Attached files
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: December 31, 2009
or
|_| 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 333-150586
LIFFESTYLE CHOICE MEALS, INC.
(Exact name of registrant as specified in its charter)
Nevada 20-8945348
(State or other jurisdiction of incorporation (IRS Employer
or organization) Identification No.)
112 North Curry Street
Carson City, Nevada, 89703
(Address of principal executive offices)
(403)374-0966
(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 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 [X] No | |
Indicate the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: As of January 29, 2010 the
registrant had 10,200,000 shares of common stock, $0.001 par value, issued and
outstanding.
LIFESTYLE CHOICE MEALS, INC.
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
DECEMBER 31, 2009
BALANCE SHEETS
STATEMENTS OF OPERATIONS
STATEMENTS OF STOCKHOLDER'S EQUITY (DEFICIT)
STATEMENTS OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
LIFESTYLE CHOICE MEALS, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
(Unaudited)
December 31, June 30,
2009 2009
________________________________________________________________________________________________________________
ASSETS
CURRENT ASSETS
Cash $ - $ 22
________________________________________________________________________________________________________________
TOTAL ASSETS $ - $ 22
================================================================================================================
LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)
CURRENT LIABILITIES
Cash Overdrawn $ 51 $ -
Accounts payable and accrued liabilities 21,337 17,422
Due to related party 7,576 3,576
________________________________________________________________________________________________________________
TOTAL LIABILITIES 28,964 20,998
________________________________________________________________________________________________________________
STOCKHOLDER'S EQUITY (DEFICIT)
Capital stock
Authorized
75,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
10,200,000 shares of common stock as of December 31, 2009 and 10,200 10,200
10,000,000 shares of common stock as of June 30 , 2008
Additional paid-up capital 3,800 3,800
Deficit accumulated during the development stage (42,964) (34,976)
________________________________________________________________________________________________________________
Total stockholder's equity (deficit) (28,964) (20,976)
________________________________________________________________________________________________________________
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
$ - $ 22
================================================================================================================
The accompanying notes are an integral part of these financial statements
LIFESTYLE CHOICE MEALS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(UNAUDITED)
April 19,2007
Three months Three months Six months Six months (date of
ended ended ended ended inception) to
December 31, December 31, December 31, December 31, December 31,
2009 2008 2009 2008 2009
_________________________________________________________________________________________________________________________________
REVENUE
Revenue - - -
EXPENSES
Office and general $ 780 $ 1,734 $ 816 $ 1,770 $ 6,750
Professional fees 3,500 3,000 7,172 6,216 36,144
_________________________________________________________________________________________________________________________________
Total General & Administration Expenses $ 4,280 $ 4,734 $ 7,988 $ 7,986 $ 42,894
_________________________________________________________________________________________________________________________________
OTHER REVENUE (EXPENSE)
Interest expense $ - $ - $ - $ - $ (13)
Exchange gain (loss) - - - - (57)
_________________________________________________________________________________________________________________________________
Total other revenue (expense) $ - $ - $ - $ - $ (70)
_________________________________________________________________________________________________________________________________
NET LOSS $ (4,280) $ (4,734) $ (7,988) $ (7,986) $ (42,964)
=================================================================================================================================
BASIC NET LOSS PER SHARE $ (0.00) $ (0.00) $ (0.00) $ (0.00)
================================================================================================================
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 10,200,000 10,000,000 10,200,000 10,000,000
================================================================================================================
The accompanying notes are an integral part of these financial statements
LIFESTYLE CHOICE MEALS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDER'S EQUITY (DEFICIT)
FROM INCEPTION (APRIL 19, 2007) TO DECEMBER 31, 2009
Deficit
Common Stock Accumulated
_____________________ Additional During the
Number of Subscription Paid-in Development
shares Amount Receivable Capital Stage Total
_________________________________________________________________________________________________________________________
Balance, April 19,2007 - $ - $ - $ - $ - $ -
Common stock issued for cash at $0.001
per share May 3, 2007 10,000,000 10,000 - - - 10,000
Share Subscription Receivable - - (10,000) - - (10,000)
Net loss, June 30, 2007 - - - - (1,935) (1,935)
_________________________________________________________________________________________________________________________
Balance, June 30, 2007 10,000,000 $10,000 $ (10,000) $ - $ (1,935) $ (1,935)
_________________________________________________________________________________________________________________________
Share Subscription Received - - 10,000 - - 10,000
Net loss June 30, 2008 (15,951) (15,951)
_________________________________________________________________________________________________________________________
Balance June 30, 2008 10,000,000 $10,000 $ - $ - $ (17,886) $ (7,886)
