Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] 15, ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended: September 30, 2010
OR
[ ] 15, 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: 0-1346352
Kurrant Food Enterprises, Inc.
(Exact name of registrant in its charter)
Colorado 20-3902781
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
194 Hermosa Circle 81301
(Address of principal executive offices) (Zip Code)
Registrant's Telephone number, including area code: (303) 349-9616
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Common
Stock, $.0001 par value
Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [x]
Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or 15(d) of the Exchange act
Yes [ ] No [x]
Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Website, if any, every
Interactive Data File required to be submitted and posted pursuant to
Rule 405 of Regulation S-T (section 232.406 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 [ ]
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 during the preceding 12 months (or such shorter period that Dale
the registrant was required to file such reports), and (2) has been
subject to such filing requirements for at least the part 90 days.
Yes [x] No[ ]
2
Indicate by check mark if disclosure of delinquent filers in response
to Item 405 of Regulation S-K is not contained hereof, and will not be
contained, to will be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by reference
in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See definitions of "large accelerated filer,"
"accelerated file" and "smaller reporting company" in Rule 12b-2 of the
Exchange Act. (Check one):
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] 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 [ ] No [x]
State the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at
which the common equity was last sold, or the average bid and asked
price of such common equity, as of the last business day of the
registrant's most recently completed second fiscal quarter. The market
value of the registrant's voting $.0001 par value common stock held by
non-affiliates of the registrant at the end of the registrant's second
fiscal quarter was approximately $128,377.
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date. The number
of shares outstanding of the registrant's only class of common stock,
as of December 28, 2010 was 12,667,533 shares of its $.001 par value
common stock.
No documents are incorporated into the text by reference.
3
KURRANT FOOD ENTERPRISES, INC.
Form 10-K
For the Fiscal Year Ended September 30, 2010
Table of Contents
Part I
ITEM 1. BUSINESS 4
ITEM 1A. RISK FACTORS 6
ITEM 1B. UNRESOLVED STAFF COMMENTS 6
ITEM 2. PROPERTIES 6
ITEM 3. LEGAL PROCEEDINGS 6
ITEM 4. (REMOVED AND RESERVED) 6
Part II
ITEM 5. MARKET FOR COMPANY'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS 7
ITEM 6. SELECTED FINANCIAL DATA 8
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 8
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK 12
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 12
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE 24
ITEM 9A. CONTROLS AND PROCEDURES 24
ITEM 9B. OTHER INFORMATION 27
Part III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS, CONTROL
PERSONS AND CORPORATE GOVERANCE; COMPLIANCE WITH
SECTION 16(a) OF THE EXCHANGE ACT 28
ITEM 11. EXECUTIVE COMPENSATION 29
ITEM 12. SECURITIES OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDERS MATTERS 30
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE 30
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES 30
Part IV
ITEM 15. EXHIBITS 32
4
PART I
ITEM 1. BUSINESS
General Information
-------------------
Kurrant Food Enterprises, Inc. was incorporated in the State of
Colorado on May 3, 2005. We develop, own, and operate a catering
business in Colorado through our subsidiary corporation, Kurrant
Cuisine Enterprises, Inc. Our plan is to seek, investigate, and if
such investigation warrants, acquire an interest in one or more
business opportunities presented to us by persons or firms desiring the
perceived advantages of a publicly held corporation. In August 2010,
(amended in November 2010), the registrant entered into a non-binding
letter of intent and share exchange agreement with Shandong Zhidali
Industrial Co., Ltd., a People's Republic of China Corporation. The
contemplated share exchange agreement has not been consummated as of
the date of the issuance of these financial statements. Discussion of
the proposed business under this caption and throughout this annual
report is purposefully general and is not meant to restrict our
virtually unlimited discretion to search for and enter into a business
combination.
Our headquarters are located at 194 Hermosa Circle, Durango, Colorado
81301. Our phone number at our headquarters is (303) 349-9616. Our
fiscal year end is September 30th.
Overview of our Operations
--------------------------
Our operations have included social catering, which is composed of
individuals who contract for private events, such as cocktail parties
and buffet dinners and business catering, which is composed of
companies which use catering services primarily for breakfasts, lunches
and meetings.
We use the term social catering to describe catering for individuals
hosting a special event such as a cocktail party, holiday dinner, or
private buffet. These events are generally held in private homes.
