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INTERDYNE CO - Quarter Report: 2014 March (Form 10-Q)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
FORM 10-Q
 
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2014

OR

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

For the transition period from: Not applicable

Commission file number 0-4454

INTERDYNE  COMPANY
 (Exact name of registrant as specified in its charter)

CALIFORNIA
 
95-2563023
(State or other jurisdiction of incorporation or organization)
 
(I.R.S.  Employer Identification No.)
 
 
 
26 Briarwood, Irvine, California
 
92604
(Address of principal executive offices)
 
(Zip Code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x  No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No o

As of March 31, 2014, there were 39,999,942 shares of Common Stock, no par value, issued and outstanding.

Exhibit Index Page No.:  8
 
INTERDYNE COMPANY

FORM 10-Q

INDEX
 
 
 
Page
 
 
 
PART I.   FINANCIAL INFORMATION
 
 
 
 
Item 1.
Financial Statements (Unaudited)
 
 
 
 
 
3
 
 
 
 
4
 
 
 
 
5
 
 
 
 
6
 
 
 
Item 2.
6
 
 
 
Item 3.
6
 
 
 
Item 4.
6
 
 
 
PART II.  OTHER INFORMATION
 
 
 
 
Item 1.
8
 
 
 
Item 1A.
8
 
 
 
Item 2.
8
 
 
 
Item 3.
8
 
 
 
Item 4.
8
 
 
 
Item 5.
8
 
 
 
Item 6.
8
 
 
 
9
2
PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements

INTERDYNE COMPANY
CONDENSED BALANCE SHEETS
AS OF MARCH 31, 2014 AND JUNE 30, 2013

 
  
3/31/2014
    
6/30/2013
  
 
  
(Unaudited)
    
(Audited)
  
ASSETS
  
   
 
CURRENT ASSETS
  
   
 
Cash
  
$
3,371
    
$
6,427
  
 
                
OTHER ASSETS
                
Due from affiliate
    
207,519
      
217,340
  
 
                
TOTAL ASSETS
  
$
210,890
    
$
223,767
  
 
                
LIABILITIES AND STOCKHOLDERS' EQUITY
                
CURRENT LIABILITIES
                
Accrued professional fees
  
$
8,750
    
$
8,300
  
Accrued management fees to related party
    
11,000
      
15,500
  
Other accrued expenses
    
3,229
      
3,943
  
 
                
TOTAL LIABILITIES
    
22,979
      
27,743
  
 
                
STOCKHOLDERS' EQUITY
                
Preferred stock, no par value, 50,000,000 shares authorized, no shares outstanding
    
-
      
-
  
Common stock, no par value, 100,000,000 shares authorized, 39,999,942 shares issued and outstanding
    
500,000
      
500,000
  
Accumulated deficit
    
(312,089
)
    
(303,976
)
 
                
TOTAL STOCKHOLDERS' EQUITY
    
187,911
      
196,024
  
 
                
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
  
$
210,890
    
$
223,767
  

The accompanying notes are an integral part of the financial statements.
3
INTERDYNE COMPANY
CONDENSED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED MARCH 31, 2014 AND 2013
(UNAUDITED)

 
  
For the Three Months Ended
    
For the Nine Months Ended
  
 
  
3/31/2014
    
3/31/2013
    
3/31/2014
    
3/31/2013
  
 
  
   
   
   
 
EXPENSES
  
   
   
   
 
Professional fees
  
$
3,400
    
$
3,350
    
$
10,365
    
$
10,415
  
General and administrative
    
1,970
      
2,310
      
5,913
      
7,073
  
Management fees to related party
    
1,500
      
1,500
      
4,500
      
4,500
  
 
                                
TOTAL EXPENSES
    
6,870
      
7,160
      
20,778
      
21,988
  
 
                                
OTHER INCOME - Interest from affiliate
    
4,348
      
4,765
      
13,465
      
14,508
  
 
                                
LOSS BEFORE INCOME TAXES
    
(2,522
)
    
(2,395
)
    
(7,313
)
    
(7,480
)
 
                                
INCOME TAX EXPENSE
                    
(800
)
    
(800
)
 
                                
NET LOSS
  
$
(2,522
)
  
$
(2,395
)
  
$
(8,113
)
  
$
(8,280
)
 
                                
BASIC AND DILUTED LOSS PER SHARE
  
$
-
    
$
-
    
$
-
    
$
-
  
 
                                
BASIC AND DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING
    
39,999,942
      
39,999,942
      
39,999,942
      
39,999,942
  

The accompanying notes are an integral part of the financial statements.
4
INTERDYNE COMPANY
CONDENSED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED MARCH 31, 2014 AND 2013
(UNAUDITED)

 
  
For the Nine Months Ended
  
 
  
3/31/2014
    
3/31/2013
  
CASH FLOWS FROM OPERATING ACTIVITIES:
  
   
 
Net loss
  
$
(8,113
)
  
$
(8,280
)
Adjustments to reconcile net loss to net cash used in operating activities:
                
Changes in operating assets and liabilites:
                
Accrued interest
    
(13,465
)
    
(14,508
)
Accrued expenses
    
(4,764
)
    
