Umatrin Holding Ltd - Quarter Report: 2013 October (Form 10-Q)

gooo_10q.htm

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 October 31, 2013

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

For the transition period from___________to__________

Commission file number: 333-153261

GOLDEN OPPORTUNITIES CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE		87-0814235
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification Number)

520 S. Snowmass Circle, Superior, Colorado, 80027

(Address of Principal Executive Offices)

(Zip Code)

(303) 494-5889

(Registrant’s Telephone Number including area 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 ¨

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 (§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 o 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.

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	¨	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 ¨ No x

The number of shares outstanding of the Registrant’s common stock as of December 14, 2013 was 33,570,000 shares of common stock.

GOLDEN OPPORTUNITIES CORPORATION

FORM 10-Q

October 31, 2013

TABLE OF CONTENTS

PART I— FINANCIAL INFORMATION

Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	19
Item 4.	Controls and Procedures	19

PART II— OTHER INFORMATION

Item 1.	Legal Proceedings	20
Item 1A.	Risk Factors	20
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	20
Item 3.	Defaults Upon Senior Securities	20
Item 4.	Submission of Matters to a Vote of Security Holders	20
Item 5.	Other Information	20
Item 6.	Exhibits	21

SIGNATURES		22

PART 1 - FINANCIAL INFORMATION

GOLDEN OPPORTUNITIES CORPORATION

(A development stage company)

CONDENSED BALANCE SHEETS

	October 31, 2013			January 31, 2013
	(unaudited)

ASSETS

CURRENT ASSETS

Cash	$	4		$	50

Total Current Assets		4			50

TOTAL ASSETS	$	4		$	50

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES

Accrued expenses	$	375		$	275
Loans payable - stockholders		5,800			151,969
Short-term convertible notes payable, net of discount		164,994			-

Total Current Liabilities		171,169			152,244

TOTAL LIABILITIES		171,169			152,244

STOCKHOLDERS' DEFICIT

Common stock: par value $0.001; 100,000,000 shares authorized;
33,570,000 and 33,570,000 shares issued and outstanding, respectively		33,570			33,570
Additional paid-In capital		1,874,084			1,659,931
Deficit accumulated during the development stage		(2,078,819	)		(1,845,695	)

Total Stockholders' Deficit		(171,165	)		(152,194	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	4		$	50

See accompanying notes to the financial statements

GOLDEN OPPORTUNITIES CORPORATION

(A development stage company)

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

	Three months Ended October 31, 2013			Three months Ended October 31, 2012			Nine months Ended October 31, 2013			Nine months Ended October 31, 2012			For the Period from February 2, 2005 (inception) through October 31, 2013

REVENUE	$	-		$	-		$	-		$	-		$	-

COST OF SERVICES		-			-			-			-			-

GROSS PROFIT		-			-			-			-			-

OPERATING EXPENSES:

PROFESSIONAL FEES		1,584			1,524			5,936			5,817			74,642
GENERAL AND ADMINISTRATIVE EXPENSES		4,302			6,070			13,035			19,563			169,848
STOCK COMPENSATION		15,870			15,080			46,809			47,274			1,661,874

TOTAL OPERATING EXPENSES		21,756			22,674			65,780			72,654			1,906,364
LOSS FROM OPERATIONS		(21,756	)		(22,674	)		(65,780	)		(72,654	)		(1,906,364	)

OTHER (INCOME) EXPENSES

AMORTIZATION OF BENEFICIAL CONVERSION		164,994			-			164,994			-			164,994
INCOME FROM FORGIVEN DEBT		-			-			-			-			(6,000	)
INTEREST EXPENSE - STOCKHOLDER		-			1,080			2,350			2,655			13,561

TOTAL OTHER (INCOME) EXPENSES, NET		164,994			1,080			167,344			2,655			172,555

LOSS BEFORE INCOME TAXES		(186,750	)		(23,754	)		(233,124	)		(75,309	)		(2,078,919	)

