Lotus Bio-Technology Development Corp. - Quarter Report: 2013 December (Form 10-Q)

star10q-12312013.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]	QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2013

	OR

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

Commission File Number 000-54745

STARFLICK.COM

(Exact name of registrant as specified in its charter)

Nevada

(State of incorporation)

1361 Peltier Drive

Point Roberts, Washington 98281

(Address of principal executive offices)

(360) 303-9500

(Registrant’s telephone number)

Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 last 90 days. YES [X] NO [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (SS 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [ ] NO [X]

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 the definitions of “large accelerated filer, “accelerated filer,” “non-accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer	[ ]	Accelerated Filer	[ ]
Non-accelerated Filer (Do not check if smaller reporting company)	[ ]	Smaller Reporting Company	[X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [X] NO [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS:

As of February 12, 2014, there were 6,042,500 shares of the registrant’s $0.00001 par value common stock issued and outstanding.

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TABLE OF CONTENTS

		Page

PART I. FINANCIAL INFORMATION

ITEM 1.	FINANCIAL STATEMENTS.	3

	Balance Sheet as of December 31, 2013 and March 31, 2013 (Unaudited)	3

	Statements of Expenses for the three and nine months ended December 31, 2013 and 2012, and from March 24, 2011 (inception) through December 31, 2013 (Unaudited)	4

	Statements of Cash Flows for the nine months ended December 31, 2013 and 2012, and from March 24, 2011 (inception) through December 31, 2013 (Unaudited)	5

	Notes to the Unaudited Financial Statements	6

ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION.	7

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.	8

ITEM 4.	CONTROLS AND PROCEDURES.	8

PART II. OTHER INFORMATION

ITEM 1A.	RISK FACTORS.	9

ITEM 6.	EXHIBITS.	9

Signatures		10

Exhibit Index		11

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PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

STARFLICK.COM INCORPORATED

(A Development Stage Company)

Balance Sheet

as at December 31, 2013

(Unaudited)

	December 31			March 31
	2013			2013

ASSETS

Current Assets
Cash and cash equivalents		69			4,069

Other Assets
Investments in subsidiaries		1,209			-
Total Assets		1,278			4,069


LIABILITIES AND SHAREHOLDERS’ EQUITY

Current liabilities
Accounts payable and accrued liabilities		3,018			1,350
Due to related parties		19,302			11,996
Total Liabilities		22,320			13,346

Stockholder’s equity (Deficit)
Share capital Authorized: 100,000,000 preferred shares, par value $0.00001 100,000,000 common shares, par value $0.00001

Issued and outstanding: Nil preferred shares 6,042,500 common shares		60			60

Additional paid-in capital		104,240			104,240

Deficit accumulated during the development stage		(125,342	)		(113,577	)
Total stockholders’ deficit		(21,042	)		(9,277	)

Total liabilities and stockholders’ deficit		1,278			4,069

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

F-1

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STARFLICK.COM INCORPORATED

(A Development Stage Company)

Statement of Expenses

For the period from March 24, 2011 (Inception) to December 31, 2013

(Unaudited)

													Inception
	Three Months			Three Months			Nine Months			Nine Months			(March 24,
	Ended			Ended			Ended			Ended			2011) to
	Dec 31,			Dec 31,			Dec 31,			Dec 31,			Dec 31,
	2013			2012			2013			2012			2013
	$			$			$			$			$
Expenses
Accounting and legal		3,092			4,140			9,942			16,315			60,028
Bank charges and interest		-			-			-			59			59
Compensation fees		-			21,618			-			21,618			21,618
Filing and registration		-			-			-			-			1,380
Stock transfer management		874			-			1,823			-			21,823
Website written off		-			-			-			-			20,434

Earnings (Loss) from operations		(3,966	)		(25,758	)		(11,765	)		(37,992	)		(125,342	)

Net loss		(3,966	)		(25,758	)		(11,765	)		(37,992	)		(125,342	)