(314
)
 
                
NET CASH USED BY OPERATING ACTIVITIES
    
(26,342
)
    
(23,102
)
 
                
CASH FLOWS FROM FINANCING ACTIVITIES:
                
Cash received from affiliate
    
23,286
      
26,000
  
 
                
NET CASH PROVIDED BY FINANCING ACTIVITIES
    
23,286
      
26,000
  
 
                
INCREASE/(DECREASE) IN CASH
    
(3,056
)
    
2,898
  
 
                
CASH, BEGINNING OF PERIOD
    
6,427
      
3,264
  
 
                
CASH, END OF PERIOD
  
$
3,371
    
$
6,162
  
 
                
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
                
Income taxes
  
$
800
    
$
800
  

The accompanying notes are an integral part of the financial statements.
5
INTERDYNE  COMPANY
NOTES TO CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2014
(UNAUDITED)

Note 1.  Interim Financial Statements

The accompanying financial statements are unaudited, but in the opinion of the management of the Company, contain all adjustments, consisting of only normal recurring accruals, necessary to present fairly the financial position as of March 31, 2014 and the results of operations for the three and nine months ended March 31, 2014 and 2013 and changes in cash flows for the nine months ended March 31, 2014 and 2013.  Certain information and footnote disclosures normally included in financial statements that have been prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, although management of the Company believes that the disclosures contained in these financial statements are adequate to make the information presented therein not misleading.  For further information, refer to the financial statements and footnotes thereto included in the Company's Annual Report in Form 10-K as of June 30, 2013, as filed with the Securities and Exchange Commission.  The results of operations for the quarter ended March 31, 2014 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2014.

Note 2.  Changes in Significant Accounting Policies
 
There are no newly issued accounting pronouncements that the Company expects to have a material effect on the financial statements and there have been no changes in our significant accounting policies.

Note 3.   Due from affiliate

In prior years, the Company made advances to Acculogic, Inc., an affiliated company through common ownership and management.  The advances bear interest at 8.5% per annum, payable on demand.  The balance including interest is guaranteed by another affiliated company.  During the three and nine months ended March 31, 2014 the Company received $0 and $23,286, respectively, from Acculogic, Inc. as repayments against the advances and accrued interest due.

Item 2.   Management's Discussion and Analysis of Financial Condition and Results of Operations

The Company is at present dormant and is looking for new opportunities.

The cash needs of the Company will be funded by collections from amount due from its affiliate.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk.

N/A

Item 4.  Controls and Procedures

Our management, comprising the Chief Executive Officer and the Chief Financial Officer/Principal Accounting Officer, is responsible for establishing and maintaining disclosure controls and procedures for the Company.  It has designed such disclosure controls and procedures to ensure that material information is made known to it, particularly during the period in which this report was prepared.
6
As of the end of the period covered by this report, our management carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (or Exchange Act)).  Based on this evaluation, as of the end of the period covered by this report, our management has concluded that our disclosure controls and procedures are not effective considering the fact that the Company, being dormant, has only one person on staff, the Chief Financial Officer/Principal Accounting Officer, to (1) handle all accounting transactions (consisting of primarily collecting funds from a related party and paying all expenses, including fees to this same officer); (2) reconcile the bank account, and (3) prepare all financial statement disclosures. The above duties have no supervision or review to insure proper segregation of duties and review of disclosures.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f).  Our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of March 31, 2014 based on the criteria set forth in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organization of the Treadway Commission.  Based on this evaluation, our management has concluded that our internal control over financial reporting was not effective as of March 31, 2014 considering the fact that the Company is dormant and only has one person on staff to handle all duties of the Company.

Our independent auditors have not audited and are not required to audit this assessment of our internal control over financial reporting for the period covered by this report.

During our most recent fiscal quarter, there has not occurred any change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
7
PART II
OTHER INFORMATION

Item 1.  Legal Proceedings

None

Item 1A.  Risk Factors.

None

Item 2.  Unregistered Sale of Equity Securities and Use of Proceeds.

None

Item 3.  Defaults Upon Senior Securities.

None

Item 4.  Mine Safety Disclosures.

None

Item 5.  Other Information.

None

Item 6.            Exhibits

a.
31.1 Certification of the Company's Chief Executive Officer, Sun Tze Whang, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
 
b.
31.2 Certification of the Company's Chief Financial Officer/Principal Accounting Officer, Kit H. Tan, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
 
c.
32 Certification of the Company's Chief Executive Officer and Chief Financial Officer/Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
 
 
d.
101.INS
XBRL Instance Document
 
 
 
e.
101.SCH
XBRL Taxonomy Extension Schema Document
 
 
 
f.
101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
 
 
 
g.
101.LAB
XBRL Taxonomy Extension Label Linkbase Document
 
 
 
h.
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document
 
8
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 
INTERDYNE COMPANY
 
(Registrant)
 
 
Date: May 2, 2014
By:
/s/Sun Tze Whang
 
Sun Tze Whang
 
Director /Chief Executive Officer
 
 
 
By:
  /s/Kit H. Tan
 
Kit H. Tan
 
Director /Chief Financial Officer/Principal Accounting Officer
 
 
9