INCOME TAXES		-			-			-			-			-

NET LOSS	$	(186,750	)	$	(23,754	)	$	(233,124	)	$	(75,309	)	$	(2,078,919	)

Net Loss Per Common Share
- basic & diluted	$	(0.01	)		-		$	(0.01	)	$	(0.00	)

Weighted Average Common Shares Outstanding:
- basic & diluted		33,570,000			-			33,570,000			33,570,000

See accompanying notes to the financial statements

GOLDEN OPPORTUNITIES CORPORATION

(A development stage company)

CONDENSED STATEMENT OF STOCKHOLDERS' DEFICIT

For the Period from February 2, 2005 (inception) through October 31, 2013

							Deficit accumulated
					Additionsal		during the			Total
	Common Stock				Paid-in		Development			Stockholders'
	Shares		Amount		Capital		Stage			Deficit

Shares issued on acceptance of incorporation
expenses upon formation		100,000	$	100	$	-		-		$	100

Net Loss								(2,225	)		(2,225	)

Balance, January 31, 2006 (audited)		100,000		100		-		(2,225	)		(2,125	)

Shares issued on acceptance of expenses
paid on July 30, 2006		275,000		275		2,475		-			2,750

Shares issued on acceptance of expenses
paid on August 15, 2006		1,250,000		1,250		11,250		-			12,500

Net Loss								(17,250	)		(17,250	)

Balance, January 31, 2007 (audited)		1,625,000		1,625		13,725		(19,475	)		(4,125	)

Capital Contribution						100		-			100

Shares issued as compensation at $0.001
per share on November 1, 2007		20,000,000		20,000		180,000		-			200,000

Shares issued for cash at $0.025 per share
during November 2007		1,780,000		1,780		42,720		-			44,500

Shares issued for cash at $0.025 per share
on January 22, 2008		40,000		40		960		-			1,000

Net Loss								(204,937	)		(204,937	)

Balance, January 31, 2008 (audited)		23,445,000		23,445		237,505		(224,412	)		36,538

Interest as in-kind contribution						534					534

Shares issued as compensation at $0.16
per share on January 2, 2009		1,125,000		1,125		178,875					180,000

Net Loss								(270,426	)		(270,426	)

Balance, January 31, 2009 (audited)		24,570,000		24,570		416,914		(494,838	)		(53,354	)

Interest as in-kind contribution						1,644					1,644

Other expenses as in-kind contribution						6,275					6,275

Net Loss								(26,654	)		(26,654	)

Balance, January 31, 2010 (audited)		24,570,000		24,570		424,833		(521,492	)		(72,089	)

Interest as in-kind contribution						2,358					2,358

Shares issued as compensation at $0.16
per share on February 5, 2010		4,000,000		4,000		636,000					640,000

Net Loss								(669,200	)		(669,200	)

Balance, January 31, 2011 (audited)		28,570,000		28,570		1,063,191		(1,190,692	)		(98,931	)

Interest as in-kind contribution						2,895					2,895

Shares issued as compensation at $0.10
per share on June 30, 2011	5,000,000		5,000		495,000					500,000

Stock options issued as compensation at
$0.10 per share on July 30, 2011					31,933					31,933

Net Loss							(562,448	)		(562,448	)

Balance, January 31, 2012 (audited)	33,570,000		33,570		1,593,019		(1,753,140	)		(126,551	)

Interest as in-kind contribution					3,780					3,780

Stock options issued as compensation at
$0.10 per share on January 31, 2013					63,132					63,132

Net Loss							(92,555	)		(92,555	)

Balance, January 31, 2013 (audited)	33,570,000	$	33,570	$	1,659,931	$	(1,845,695	)	$	(152,194	)

Interest as in-kind contribution					2,350					2,350

Stock options issued as compensation at
$0.10 per share on October 31, 2013					46,809					46,809