Such customers generally seek caterers who offer high-end food products
as well as service for hors d'oeuvers and related activities.
Customers generally contract for evening or weekend events involving
dinner or cocktail parties.
We use the term business catering to describe customers seeking food
service for meetings and breakfast and lunch delivery, primarily in a
business setting. These customers generally seek convenience and
reliability. However, they are generally also attracted to gourmet
quality food products which cannot be found in conventional take-out
restaurants.
The catering industry is a subset of the restaurant industry and has
been termed the accommodation and food services sector. The catering
industry comprises establishments primarily engaged in providing single
event-based food services. The catering industry is experiencing
strong growth according to the trade journal Specialty Food News, which
states that off-premise catering is the second biggest growth sector,
5
second only to home meal replacement. According to the National
Catering industry, the number of catering companies nationwide as of
the end of the third quarter of 2010 is approximately 46,000 caterers.
We also believe that we must provide a high level of service for our
customers. We believe that it is our responsibility to make certain
that our products and services are satisfying for our catering
customers.
In 2008, we began a management project of a restaurant in Durango,
Colorado. This restaurant is known as the Swing at Dalton Ranch
Restaurant. We received a management fee of $ 4,000 per month under an
oral management agreement. This agreement was terminated in 2008.
Operations, Management and Employees
We believe that operating from one location is central to our current
operations. We currently concentrate our catering operations in the
Durango, Colorado area. Our food products will be available at local
markets and on our website, which is under development. We have not
had any significant catering operations in fiscal years ended September
30, 2010 and 2009.
We have one full-time employee, our President, Mr. Bell. As we expand,
we intend to hire additional employees. We also use part-time contract
help as needed.
While Mr. Bell, our President, has had extensive catering experience,
we must eventually recruit additional personnel. We will strive to
maintain quality and consistency through the careful training and
supervision of personnel and the establishment of, and adherence to,
high standards relating to personnel performance, customer service, and
maintenance of our facilities. We believe that we will be able to
attract high quality, experienced personnel by paying competitive wages
and salaries.
Marketing and Promotion
-----------------------
We plan to market through direct contact with prospective customers and
via the website we plan to develop in the second quarter of our next
fiscal year. We have no sales representative who solicits potential
clients. Christopher Bell, our president, will use his contacts to
generate customers and will attempt to develop repeat business from
catering events.
Patents and Trademarks
----------------------
We do not currently have any patent or trademark protection. If we
determine it is feasible to file for such trademark protection, we
still have no assurance that doing so will prevent competitors from
using the same or similar names, marks, concepts or appearance.
6
Competition
-----------
The food and production industry, in general, is intensely competitive.
It is a fragmented industry, with no one company, or groups of
companies in control. The relationships are typically local and based
upon providing quality service and products. Generally, we compete with
a number of local caterers and producers, all of whom are larger and
better-financed than we are. We must rely upon our contacts, referrals
from customers, and repeat business to be successful.
Government and Industry Regulation
----------------------------------
We are subject to regulation as to our food service by health
authorities. We do not believe this regulation is material. Otherwise,
we are not subject to any material government or industry regulation.
Employees and Employment Agreements
-----------------------------------
We have one full-time employee, our president, Mr. Bell. We reimburse
him for any out-of-pocket expenses he incurs on our behalf. In
addition, in the future, we may approve additional payment of salaries
for our management, but currently, no such plans have been approved.
We do not currently pay for vacation, holidays or provide major medical
coverage. None of our officers or directors is a party to any
employment agreement. However, we may adopt such plans in the future.
We also use part-time help for specific events.
ITEM 1A. RISK FACTORS
Not applicable to a smaller reporting company.
ITEM 1B. UNRESOLVED STAFF COMMENTS
Not applicable
ITEM 2. PROPERTIES
Our offices are located at 194 Hermosa Circle, Durango, Colorado 81301.
These offices are donated by Christopher Bell, our sole officer and
director.
ITEM 3. LEGAL PROCEEDINGS.
The registrant is not involved in any legal proceedings at this date.
ITEM 4. (REMOVED AND RESERVED)
7
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Item 5(a)
a) Market Information. Our common stock has traded on the Over-the-
Counter Bulletin Board since August 2007. Currently, our common stock
trades under the symbol KRTF. The following represent the high and low
bid quotation for the registrant's common stock for the fiscal year
ended September 30, 2010 and 2009. These quotations reflect inter-
dealer prices, without retail mark-up, mark-down or commissions, and
may not represent actual transactions.