_________________________________________________________________________________________________________________________
Common stock issued for cash at $0.02 200,000 200 - 3,800 - 4,000
Net loss June 30, 2009 (17,090) (17,090)
_________________________________________________________________________________________________________________________
Balance June 30, 2009 10,200,000 $10,200 $ - $ 3,800 $ (34,976) $ (20,976)
_________________________________________________________________________________________________________________________
Net loss December 31, 2009 (7,988) (7,988)
_________________________________________________________________________________________________________________________
Balance December 31, 2009 (Unaudited) 10,200,000 $10,200 $ - $ 3,800 $ (42,964) $ (28,964)
=========================================================================================================================
The accompanying notes are an integral part of these financial statements
LIFESTYLE CHOICE MEALS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Three months Three months Six months Six months April 19, 2007
ended ended ended ended (date of inception)
December 31, December 31, December 31, December 31, to December 31,
2009 2008 2009 2008 2009
________________________________________________________________________________________________________________________________
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (4,280) $ (4,734) $ (7,988) $ (7,986) $ (42,964)
Changes in operating assets and liabilities
Decrease in prepaid expense - 136 - 136 -
________________________________________________________________________________________________________________________________
Increase in accrued expenses 4,242 3,149 3,915 6,365 21,337
________________________________________________________________________________________________________________________________
NET CASH USED IN OPERATING ACTIVITIES (38) (1,449) (4,073) (1,485) (21,627)
________________________________________________________________________________________________________________________________
CASH FLOWS FROM INVESTING ACTIVITIES - - - - -
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in shareholder loan - 1,413 4,000 1,413 7,576
Increase in bank Overdraft 38 21 51 21 51
Common stock issuance - - 4,051 - 14,000
________________________________________________________________________________________________________________________________
NET CASH PROVIDED BY FINANCING ACTIVITIES
38 1,434 4,051 1,434 21,627
________________________________________________________________________________________________________________________________
NET INCREASE (DECREASE) IN CASH - (15) (22) (51) -
________________________________________________________________________________________________________________________________
CASH, BEGINNING OF PERIOD - 15 22 51
________________________________________________________________________________________________________________________________
CASH, END OF PERIOD $ - $ - $ - $ - $ -
================================================================================================================================
Supplemental cash flow information and non-cash financing activities:
Cash paid for:
Interest $ - $ - $ -
=============================================================================================================================
Income taxes $ - $ - $ -
=============================================================================================================================
The accompanying notes are an integral part of these financial statements
LIFESTYLE CHOICE MEALS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)
DECEMBER 31, 2009
________________________________________________________________________________
NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION
________________________________________________________________________________
Lifestyle Choice Meals, Inc. ("Company") is in the initial development stage and
has incurred losses since inception totalling $42,964. The Company was
incorporated on April 19, 2007 in the State of Nevada and established a fiscal
year end of December 31. The Company is a development stage enterprise organized
to prepare and deliver nutritious and delicious prepared meals to the client's
door
The Company has evaluated subsequent events through January 25, 2010, the date
which the financial statements were available to be issued. The Company has
determined that there were no such events that warrant disclosure or recognition
in the financial statements.
GOING CONCERN
The ability of the Company to continue as a going concern is dependent on
raising capital to fund its business plan and ultimately to attain profitable
operations. Accordingly, these factors raise substantial doubt as to the
Company's ability to continue as a going concern. The Company is funding its
initial operations by way of issuing Founder's shares. As of December 31, 2009,
the Company had issued 10,000,000 Founder's shares at $0.001 per share and
200,000 shares at $0.02 for net funds to the Company of $14,000.
The Company's financial statements are prepared in accordance with generally
accepted accounting principles applicable to a going concern. This contemplates
the realization of assets and the liquidation of liabilities in the normal
course of business. Currently, the Company does not have cash nor material
assets, nor does it have operations or a source of revenue sufficient to cover
its operation costs and allow it to continue as a going concern. The Company
will be dependent upon the raising of additional capital through placement of
our common stock in order to implement its business plan, or merge with an
operating company. There can be no assurance that the Company will be successful
in either situation in order to continue as a going concern. The officers and
directors have committed to advancing certain operating costs of the Company.