Basic and diluted loss per share		(0.00	)		(0.00	)		(0.00	)		(0.00	)

Weighted average number of common shares outstanding
Basic and diluted		6,042,500			5,203,722			6,042,500			5,203,722

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

F-2

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STARFLICK.COM INCORPORATED

(A Development Stage Company)

Statement of Cash Flows

For the period from March 24, 2011 (Inception) to December 31, 2013

(Unaudited)

							Inception
	Nine months			Nine months			(March 24,
	Ended			Ended			2011) to
	Dec 31,			Dec 31,			Dec 31,
	2013			2012			2013
	$			$			$
Cash flows from operating activities

Net income (Loss)		(11,765	)		(37,992	)		(125,342	)
Impairment								20,434
Changes in operating assets and liabilities:
Accounts payable – related party		10,406			-			10,406
Accounts payable and accrued liabilities		1,668			(10,716	)		3,018
Cash provided by (used in) operating activities		309			(48,708	)		(91,484	)

Cash flows from investing activities
Investment in subsidiary		(1,209	)		-			(1,209	)
Website development		-			-			(20,434	)
Cash used in investing activities		(1,209	)		-			(21,643	)

Cash flows from financial activities
Proceeds from sale of stock		-			104,250			104,300
Due to related parties		(3,100	)		(40,384	)		8,896
Cash provided by (used in) financial activities		(3,100	)		63,866			113,196

Increase (Decrease) in cash and cash equivalents		(4,000	)		15,158			69

Cash and cash equivalents, beginning of period		4,069			411			-

Cash and cash equivalents, end of period		69			15,569			69

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

F-3

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STARFLICK.COM INCORPORATED

(A Development Stage Company)

Notes to the Financial Statements

For the period from March 24, 2011 (Inception) to December 31, 2013

(Unaudited)

1. DESCRIPTION OF BUSINESS AND PRESENTATION

Starflick.Com Incorporated (“we”, “our”, the “Company”) was formed on March 24, 2011 under the laws of the state of Nevada. We have not commenced our planned principal operations as an independent motion picture producer. We are considered as a development stage company as defined in ASC 915 “Accounting and Reporting for Development Stage Enterprises”. The Company’s fiscal year end is March 31.

Basis of Presentation

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.

2. GOING CONCERN

These financial statements have been prepared in accordance with U.S. generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. We have incurred operating losses and require additional funds to maintain our operations. Management’s plans in this regard are to raise equity financing as required.

These conditions raise substantial doubt about our ability to continue as a going concern. These financial statements do not include any adjustments that might result from this uncertainty.

We have not generated any operating revenues to date.

3. DUE TO RELATED PARTIES

Due to director

During the nine months ended December 31, 2013, the Company repaid $3,100 owed to the director. As of December 31, 2013, the balance due to the director was $19,302.

Due to Black Rock Petroleum Company

During the nine months ended December 31, 2013, the Company formed Black Rock Petroleum Company and invested $1,209 for 100% ownership.

F-4

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ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

This section of this quarterly report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

We are a start-up stage corporation and have not started operations or generated or realized any revenues from our business operations.

Our auditors have issued a going concern opinion. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we complete the development of our website and produce and market a film. Accordingly, we must raise cash from sources other than operations. Our only other source for cash at this time is investments by others in our company. We must raise cash to implement our project and begin our operations.

Plan of Operation

All of the information following is based upon estimates. We are a startup company, or in other words, a company with a limited operating history, since our operations have been limited to incorporating Starflick.com; issuing stock to Zoltan Nagy, our sole officer and director; developing our business plan; began developing our website; reviewed films and film scripts; prepared our registration statement; and, completed our public offering. Since then we have spent all of the money raised in our public offering. As of December 31, 2013, we have $69 in cash and cash equivalents. We cannot tell you when we will begin operations actual film production activities.