Beneficial conversion feature on convertible notes					164,994					164,994

Net Loss							(233,124	)		(233,124	)

Balance, October 31, 2013 (unaudited)	33,570,000	$	33,570	$	1,874,084	$	(2,078,819	)	$	(171,165	)

See accompanying notes to the financial statements

GOLDEN OPPORTUNITIES CORPORATION

(A development stage company)

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

	Nine months Ended			Nine months Ended			For the Period from February 2, 2005 (inception) through
	October 31, 2013			October 31, 2012			October 31, 2013


CASH FLOWS FROM OPERATING ACTIVITIES

Net loss	$	(233,124	)	$	(75,309	)	$	(2,078,919	)
Adjustments to reconcile net loss to net cash
used in operating activities
Amortization of beneficial conversion		164,994			-			164,994
In-kind contribution of interest and other expenses		2,350			2,655			12,558
Stock issued for acceptance of expenses paid		-			-			17,728
Stock issued as compensation		-			-			1,520,000
Stock options issued for compensation		46,809			47,274			141,874
Changes in operating assets and liabilities:
Accrued expenses		100						375
Loans payable-related party		18,825			22,828			5,800
Convertible notes payable-related party		-			-			164,994

Net cash used in operating activities		(46	)		(2,552	)		(45,596	)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from sale of common shares		-			-			45,500

Net cash flows provided by financing activities		-			-			45,500

NET CHANGE IN CASH		(46	)		(2,552	)		4

CASH BALANCE AT BEGINNING OF PERIOD		50			2,633			-

CASH BALANCE AT END OF PERIOD	$	4		$	81		$	4

SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:

Interest paid	$	-		$	-		$	-
Income taxes paid	$	-		$	-		$	-

See accompanying notes to the financial statements

Golden Opportunities Corporation

(a development stage company)

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

October 31, 2013

(Unaudited)

NOTE 1 – ORGANIZATION

Golden Opportunities Corporation (the “Company”), formally known as 51147, Inc. was incorporated in the state of Delaware on February 2, 2005. The Company was originally incorporated in order to locate and negotiate with a business entity for the combination of that target company with The Company. The Company currently will leverage the talents of its sole executive and will implement its Plan as a business partner with an active company in the Services, Manufacturing, Financial or Public Relations market, i.e. assisting clients in their IPO and other types of fund raising activities (the “Affiliated Partner(s)”).

In doing so, the Company will not need to merge into nor will it be required to acquire clients or services in order to engage in active business. The Company will establish its initial offices in Hong Kong and/or Shenzhen, China—expand into emerging markets in Asia.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, these condensed financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and such adjustments are of a normal recurring nature. These financial statements should be read in conjunction with the financial statements for the year ended January 31, 2013 and notes thereto and other pertinent information contained in our Form 10-K the Company has filed with the Securities and Exchange Commission (the “SEC”).

The results of operations for the nine month period ended October 31, 2013 are not necessarily indicative of the results for the full fiscal year ending January 31, 2014.

Development stage company

The Company is a development stage company as defined by section ASC 915, Development Stage Entities. The Company is still devoting substantially all of its efforts on establishing the business and its planned principal operations have not commenced. All losses accumulated since inception have been considered as part of the Company's development stage activities.

Use of estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates.

Due to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.

Fiscal year end

The Company elected January 31 as its fiscal year end upon its formation.

Cash equivalents

The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. Cash and cash equivalents were $4 and $50 at October 31, 2013 and January 31, 2013, respectively.

Beneficial Conversion Feature

Costs incurred with parties who are providing financing, which include the intrinsic value of beneficial conversion features associated with the underlying debt, are reflected as a debt discount. These discounts are generally amortized over the life of the related debt. In certain circumstances, the intrinsic value of the beneficial conversion feature may be greater than the proceeds associated to the convertible instrument. In such situations, the amount of the discount assigned to the beneficial conversion feature is limited to the amount of the proceeds allocated to the convertible instrument.