BASIS OF PRESENTATION
Interim Financial Statements
The accompanying interim unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Article 8 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In our opinion, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three and six months period ended December 31, 2009
and 2008 are not necessarily indicative of the results that may be expected for
the year ending June 30, 2010. For further information, refer to the financial
statements and footnotes thereto included in our Form 10-K Report for the fiscal
year ended June 30, 2009
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
________________________________________________________________________________
USE OF ESTIMATES AND ASSUMPTIONS
Preparation of the financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
LIFESTYLE CHOICE MEALS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)
DECEMBER 31, 2009
________________________________________________________________________________
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
________________________________________________________________________________
INCOME TAXES
Income taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS 109), Accounting for Income Taxes. A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting and net operating loss carry forwards. Deferred tax expense (benefit)
results from the net change during the year of deferred tax assets and
liabilities.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion of all the deferred tax
assets will be realized. Deferred tax assets and liabilities are adjusted for
the effects of changes in tax laws and rates on the date of enactment.
NET LOSS PER SHARE
Basic loss per share includes no dilution and is computed by dividing loss
available to common stockholders by the weighted average number of common shares
outstanding for the period. Dilutive loss per share reflects the potential
dilution of securities which could share in the losses of the Company. Because
the Company does not have any potentially dilutive securities, the accompanying
presentation is only of basic loss per share.
FOREIGN CURRENCY TRANSLATION
The financial statements are presented in United States dollars. In accordance
with ASC 830 "Foreign Currency Translation", foreign denominated monetary assets
and liabilities are translated to their United States dollar equivalents using
foreign exchange rates which prevailed at the balance sheet date. Non-monetary
assets and liabilities are translated at exchange rates prevailing at the
transaction date. Revenue and expenses are translated at average rates of
exchange during the periods presented. Related translation adjustments are
reported as a separate component of stockholder's equity (deficit), whereas
gains or losses resulting from foreign currency transactions are included in
results of operations
SHARE BASED COMPENSATION
We follow ASC 718-10, "Stock Compensation", which addresses the accounting for
transactions in which an entity exchanges its equity instruments for goods or
services, with a primary focus on transactions in which an entity obtains
employee services in share-based payment transactions. ASC 718-10 is a revision
to SFAS No. 123, "Accounting for Stock-Based Compensation," and supersedes
Accounting Principles Board ("APB") Opinion No. 25, "Accounting for Stock Issued
to Employees," and its related implementation guidance. ASC 718-10 requires
measurement of the cost of employee services received in exchange for an award
of equity instruments based on the grant-date fair value of the award (with
limited exceptions). Incremental compensation costs arising from subsequent
modifications of awards after the grant date must be recognized. The Company has
not adopted a stock option plan and has not granted any stock options. The
Company granted stock awards, at par value, to its officers, directors and
advisors for services rendered in its formation. Accordingly, stock-based
compensation has been recorded to date.
RECENT ACCOUNTING PRONOUNCEMENTS
FASB ASC 815-10, Derivatives and Hedging (Prior authoritative literature: FASB
SFAS No. 161, Disclosures about Derivative Instruments and Hedging Activities,
issued March 2008 ("SFAS 161"), an amendment of FASB Statement No. 133). FASB
ASC 815-10 (SFAS 161) requires enhanced disclosures related to derivative and
hedging activities and thereby seeks to improve the transparency of financial
reporting. Under FASB ASC 815-10 (SFAS 161), entities are required to provide
enhanced disclosure related to (i) how and why an entity uses derivative
instruments (ii) how derivative instruments and related hedge items are
accounted for under SFAS No. 133, Accounting for Derivative Instruments and
Hedging Activities ("SFAS. 133"), and its related interpretations; and (iii) how
derivative instruments and related hedged items affect an entity's financial
position, financial performance, and cash flows. FASB ASC 815-10 (SFAS 161)must
be applied prospectively to all derivative instruments and non-derivative
instruments that are designated and qualify as hedging instruments and related
hedged items accounted for under SFAS No. 133 for all financial statements
issued for fiscal years and interim periods beginning after November 15, 2008
with early application encouraged. The adoption of FASB ASC 815-10 (SFAS 161)
had no impact on the Company's financial statements.
LIFESTYLE CHOICE MEALS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)
DECEMBER 31, 2009
________________________________________________________________________________
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
________________________________________________________________________________
FASB ASC 105-10, Generally Accepted Accounting Principles (Prior authoritative
literature: FASB SFAS No. 165, Subsequent Events ("SFAS 165"), issued May 28,
2009), which establishes general standards of accounting for, and disclosure of,
events that occur after the balance sheet date but before financial statements
are issued or are available to be issued. FASB ASC 105-10 (SFAS 165) is
effective for interim or annual financial periods ending after June 15, 2009.
