 

 

 

 

 

1.	$40,000 in connection with our development of our website and marketing efforts;
2.	$10,000 for operating expenses, including professional legal and accounting expenses associated with our company being a reporting issuer under the Securities Exchange Act of 1934; and

		Year Ended June 30, 2015				Year Ended June 30, 2014
Revenue		$	-			$	-
Operating Expenses			16,757				40,035
Net Loss		$	(16,757	)		$	(40,035	)

		Year Ended				Year Ended
		June 30,				June 30,
		2015				2014
General & Administrative		$	16,757			$	40,035
Total Expenses		$	16,757				40,035

 

 

		As at				As at				Percentage
		June 30, 2015				June 30, 2014				Increase / (Decrease)
Current Assets		$	35			$	6,335				(99.4	%)
Current Liabilities		$	11,437			$	980				934.2	%
Working Capital (Deficiency)		$	(11,402)			$	5,335				N/A

Cash Flows

		Year Ended June 30, 2015				Year Ended June 30, 2014				Percentage Increase / (Decrease)
Cash used in Operating Activities		$	(12,931	)		$	(40,010	)			(67.7	%)
Cash from Financing Activities		$	6,631			$	-				100	%
Net Increase (Decrease) in Cash		$	(6,300	)		$	(40,010	)			N/A

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ACTIVE WITH ME, INC.
BALANCE SHEETS
		June 30,				June 30,
		2015				2014
Assets
Current assets
Cash		$	35			$	6,335
Total current assets			35				6,335
Other assets			350				350
Total assets		$	385			$	6,685
Liabilities and Stockholders’ Equity (Deficit)
Liabilities
Accounts payable		$	4,201			$	375
Loan payable to related parties			7,236				605
Current liabilities			11,437				980
Total liabilities		$	11,437			$	980
Commitments and contingencies (Note 6)
Stockholders’ deficit
Preferred Stock, $.001 par value; 10,000,000 shares
authorized; no shares issued and outstanding			-				-
Common Stock, $.001 par value; 65,000,000 shares
authorized; 3,305,000 shares issued and outstanding			3,305				3,305
Additional paid in capital			47,795				47,795
Accumulated deficit			(62,152	)			(45,395	)
Stockholders’ equity (deficit)			(11,052	)			5,705
Total liabilities and stockholders’ equity (deficit)		$	385			$	6,685

 

 

		Year Ended June 30,				Year Ended June 30,
		2015				2014
Operating expenses:
General and administrative		$	16,757			$	40,035
Total operating expenses			16,757				40,035
Net loss		$	(16,757	)		$	(40,035	)
Basic and Diluted Loss Per Share		$	(.00	)		$	(.00	)
Weighted average common shares
outstanding - basic and diluted			3,305,000				3,305,000

 

 

 

 

 

 

 

 

 

 

 

		$.001 Par Value								Additional								Total
		Common Stock								Paid-in				Deficit				Stockholders’
		Shares				Amount				Capital				Accumulated				Equity (Deficit)
Balance,  July 1, 2014			3,305,000			$	3,305			$	47,795			$	(5,360	)		$	45,740
Net loss			-				-				-				(40,035	)			(5,360	)
Balance, June 30, 2014			3,305,000				3,305				47,795				(45,395	)			5,705
Net loss			-				-				-				(16,757	)			(16,757	)
Balance,  June 30, 2015			3,305,000			$	3,305			$	47,795			$	(62,152	)		$	(11,052	)

 

 

 

 

 

 

 

 

 

		Year Ended June 30, 2015				Year Ended June 30, 2014
Operating activities:
Net loss		$	(16,757	)		$	(40,035	)
Adjustments to reconcile net loss to cash used in operating activities:
Changes in operating assets and liabilities:
Other assets			-				(350	)
Accounts payable			3,826				375
Net cash used in operating activities			(12,931	)			(40,010	)
Financing activities:
Proceeds from loan payable – related parties			6,631				-
Net cash provided by financing activities			6,631				-
Net decrease in cash			(6,300	)			(40,010	)
Cash, beginning of year			6,335				46,345
Cash, end of year		$	35			$	6,335
Cash paid for income taxes		$	-			$	-
Cash paid for interest		$	-			$	-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Name		Age		Position(s) and Office(s) Held		Term of Office
Sheri Strangway		51		President, Chief Executive Officer, Chief Financial Officer, Secretary and Director		Since Inception To Present

 

	1.	any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;
	2.	any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

	3.	being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; or
	4.	being found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission 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.

	●	our principal executive officers;
	●	our most highly compensated executive officers who were serving as executive officers at the end of the year ended June 30, 2015; and

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up to two additional individuals for whom disclosure would have been provided under (b) but for the fact that the individual was not serving as our executive officer at the end of the most recently completed financial year, who we will collectively refer to as the named executive officers, for our years ended June 30, 2015, 2014 and 2013, are set out in the following summary compensation table:

 

SUMMARY COMPENSATION TABLE
Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($) (4)	Non- Equity Incentive Plan Compensa- tion ($)	Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)	All Other Compensa -tion ($)	Total ($)
Sheri Strangway(1) President, Chief Executive Officer, Chief Financial Officer Secretary and Director	2015 2014 2013	Nil Nil Nil	Nil Nil Nil	Nil Nil Nil	Nil Nil Nil	Nil Nil Nil	Nil Nil Nil	Nil Nil Nil	Nil Nil Nil

(1)	Sheri Strangway has been our president, chief executive officer, chief financial officer, secretary and a director since Inception.

Title of class		Name and address of beneficial owner		Amount of beneficial ownership		Percent of class*
Common		Sheri Strangway 2005 Lakeshore Rd Sarnia, ON, Canada N7X 1G4		1,500,000		45.39%
Common		Total all executive officers and directors		1,450,000		47.39%
Common		5% Shareholders
		None

 

 

 

(1)	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: (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.
(2)	The percentage of class is based on 3,305,000 shares of common stock issued and outstanding as of September 28, 2015.

	(i)	Any of our directors or officers;
	(ii)	Any person proposed as a nominee for election as a director;
	(iii)	Any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to our outstanding shares of common stock;

	(iv)	Any of our promoters; and
	(v)	Any member of the immediate family (including spouse, parents, children, siblings and in- laws) of any of the foregoing persons.

 

 

		Year Ended June 30, 2015				Year Ended June 30, 2014
Audit Fees and Audit Related Fees		$	10,920			$	1,248
Tax Fees			-				-
All Other Fees			-				-
Total		$	10,920			$	1,248

 

 

Exhibit Number		Description
3.1		Articles of Incorporation (filed as an exhibit to our Form S-1 Registration Statement, filed on September 9, 2013)
3.2		Bylaws (filed as an exhibit to our Form S-1 Registration Statement, filed on September 9, 2013)
31.1*		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*		Certification of Chief Executive Officer and Chief Financial Officer pursuant Section 906 Certifications under Sarbanes-Oxley Act of 2002

By	/s/ Sheri Strangway
	Sheri Strangway
	President, Treasurer, Chief Executive Officer and
	Chief Financial Officer
	(Principal Executive Officer, Principal Accounting Officer
	and Principal Financial Officer)
Date:	September 28, 2015

 

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