Financial Instruments

The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.

ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable.

The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts payable and accrued expenses, approximate their fair values because of the short maturity of these instruments.

Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated.

It is not however, practical to determine the fair value of advances from stockholders due to their related party nature.

Income taxes

The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of October 31, 2013 or January 31, 2013.

Net loss per common share

The Company computes basic and diluted earnings per share amounts in accordance with ASC Topic 260, Earnings per Share. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through stock options and warrants.

The following table shows the number of potentially outstanding dilutive shares excluded from the diluted net loss per share calculation for the period from February 2, 2005 (inception) through October 31, 2013 as they were anti-dilutive:

	Number of potentially outstanding dilutive shares
	For the Period from February 2, 2005 (inception) through October 31, 2013

Stock options issued on July 30, 2011 to the officer of the Company with an exercise price of $0.10 per share expiring eight (8) years from the date of issuance		8,000,000

Total potentially outstanding dilutive shares		8,000,000

Commitments and contingencies

The Company follows ASC 450-20, Commitments and Contingencies, to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of October 31, 2013 and January 31, 2013.

Related parties

The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. Related party transactions consist of notes payable to stockholders and convertible notes payable and totaled $5,800 and $151,969 and $164,994 and $0 at October 31, 2013 and January 31, 2013, respectively.

Cash flows reporting

The Company follows ASC 230, Statement of Cash Flows, for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by ASC 230, Statement of Cash Flows, to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments.

Share-based Expense

ASC 718, Compensation – Stock Compensation, prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, Equity – Based Payments to Non-Employees. Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.

Share-based expense for the nine months ended October 31, 2013 and 2012 was $46,809 and $47,274, respectively.

Recently Issued Accounting Pronouncements

Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification™ (“ASC”) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company.

We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration.

NOTE 3 – GOING CONCERN

As reflected in the accompanying financial statements, the Company had a deficit accumulated during the development stage of $2,078,819 at October 31, 2013, a net loss of $233,124 and cash used in operations of $46 for the nine month period then ended, with no revenues earned during the period.

While the Company is attempting to commence operations and produce revenues, the Company’s cash position may not be significant enough to support the Company’s daily operations. Management intends to raise additional funds by way of a public or private offering. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern. While the Company believes in the viability of its strategy to increase revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate revenues.

The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 4 – RELATED PARTY TRANSACTIONS

Loans Payable

From inception to October 31, 2013, a related party has loaned the Company $170,794. The loan was created as a demand note with no stated interest. The Company periodically imputed a nominal percentage of interest, which was accounted for as a contribution to paid-in-capital. As of September 15, 2013, $164,994 of loans payable was re-assigned to two convertible notes payable. The remaining balance of related party loans payable as of October 31, 2013 is $5,800.

Convertible Notes Payable

On September 15, 2013, $164,994 of loans payable to shareholder were re-structured into two notes in equal amounts of $82,497, convertible into Company’s common stock at rates of $0.005 and $0.01 per share respectively. They are payable on demand, bear no interest, have a maturity date of September 15, 2023, and are convertible at the sole request of the Holder.

Based on the intrinsic value of the conversion feature, the Company determined that there was a beneficial conversion feature associated with two notes payable. As a result of the beneficial conversion feature exceeding the proceeds received from the promissory notes, management discounted the notes 100% and will amortize this discount over the 10-year lives of the notes

During the nine months ended October 31, 2013 and 2012, amortization of the beneficial conversion feature was $164,994 and $0, respectively. As of October 31, 2013, there was no remaining unamortized discount on notes.

Equity – Common Stock

On February 2, 2005, the Company issued 100,000 shares at $0.001 per share and totaling $100, to its President in acceptance of incorporation expenses paid on behalf of the Company.

On June 30, 2006, the Company issued 275,000 shares at $0.01 per share and totaling $2,750, to its President in acceptance of travel and administrative expenses paid on behalf of the Company.