The adoption of FASB ASC 105-10 (SFAS 165) did not have a material effect on the
company's financial position or results of operations.
FASB ASC 105-10-65, The FASB Accounting Standards Codification and the Hierarchy
of Generally Accepted Accounting Principles (Prior authoritative literature:
FASB SFAS No. 168, The FASB Accounting Standards Codification and the Hierarchy
of Generally Accepted Accounting Principles ("SFAS 168"), issued June 2009),
establishes the FASB Accounting Standards Codification (the "Codification") as
the single source of authoritative nongovernmental U.S. GAAP. The Codification
is effective for interim and annual periods ending after September 15, 2009. The
adoption of FASB ASC 105-10-65 (SFAS 168) did not have a material impact on the
Company's financial statements
NOTE 3 - FAIR VALUE OF FINANCIAL INSTRUMENTS
________________________________________________________________________________
In accordance with the requirements of ASC 825-10-50 and ASC 270-10-50, the
Company has determined the estimated fair value of financial instruments using
available market information and appropriate valuation methodologies. The fair
value of financial instruments classified as current assets or liabilities
approximate their carrying value due to the short-term maturity of the
instruments.
NOTE 4 - STOCK TRANSACTIONS
________________________________________________________________________________
The Company's authorized shares are 75,000,000 common shares with a par value of
$0.001 per share. No preferred shares have been authorized or issued.
As of December 31, 2009, the Company has not granted any stock options and has
not recorded any stock-based compensation.
On May 3, 2007, the sole Director purchased 10,000,000 shares of the common
stock in the Company at $0.001 per share for $10,000. During January and
February 2009, the Company issued 200,000 shares of the common stock at $0.02
per share for $4,000
NOTE 5 - RELATED PARTY TRANSACTIONS
________________________________________________________________________________
The amount due to the related party is $7,576, which is unsecured and
non-interest bearing with no set terms of repayment.
NOTE 6- INCOME TAXES
________________________________________________________________________________
AS AT DECEMBER 31, 2009
Deferred tax asset:
Net operating loss tax carryforwards: $ 14,608
Other: $ 0
___________
Gross deferred tax assets: $ 14,608
Valuation allowance: $ (14,608)
___________
Net deferred tax asset: $ 0
===========
LIFESTYLE CHOICE MEALS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)
DECEMBER 31, 2009
________________________________________________________________________________
NOTE 7- STOCKHOLDERS' EQUITY
________________________________________________________________________________
The stockholders' equity section of the Company contains the following classes
of Capital Stock as of December 31, 2009
Common stock, $0.001 par value: 75,000,000 shares authorized: 10,200,000 shares
issued and outstanding
ITEM 2: MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
OVERVIEW
Lifestyle Choice Meals, Inc. ("Lifestyle Choice Meals" the "Company," "we,"
"us") was incorporated in the State of Nevada as a for-profit company on April
19, 2007 and established a fiscal year end of June 30. We are a
development-stage company that will offer the ultimate convenience in delicious
and nutritious meals. We will provide hundreds of prepared meal choices for
delivery to the client's door.
We did not generate any revenue during the quarter ended December 31, 2009.
Expenses for the quarter ended December 31, 2009 were $4,280resulting in an
operating loss for the fiscal quarter of $4,280. The operating loss for the
period is as a result of professional fees in the amount of $3,500 and office
and general expenses of $780.
As of December 31, 2009 the President has advanced $7,576 to the Company. This
amount is unsecured, non-interest bearing and without specific terms of
repayment.
As at the fiscal quarter ended December 31, 2009 the Company had $0 available in
cash and accounts payable of $21,337.
Our auditors have issued a going concern opinion. This means that there is
substantial doubt that we can continue as an ongoing business for the next
twelve months unless we obtain additional capital to pay our bills. The
additional funding is required because we have not generated any revenue and no
revenues are anticipated until we begin operations. Accordingly we must raise
cash and our only sources of cash at this time are advances we receive from our
officer and director and investments by others through sale of our common equity
or from operating loans.
We anticipate that our current cash and cash equivalents and cash generated from
financing activities will be insufficient to satisfy our liquidity requirements
for the next 12 months. We expect to incur professional and administrative
expenses as well expenses associated with maintaining our SEC filings. We will
require additional funds during this time and will seek to raise the necessary
capital. If we are unable to obtain additional financing, we may be required to
reduce the scope of our business development activities, which could harm our
business plans, financial condition and operating results. Additional funding
may not be available on favorable terms, if at all.
