ASTIKA HOLDINGS INC. - Quarter Report: 2014 September (Form 10-Q)

þ	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Florida (State or other jurisdiction of incorporation or organization)

27-4601693 (I.R.S. Employer Identification Number)

 

 

Class		Outstanding at November 14, 2014
Common Stock, par value $.001 per share		11,077,750 shares

 

 

 

 

 

	PAGE
Part I   Financial Information	3
Item 1.       Financial Statements (unaudited)	3
Consolidated Balance Sheets	3
Consolidated Statements of Operations	4
Consolidated Statements of Cash Flows	5
Notes to Financial Statements	6
Item 2.       Management’s Discussion and Analysis of Financial Condition and Results of Operations	8
Item 3.       Quantitative and Qualitative Disclosures About Market Risk	10
Item 4.       Controls and Procedures	11
Part II  Other Information	13
Item 1.       Legal Proceedings	13
Item 2.       Unregistered Sales of Equity Securities and Use of Proceeds	13
Item 3.       Defaults Upon Senior Securities	13
Item 4.       Mine Safety Disclosures	13
Item 5.       Other Information	13
Item  6.      Exhibits	13
Signatures	15
EX-31.1
EX-32.1
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT
EX-101 DEFINITION LINKBASE DOCUMENT

 

 

 

 

 

			September 30, 2014				December 31, 2013
ASSETS
Current Assets
Cash and Cash Equivalents			$	-			$	-
Accounts Receivable				20				20
Total Current Assets				20				20
Equipment net of depreciation				1,998				2,558
Intangible assets, net of amortization				4,389				4,733
TOTAL ASSETS			$	6,407			$	7,311
LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)
Current Liabilities
Accounts Payable and Accrued Expenses			$	4,503			$	5,963
Loan payable				1,207				1,162
Loan payable- related party				14,769				-
Total Current Liabilities			$	20,479			$	7,125
Shareholders’ Equity (Deficit)
Preferred Stock:  10,000,000  shares authorized; par value $0.001; zero issued and outstanding				-				-
Common Stock:  140,000,000 shares authorized; par value $0.001; 11,077,750 issued and outstanding at September 30, 2014 and December 31, 2013				11,078				11,078
Additional Paid In Capital				112,782				112,782
Accumulated Deficit				(137,932	)			(123,674	)
Total Shareholders’ Equity (Deficit)				(14,072	)			186
Total Liabilities and Shareholders’ Equity			$	6,407			$	7,311

 

 

 

 

 

 

 

 

 

		Three months ended				Three months ended				Nine months ended				Nine months ended
		Sept. 30, 2014				Sept. 30, 2013				Sept. 30, 2014				Sept. 30, 2013
REVENUE
Revenue		$	-			$	283			$	-			$	1,335
Cost of Revenue			-								-
TOTAL REVENUE			-				283				-				1,335
OPERATING EXPENSES
Selling, general & administrative			3,943				14,383				13,869				61,074
Amortization of intangible assets			115				115				344				344
Total Operating Expenses			4,058				14,498				14,213				61,418
OPERATING LOSS		$	(4,058	)		$	(14,215	)		$	(14,213	)		$	(60,083	)
Interest Expense			(15	)			(14	)			(45	)			(65	)
NET (LOSS)		$	(4,073	)		$	(14,229	)		$	(14,258	)		$	(60,148	)
Basic and Diluted Net Loss per Common Share		$	0.00			$	0.00			$	0.00			$	0.00
Weighted Average Number of Common Shares			11,077,750				11,077,750				11,077,750				11,077,750

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

 

 

 

 

 

 

 

		September 30, 2014				December 31, 2013
Rights to Musical Compositions in BMI Catalog		$	500			$	500
Rights to Eugenius SOL Presents:  Green and Healthy			5,000				5,000
Accumulated Amortization			(1,111)				(767)
Intangible Assets, Net		$	4,389			$	4,733

 

 

 

 

 

 

 

 
 

 

 

 

 

 

	As of December 31, 2013					As of September 30, 2014
Cash		$	-			$	-
Working Capital			(7,105)				(20,459	)
Debt (current)			7,105				20,459

 

 

 

 

 

 

 

 

 

 

As required by SEC Rule 13a-15(b), we carried out an evaluation, under the supervision and with the participation of our management, including our President and Treasurer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of our fourth fiscal quarter covered by this report. Based on the foregoing, our President and Treasurer concluded that our disclosure controls and procedures were not effective at the reasonable assurance level.  It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

●	Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;

●

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and

●	Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.

 

 

 

 

 

 

 

 

 

 

●

We do not have an audit committee.  While we are not currently obligated to have an audit committee, including a member who is an “audit committee financial expert,” as defined in Item 407 of Regulation S-K, under applicable regulations or listing standards; however, it is management’s view that such a committee is an important internal control over financial reporting, the lack of which may result in ineffective oversight in the establishment and monitoring of internal controls and procedures.

●

We did not maintain proper segregation of duties for the preparation of our financial statements.  We currently have only one officer overseeing all transactions.  This has resulted in several deficiencies, including the lack of control over preparation of financial statements and proper application of accounting.

●

We will create a position to segregate duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the accounting function when funds are available to us. And, we plan to appoint one or more outside directors to an audit committee resulting in a fully functioning audit committee, which will undertake the oversight in the establishment and monitoring of required internal controls and procedures, such as reviewing and approving estimates and assumptions made by management when funds are available to us.

 

●	Management believes that the appointment of outside directors to a fully functioning audit committee, would remedy the lack of a functioning audit committee.

 

 

Marketing, Promotion and Advertising		$	590
Printing expenses			10,075
Executive Compensation			6,000
Legal fees and expenses			55,129
Accounting fees and expenses			9,250
Blue sky fees and expenses			3,371
Transfer Agent fees			20,005
Miscellaneous			1,680
Tota		$	106,100

Exhibit No.		Description
Exhibit 31.1		302 Certification – Mark W. Richards
Exhibit 32.1		906 Certification – Mark W. Richards

 

 

 

 

 

 

Exhibit No.		Description
Exhibit 31.1		302 Certification – Mark W. Richards
Exhibit 32.1		906 Certification – Mark W. Richards