On August 15, 2006, the Company issued 1,250,000 shares at $0.01 per share and totaling $12,500, to its President in acceptance of travel and administrative expenses paid on behalf of the Company.

On November 1, 2007, the Company issued 3,000,000 shares of common stock as compensation to an officer of the Company for a value of $30,000 or $0.01 per share.

On November 1, 2007, the Company issued 700,000 shares at $0.01 per share, and totaling $7,000, to related party in acceptance of third party contract services.

On November 1, 2007, the Company issued 16,300,000 shares of common stock at $0.01 for a value of $163,000. The shares were issued for compensation and third party contract services.

On January 2, 2009, the Company issued 1,125,000 shares of common stock as compensation to an officer of the Company for a value of $180,000 or $0.16 per share.

On February 5, 2010, the Company issued 4,000,000 shares of common stock as compensation to an officer of the Company for a value of $640,000 or $0.16 per share.

On June 30, 2011, the Company issued 5,000,000 shares of common stock as compensation to an officer of the Company for a value of $500,000 or $0.10 per share.

Equity – Options Compensation expense

On July 30, 2011, the Company issued an option to purchase 8,000,000 common shares to an officer of the Company in consideration for services at $0.10 per share valued at nil on the date of grant as compensation.

The fair value of the option grant estimated on the date of grant uses the Black-Scholes option-pricing model with the following weighted-average assumptions:

	July 30, 2011

Expected option life (year)		8

Expected volatility		58.62	%*

Expected dividends		0.00	%

Risk-free rate(s)		2.32	%

* As a thinly traded public entity, it is not practicable for it to estimate the expected volatility of its share price. The Company selected two (2) comparable companies to calculate the expected volatility. The Company calculated two (2) comparable companies’ historical volatility over the expect life of the share options of eight (8) years and averaged the two (2) comparable companies’ historical volatility as its expected volatility.

The fair value of the stock options issued on July 30, 2011 using the Black-Scholes Option Pricing Model was $504,024 at the date of grant. For the periods ending January 31, 2013 and 2012, $63,132 and $31,933, respectively, was recognized as compensation cost for stock options issued.

The table below summarizes the Company’s stock option activities through October 31, 2013:

	Number of Option Shares		Exercise Price Range Per Share		Weighted Average Exercise Price		Fair Value at Date of Grant		Aggregate Intrinsic Value

Balance, July 30, 2011		8,000,000	$	0.10	$	0.10	$	504,024	$	-

Granted		-		-		-				-

Canceled		-		-		-				-

Exercised		-		-		-				-

Expired		-		-		-				-

Balance, January 31, 2012		8,000,000	$	0.10	$	0.10	$	504,024	$	-

Vested and exercisable, October 31, 2013		2,000,000	$	0.10	$	0.10		-	$	-

Unvested, October 31, 2013		6,000,000	$	0.10	$	0.10		-	$	-

Summary of compensation expense:

Date	Projected Fair Value on Date of Grant		Expense Reported		Projected Expense		True-Up Amount			Expense to Report		Reported Expense		Unrecognized Comp		Weighted Average Period to Recognize Unrecognized Compensation (years)
7/30/2011		504,024		-		-		-			-		-		504,024
7/31/2011				-		173		-			173		173		503,851		8.00
10/31/2011				173		15,880		-			15,880		16,053		487,971		7.75
1/31/2012				16,053		15,880		-			15,880		31,933		472,091		7.50
4/30/2012				31,933		15,535		(11	)		15,524		47,457		456,567		7.25
7/31/2012				47,457		15,880		(10	)		15,870		63,327		440,697		7.00
10/31/2012				63,327		15,880					15,880		79,207		424,817		6.75
1/31/2013				79,207		15,880		(22	)		15,858		95,065		408,959		6.50
4/30/2013				95,065		15,362		(1,933	)		13,429		108,494		395,530		6.25
7/31/2013				108,494		15,880		1,630			17,510		126,005		378,019		6.00
10/31/2013				126,005		15,880		346			16,226		142,231		361,793		5.75

Equity-Capital Contributed

During the nine months ended October 31, 2013, the Company recognized interest expense of $2,350 as an in-kind contribution of capital.