Limited operating history; need for additional capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are in a start-up stage operations 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 produce and sell our films. We are not seeking equity financing at the present time.

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 operations. Equity financing could result in additional dilution to existing shareholders.

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Results of operations

From Inception on March 24, 2011 to December 31, 2013

During the period we incorporated the company, hired the attorney and hired the auditor for the preparation of this registration statement. We have prepared an internal business plan. We have reserved the domain name “www.starflick.com.” Our net loss since inception is $125,342. We are a startup company, or in other words, a company with a limited operating history, since our operations have been limited to incorporating Starflick.com; issuing stock to Zoltan Nagy, our sole officer and director; developing our business plan; began developing our website; reviewed films and film scripts; prepared our registration statement; completed our public offering; and, spent all of the proceeds of our public offering.

We cannot tell you when we will begin operations actual film production activities because have no money to do so.

Since inception, we sold 5,000,000 shares of common stock to our sole officer and director for $50. And during the nine months ended December 31, 2012, we sold 1,042,500 shares for total proceeds of $104,250. Since then, we have spent the $104,250.

Liquidity and capital resources

As of the date of this report, we have yet to generate any revenues from our business operations.

We issued 5,000,000 shares of common stock pursuant to the exemption from registration contained in Regulation S of the Securities Act of 1933, as amended. This was accounted for as a sale of common stock. We also sold 1,042,500 shares pursuant to our registration statement. The shares of common stock sold in our public offering.

As of December 31, 2013, our total assets were $1,278 and our total liabilities were $22,320. As of December 31, 2013, we had cash of $69.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

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.

ITEM 4. CONTROLS AND PROCEDURES.

Under the supervision and with the participation of our management, including the Principal Executive Officer and Principal Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that these disclosure controls and procedures are effective. There were no changes in our internal control over financial reporting during the quarter ended December 31, 2013, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

ITEM 1A. RISK FACTORS.

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.

ITEM 6. EXHIBITS.

		Incorporated by reference			Filed
Exhibit	Document Description	Form	Date	Number	herewith

3.1	Articles of Incorporation.	S-1	6/10/11	3.1

3.2	Bylaws.	S-1	6/10/11	3.2

14.1	Code of Ethics.	10-K	6/22/12	14.1

31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.				X

32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.				X

99.2	Audit Committee Charter.	10-K	6/22/12	99.2

99.3	Disclosure Committee Charter.	10-K	6/22/12	99.3

101.INS	XBRL Instance Document.				X

101.SCH	XBRL Taxonomy Extension – Schema.				X

101.CAL	XBRL Taxonomy Extension – Calculations.				X

101.DEF	XBRL Taxonomy Extension – Definitions.				X

101.LAB	XBRL Taxonomy Extension – Labels.				X

101.PRE	XBRL Taxonomy Extension – Presentation.				X

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized on this 21st day of February, 2014.

	STARFLICK.COM

	BY:	ZOLTAN NAGY
		Zoltan Nagy
		President, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer, Secretary, Treasurer and sole member of the Board of Directors

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EXHIBIT INDEX

		Incorporated by reference			Filed
Exhibit	Document Description	Form	Date	Number	herewith

3.1	Articles of Incorporation.	S-1	6/10/11	3.1

3.2	Bylaws.	S-1	6/10/11	3.2

14.1	Code of Ethics.	10-K	6/22/12	14.1

31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.				X

32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.				X

99.2	Audit Committee Charter.	10-K	6/22/12	99.2

99.3	Disclosure Committee Charter.	10-K	6/22/12	99.3

101.INS	XBRL Instance Document.				X

101.SCH	XBRL Taxonomy Extension – Schema.				X

101.CAL	XBRL Taxonomy Extension – Calculations.				X

101.DEF	XBRL Taxonomy Extension – Definitions.				X

101.LAB	XBRL Taxonomy Extension – Labels.				X

101.PRE	XBRL Taxonomy Extension – Presentation.				X