PLAN OF OPERATION
During the next 12 months we must raise capital and commence our product
development and marketing activities.
In the initial stage of our operations, which will begin when we have raised
sufficient revenue, we intend to develop our menus, test new recipes and submit
all of our recipes for nutritional analysis. Following this stage we plan to
develop our website with pictures that will display all of our meal choices and
information about the ingredients and nutritional facts. The website will
include software that will allow the client to calculate the consumption of
calories per day.
Following the preparation of our menu and the development of our website we then
anticipate acquiring the kitchen utensils and other appliances we will need to
produce our menu items. We will then rent a suitable location for our kitchen.
Once we have our facilities in operation we plan to launch our marketing and
sales campaign including the distribution of fliers and brochures.
At the present time our President and sole director is the only employee of
Lifestyle Choice Meals, Inc. If the Company receives a positive result from its
sales and marketing activities as determined by the receipt of orders in
quantities that cannot be efficiently produced by one person then additional
employees will be hired to produce the meals as required.
If we are unable to complete any phase of our business plan or marketing
activities because we don't have enough money, we will cease our business and or
marketing operations until we raise money. Attempting to raise capital after
failing in any phase of our business development plan would be difficult. As
such, if we cannot secure additional proceeds we will have to cease operations
and investors would lose their entire investment.
OFF BALANCE SHEET ARRANGEMENTS
As of the date of this quarterly report, the funds currently available to the
Company will not be sufficient to continue operations. The cost to maintain the
Company and begin operations has been estimated at $86,000 over the next twelve
months and the cost of maintaining our reporting status is estimated to be
$15,000 over the same period. Our officer and director has undertaken to provide
the Company with operating capital to sustain our business over the next twelve
month period as the expenses are incurred, in the form of a non-secured loan.
However, there is no contract in place or written agreement securing this
undertaking. Management believes if the Company cannot raise sufficient revenue
or maintain our reporting status with the SEC we will have to cease all efforts
directed towards the Company.
There are no other off-balance sheet arrangements currently contemplated by
management or in place that are reasonably likely to have future effect on the
business, financial condition, revenue or expenses and/or result of operations.
ITEM 3. QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK
We are a smaller reporting company as defined by Rule 12b-2 of the Securities
Act of 1934 and are not required to provide the information under this item.
ITEM 4T. CONTROLS AND PROCEDURES
Our management is responsible for establishing and maintaining adequate internal
control over financial reporting for the Company. Internal control over
financial reporting is to provide reasonable assurance regarding the reliability
of our financial reporting for external purposes in accordance with accounting
principles generally accepted in the United States of America. Internal control
over financial reporting includes maintain records that in reasonable detail
accurately and fairly reflect our transactions; providing reasonable assurance
that transactions are recorded as necessary for preparation of our financial
statements; providing reasonable assurance that receipts and expenditures of
company assets are made in accordance with management authorization; and
providing reasonable assurance that unauthorized acquisition , use or
disposition of company assets that could have a material effect on our financial
statements would be prevented or detected.
Management conducted an evaluation of our internal control over financial
reporting as such term is defined in Exchange Act Rule 13a-15(f). Management
conducted the evaluation of the effectiveness of our internal control over
financial reporting as of December 31, 2009 based on the framework in Internal
Control - Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission. Based on this evaluation, management
concluded that the Company's internal control over financial reporting was
effective as of September 30, 2009.
There were no changes in our internal control over financial reporting during
the period ended December 31, 2009 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any pending legal proceedings, and no such
proceedings are known to be contemplated.
No director, officer, or affiliate of the Company and no owner of record or
beneficial owner of more than 5.0% of the securities of the Company, or any
associate of any such director, officer or security holder is a party adverse to
the Company or has a material interest adverse to the Company in reference to
pending litigation.
ITEM 1A. RISK FACTORS
We are a smaller reporting company as defined by Rule 12b-2 of the Securities
Act of 1934 and are not required to provide the information under this item.
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 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer
31.2 Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer *
32.1 Section 1350 Certification of Chief Executive Officer
32.2 Section 1350 Certification of Chief Financial Officer **
* Included in Exhibit 31.1
** Included in Exhibit 32.1
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.
Lifestyle Choice Meals, Inc.
BY: /s/ ANDREA WORSLEY
__________________
Andrea Worsley
President, Secretary Treasurer, Principal Executive Officer,
Principal Financial Officer and Director
Dated: February 1, 201