Other

The Company has been provided office space by its Chief Executive Officer at no cost. The management determined that such cost is nominal and did not recognize the rent expense in its financial statements.

NOTE 5 – STOCKHOLDERS’ EQUITY

Preferred stock

Preferred stock consists of 50,000,000 shares authorized at a par value of $0.001, of which none are issued or outstanding.

Common stock

Common stock consists of 100,000,000 shares authorized at a par value of $0.001, of which 33,570,000 are issued and outstanding.

On February 2, 2005, common stock includes 100,000,000 shares authorized at a par value of $0.001, of which 100,000 have been issued for the amount of $100 in acceptance of the incorporation expenses for the Company.

On July 30, 2006, the Company issued 275,000 shares of common stock at $0.01 for a value of $2,750. The shares were issued to a related party in acceptance of expenses paid on behalf of the Company. (note 2)

On August 15, 2006, the Company issued 1,250,000 shares of common stock at $0.01 for a value of $12,500. The shares were issued to a related party in acceptance of expenses paid on behalf of the Company. (note 2)

On November 1, 2007, the Company issued 3,700,000 shares of common stock at $0.01 for a value of $37,000. The shares were issued to related parties for compensation or third party contract services. (note 2)

On November 13, 2007, the Company undertook a Section 4(2) registration under the Securities Act of 1933 to raise $25,000 in the issuance of 1,000,000 shares of common stock at $0.025 per share. The Company’s management considers this offering to be exempt under the Securities Act of 1933.

On November 23, 2007, the Company undertook a Section 4(2) registration under the Securities Act of 1933 to raise $15,000 in the issuance of 600,000 shares of common stock at $0.025 per share. The Company’s management considers this offering to be exempt under the Securities Act of 1933.

On November 29, 2007, the Company undertook a Section 4(2) registration under the Securities Act of 1933 to raise $4,500 in the issuance of 180,000 shares of common stock at $0.025 per share. The Company’s management considers this offering to be exempt under the Securities Act of 1933.

On January 22, 2007, the Company undertook a Section 4(2) registration under the Securities Act of 1933 to raise $1,000 in the issuance of 40,000 shares of common stock at $0.025 per share. The Company’s management considers this offering to be exempt under the Securities Act of 1933.

On January 2, 2009, the Company issued 1,125,000 shares of common stock as compensation to an officer of the Company for a value of $180,000 or $0.16 per share.

On February 5, 2010, the Company issued 4,000,000 shares of common stock as compensation to an officer of the Company for a value of $640,000 or $0.16 per share.

On June 30, 2011, the Company issued 5,000,000 shares of common stock as compensation to an officer of the Company for a valued at fair market value of $500,000 or $0.10 per share.

Stock options

On July 30, 2011, the Company issued an option to purchase 8,000,000 common shares to an officer of the Company in consideration for services at $0.10 per share valued at nil on the date of grant.

The fair value of the option grant estimated on the date of grant uses the Black-Scholes option-pricing model with the following weighted-average assumptions:

	July 30, 2011

Expected option life (year)		8

Expected volatility		58.62%	*

Expected dividends		0.00%

Risk-free rate(s)		2.32%

As a thinly traded public entity, it is not practicable for it to estimate the expected volatility of its share price. The Company selected two (2) comparable companies to calculate the expected volatility. The Company calculated two (2) comparable companies’ historical volatility over the expect life of the share options of eight (8) years and averaged the two (2) comparable companies’ historical volatility as its expected volatility.

