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Lotus Bio-Technology Development Corp. - Quarter Report: 2014 June (Form 10-Q)

Converted by EDGARwiz


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 JUNE 31, 2014

 

 

 

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)


(604)-783-9664  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 August 12, 2014, there were 6,042,500shares of the registrant’s $0.00001 par value common stock issued and outstanding.



1






TABLE OF CONTENTS


 

Page

 

 

PART I.  FINANCIAL INFORMATION

 

  

 

ITEM 1.

FINANCIAL STATEMENTS.

3

 

 

 

 

Balance Sheets -  June 30, 2014 (unaudited) and March 31, 2014

3

  

 

 

 

Statements of Operations -  three months ended June 30, 2014 and 2013, (unaudited)

4

  

 

 

 

Statements of Cash Flows -  for the three months ended June 30, 2014 and 2013,

 (unaudited)

5

  

 

 

 

Notes to the Financial Statements (unaudited)

6-8

  

 

 

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATION.

7

  

 

 

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

7

  

 

7

ITEM 4.

CONTROLS AND PROCEDURES.

 

  

 

PART II.  OTHER INFORMATION

 

  

 

ITEM 1A.

RISK FACTORS.

8

  

 

 

ITEM 6.

EXHIBITS.

8

  

 

 

Signatures

10

  

 

Exhibit Index

11





-2-





PART I - FINANCIAL INFORMATION


ITEM 1.

FINANCIAL STATEMENTS.


STARFLICK.COM INCORPORATED

Consolidated Balance Sheets

(Unaudited)


 

 

 

 

 

 

 June 30, 2014

 

March 31, 2014

 

 

 

 

 

 

$

 

$

ASSETS

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

70

 

105

 

Total Assets

 

 

 

 

70

 

105

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

36,407

 

18,370

 

Due to related parties

 

 

 

45,613

 

33,864

 

 

 

 

 

 

82,020

 

52,234

Singular Stock holder

 

 

 

 

 

 

 

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

 

 

 

103,152

 

103,031

 

Accumulated deficit

 

 

 

(185,162)

 

(155,220)

 

 

 

 

 

 

(81,950)

 

(52,129)

 

 

 

 

 

 

70

 

105


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




-3-





STARFLICK.COM INCORPORATED

Consolidated Statement of Operations

(Unaudited)


 

 

 

 

 

 

 

Three Months

 

Three Months

 

 

 

 

 

 

 

 

 

Ended

 

Ended

 

 

 

 

 

 

 

 

 

June 30

 

June 30

 

 

 

 

 

 

 

 

 

2014

 

2013

 

 

 

 

 

 

 

 

 

$

 

$

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

Accounting and legal

 

 

 

 

14,505

 

5,100

 

 

 

Stock transfer management

 

 

 

 

1,437

 

450

 

 

 

Rent

 

 

 

 

 

14,000

 

 

 

 

Earnings (Loss) from operations

 

 

 

 

(29,942)

 

(5,550)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss and comprehensive loss for the year

 

 

 

(29,942)

 

(5,550)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted loss per share

 

 

 

 

(0.00)

 

(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding

 

 

 

 

 

 

 

 

Basic and diluted

 

 

 

 

 

6,042,500

 

5,553,588

 

 


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




-4-





STARFLICK.COM INCORPORATED

Consolidated Statements of Cash Flows

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months

 

Three Months

 

 

 

 

 

 

 

 

 

Ended

 

Ended

 

 

 

 

 

 

 

 

 

June 30

 

June 30

 

 

 

 

 

 

 

 

 

2014

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Loss

 

 

 

 

(29,242)

 

(5,550)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Changes in non-cash working capital

 

 

 

 

 

 

 

 

 

  Accounts payable and accrued liabilities

 

 

 

18,037

 

3,850

 

 

 

Cash used in operating actiities

 

 

 

 

 

(11,905)

 

(10,066)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

  Due to related parties

 

 

 

 

11,870

 

(2,201)

 

 

 

Cash provided by (used) in financing activities

 

 

 

 

 

11,870

 

(2,201)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (Decrease) in cash and cash equivalents

 

 

 

(35)

 

(3,901)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, beginning of period

 

 

 

105

 

4,069

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, end of period

 

 

 

70

 

168

 

 


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




-5-





STARFLICK.COM INCORPORATED

Notes to the Consolidated Financial Statements

 (Unaudited)


1.   DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION


Description of Business


Starflick.Com Incorporated the “Company”) was formed on March 24, 2011 with planned principal operations as an independent motion picture producer


Basis of Presentation


The accompanying unaudited condensed financial statements of Starflick.com (the “Company”) have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission, or the SEC, including the instructions to Form 10-Q and Regulation S-X. In the opinion of the management of the Company, all adjustments, which are of a normal recurring nature, necessary for a fair statement of the results for the three month periods and for the period from the date of inception have been made. Results for the interim periods presented are not necessarily indicative of the results that might be expected for the entire fiscal year. When used in these notes, the terms “Company”, “we”, “us” or “our” mean the Company. Certain information and note disclosure normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America has been condensed or omitted from these statements pursuant to such accounting principles and, accordingly, they do not include all the information and notes necessary for comprehensive financial statements and should be read in conjunction with our audited financial statements for the year ended March 31, 2014.


In the quarter ended June 30, 2014, the Company elected to early adopt Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the company to remove the inception to date information and all references to development stage We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on our results of operations, financial position or cash flow.


2.  GOING CONCERN


The Company’s financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates realization of assets and liquidation of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company has incurred net loss of $29,242 through June 30, 2014. The Company has not generated any operating revenues to date and existence is dependent upon management’s ability to develop profitable operations. These conditions raise substantial doubt that the Company will be able to continue as a going concern. These financial statements do not include any adjustments that might result from this uncertainty.


3.  DUE TO RELATED PARTIES


Due to director


During the three months ended June 30, 2014, the Company incurred $8,652 of legal and accounting expense and $5,437 in costs paid by the sole director of the company.  


As at June 30, 2014 the balance due to director was $45,613. The amount due to the director is unsecured, non-interest bearing and due on demand.




-6-




ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS


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.



Results of operations  


Business Overview


 During the quarter the company signed a contract with Triton Films (www.tritonfilms.net)of Vancouver, B.C to produce 7 proof of concept trailers to be marketed and sold to Major Fidevelopinglm Studios. The contract is for two years and for a budget of $100,000 US funded privately.     Our net loss since inception is $89,431.  We are a startup company, or in other words, a company with a limited operating history.  Zoltan Nagy, our sole officer and director; developing our business, developing our website; reviewing films and film scripts.


We intend to shoot our first trailer called Zero Day with Casper Van Dien within the next 30 days.


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.


Operations


Liquidity and capital resources


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


As of June 30, 2014 our total assets were $70 in cash and our total liabilities were $82,020.


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 June,30,2014 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.




-7-





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



-8-





  

 

 

 

 

 

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




-9-





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 19th day of August, 2014.


 

STARFLICK.COM

  

 

 

 

BY:

/s/ Zoltan Nagy

 

 

Zoltan Nagy

 

 

President, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer, Secretary, Treasurer and sole member of the Board of Directors




-10-





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




-11-