The fair value of the stock options issued on July 30, 2011 using the Black-Scholes Option Pricing Model was $504,024 at the date of grant. For the nine months ended October 31, 2013 and 2012, $46,809 and $47,274, respectively, was recognized as compensation cost for stock options issued. From inception to October 31, 2013, $141,874 was recognized as compensation cost for stock options issued.

The table below summarizes the Company’s stock option activities through October 31, 2013:

	Number of Option Shares		Exercise Price Range Per Share		Weighted Average Exercise Price		Fair Value at Date of Grant		Aggregate Intrinsic Value

Balance, January 31, 2013		8,000,000	$	0.10	$	0.10	$	504,024	$	-

Granted		-		-		-				-

Canceled		-		-		-				-

Exercised		-		-		-				-

Expired		-		-		-				-

Balance, October 31, 2013		8,000,000	$	0.10	$	0.10	$	504,024	$	-

Vested and exercisable, October 31, 2013		2,000,000	$	0.10	$	0.10		-	$	-

Unvested, October 31, 2013		6,000,000	$	0.10	$	0.10		-	$	-

NOTE 6 – SUBSEQUENT EVENTS

Management has evaluated subsequent events through the date the financial statements were issued. Based on our evaluation no events have occurred requiring adjustment or disclosure.

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

This Form 10-Q may contain “forward-looking statements”. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may include, without limitation, statements about the Company’s market opportunities, strategies, competition and expected activities and expenditures, and at times may be identified by the use of words such as “may”, “will”, “could”, “should”, “would”, “project”, “believe”, “anticipate”, “expect”, “plan”, “estimate”, “forecast”, “potential”, “intend”, “continue” and variations of these words or comparable words. Forward-looking statements inherently involve risks and uncertainties. Accordingly, actual results may differ materially from those expressed or implied by these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to the risks described below under “Risk Factors” in Part II, Item 1A. The Company undertakes no obligation to update any forward-looking statements for revisions or changes after the date of this Form 10-Q.

Overview

Golden Opportunities Corporation (the “Company”), was incorporated in the state of Delaware as of February 2, 2005 as 51147, Inc. On June 10, 2008 we filed a certificate of amendment changing our name to Golden Opportunities Corporation. We were originally incorporated as a blank check company to locate and negotiate with a business entity for the combination of that target company with us. In November 2007, we changed our business model to use the experiences of our sole executive and commenced implementing our plan as a business partner with active companies in the marketing or financial public relations market such with plans to assist our clients with the process of going public and other types of fund raising activities. We also work with other companies actively engaged in the professional services market or in the sales and /or manufacture and distribution of products or services in Asia.

The world-wide impact of the economic recession of 2009 and continuing through the present time has delayed the full execution of our business plan. However, we continue to seek out the best potential opportunity for the shareholders. While we will not need to merge or acquire companies we will remain open to any sound business combination to achieve success. We intend to establish our initial offices in Hong Kong (SAR), China, or Shenzhen, China—and expand into emerging markets in Asia.

In light of the current economic situation, we are evaluating a number of temporary-to-permanent office locations in Hong Kong central to many businesses operating in Asia. Rent has become more competitive over last 12 months and we are looking for the most favorable situation for the Company.

The comprehensive scope of our professional services will include:

·		Professional strategic analysis and recommendation;
·		Formulation of overall promotion strategy;
·	Execution of investor relations campaigns;
·	Formulation of media promotion strategy;

·	Road show organization;
·	Formulation of contingency solutions;
·	Preparation of corporate promotional materials;

Michael Zahorik is the sole officer and director, and has an operational background in the legal, securities, financial and corporate industries. Mr. Zahorik has been actively consulting in Asia since 1989 and is managing director of Zahorik Professional Group. Mr. Zahorik has extensive knowledge, contacts and a professional network in the corporate and financial services industry within Hong Kong, Mainland China and other emerging markets, including, Macau, Malaysia, Philippines, Singapore, Thailand and Vietnam (collectively, but not exclusively, the “Emerging Markets”).

The financial statements included elsewhere in this prospectus have been prepared in conformity with generally accepted accounting principles in the United States, which contemplates continuation as a going concern. However, we have not generated any operating revenue, expect to generate operating losses during some or all of our planned development stages, and have a negative cash flow from operations, which raises substantial doubt about our ability to continue as a going concern. In view of these matters, our ability to continue as a going concern is dependent upon our ability to meet our financial requirements, raise additional capital, and the success of our future operations.

Critical Accounting Policies

We prepare our condensed financial statements in conformity with GAAP, which requires management to make certain estimates and apply judgments. We base our estimates and judgments on historical experience, current trends and other factors that management believes to be important at the time the condensed financial statements are prepared. Due to the need to make estimates about the effect of matters that are inherently uncertain, materially different amounts could be reported under different conditions or using different assumptions. On a regular basis, we review our critical accounting policies and how they are applied in the preparation of our condensed financial statements.

While we believe that the historical experience, current trends and other factors considered support the preparation of our condensed financial statements in conformity with GAAP, actual results could differ from our estimates and such differences could be material.

For a full description of our critical accounting policies, please refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2013 Annual Report on Form 10-K.

Results of Operations

Nine Months Ending October 31, 2013 and 2013

The Company did not have any operating income for the nine-month periods ending October 31, 2013 and 2012. For the nine months ended October 31, 2013, the company had a net loss of $233,124 compared to a net loss of $75,309 for the nine month period ending October 31, 2012. The increase in expenses was mainly attributed to amortization of beneficial conversion feature on convertible notes payable of $164,994.

Three Months Ending October 31, 2013 and 2012

The Company did not have any operating income for the three-month periods ending October 31, 2013 and 2012. For the three months ended October 31, 2013, the company had a net loss of $186,750 compared to a net loss of $22,674 for the three month period ending October 31, 2012. The increase in expenses was mainly attributed to amortization of beneficial conversion feature on convertible notes payable of $164,994.

Liquidity and Capital Resources

We have no known demands or commitments and are not aware of any events or uncertainties as of October 31, 2013 that will result in or that are reasonably likely to materially increase or decrease our current liquidity.

We had no material commitments for capital expenditures as of October 31, 2013 and 2012.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also known as “special purpose entities” (SPEs).

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company is subject to certain market risks, including changes in interest rates and currency exchange rates. The Company does not undertake any specific actions to limit those exposures.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures: The Company’s Chief Executive Officer and Chief Financial Officer, after evaluating the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Securities Exchange Act Rules 13a-15 (f) and 15d-15(f)) as of October 31, 2013, have concluded that as of such date the Company’s disclosure controls and procedures were not adequate nor effective toward ensuring that material information relating to the Company would be made known to such officers on a timely basis.

Changes in internal control over financial reporting: There have been no changes in our internal controls over financial reporting identified in connection with the evaluation required by paragraph (d) of Securities Exchange Act Rule 13a-15 or Rule 15d-15 that occurred in the three months ended October 31, 2013 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

For a full discussion of our internal control over financial reporting, please refer to Item 9A, “Controls and Procedures” in our 2013 Annual Report on Form 10-K.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Currently we are not aware of any litigation pending or threatened by or against the Company

ITEM 1A. RISK FACTORS

No applicable for smaller reporting company.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

31.1		Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer & Principal Accounting Officer

32.1		Section 1350 Certifications of Chief Executive Officer and Principal Accounting Officer

101.INS **		XBRL Instance Document

101.SCH **		XBRL Taxonomy Extension Schema Document

101.CAL **		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF **		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB **		XBRL Taxonomy Extension Label Linkbase Document

101.PRE **		XBRL Taxonomy Extension Presentation Linkbase Document

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

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.

	GOLDEN OPPORTUNITIES CORPORATION

Date: December 16, 2013	By:	/s/ Michael A. Zahorik
		Michael A. Zahorik
		Chief Executive Officer, Chief Financial
		Officer & Director