Year Ending September 30, 2010 High Low
------------------------------ ---- ---
First Quarter $.05 $.01
Second Quarter $.05 $.011
Third Quarter $.15 $.05
Fourth Quarter $.15 $.05
Year Ending September 30, 2009 High Low
------------------------------ ---- ---
First Quarter $.05 $.03
Second Quarter $.05 $.05
Third Quarter $.05 $.05
Fourth Quarter $.05 $.05
b) Holders. At December 28, 2010, there were approximately 100
shareholders of the registrant.
c) Dividends. Holders of the registrant's common stock are entitled
to receive such dividends as may be declared by its board of directors.
No dividends on the registrant's common stock have ever been paid, and
the registrant does not anticipate that dividends will be paid on its
common stock in the foreseeable future.
d) Securities authorized for issuance under equity compensation plans.
Not applicable.
e) Performance graph. Not applicable.
f) Sale of unregistered securities.
None.
Item 5(b) Use of Proceeds. Not applicable.
Item 5(c) Purchases of Equity Securities by the issuer and
affiliated purchasers. None.
8
ITEM 6. SELECTED FINANCIAL DATA
Not applicable to a smaller reporting company.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following discussion contains forward-looking statements regarding
us, our business, prospects and results of operations that are subject
to certain risks and uncertainties posed by many factors and events
that could cause our actual business, prospects and results of
operations to differ materially from those that may be anticipated by
such forward-looking statements. Factors that may affect such forward-
looking statements include, without limitation: our ability to
successfully develop new products and services for new markets; the
impact of competition on our revenues, changes in law or regulatory
requirements that adversely affect or preclude clients from using us
for certain applications; delays our introduction of new products or
services; and our failure to keep pace with our competitors.
When used in this discussion, words such as "believes", "anticipates",
"expects", "intends" and similar expressions are intended to identify
forward-looking statements, but are not the exclusive means of
identifying forward-looking statements. Readers are cautioned not to
place undue reliance on these forward-looking statements, which speak
only as of the date of this report. We undertake no obligation to
revise any forward-looking statements in order to reflect events or
circumstances that may subsequently arise. Readers are urged to
carefully review and consider the various disclosures made by us in
this report and other reports filed with the Securities and Exchange
Commission that attempt to advise interested parties of the risks and
factors that may affect our business.
Results of Operations
---------------------
Our accountants have expressed substantial doubt about our ability to
continue as a going concern as a result of our working capital deficit
and accumulated deficit due to our history of net losses. Our ability
to achieve and maintain profitability and positive cash flows is
dependent upon our ability to successfully develop a catering business
and our ability to generate revenues.
We began our operations in May, 2005. For the year ended September 30,
2010, we had revenues of $3,965, compared to revenues of $2,851 for
year ended September 30, 2009 comprised of rental income. Our rental
income is a result of renting our catering equipment to other
caterers. For the year ended September 30, 2010, we had gain on asset
disposals of $1,498 for the sale of a catering van, depreciation of
$7,104 and general and administrative expenses of $24,977.
Comparatively, for the year ended September 30, 2009, we had gain on
asset disposals of $757 for the sale of used kitchen equipment,
depreciation of $8,429 and general and administrative expenses of
$45,957. General and administrative expenses consisted of basic
9
operating expenses. The decrease in general and administrative
expenses was the due to decreased operations resulting in minimal
costs. Our general and administrative expenses were the single largest
item of our operating expenses. The major components of these general
and administrative expenses were legal fees, accounting, transfer agent
and insurance in 2010 and legal fees, accounting, officer salary,
transfer agent fees and insurance in 2009.
Other Income
We recognized other income of $50,685 and $8,350, respectively, for the
years ended September 30, 2010 and 2009. For the year ended September
30, 2010 other income was comprised of a finder's fee related to the
sale of an affiliated company to a non-related third party. For the
year ended September 30, 2009 other income was comprised of management
fees relating to the management of the food and beverage operations of
Swing at Dalton Ranch.
Liquidity and Capital Resources
-------------------------------
As of September 30, 2010, we had cash or cash equivalents of $7,758,
compared to cash or cash equivalents of $830 as of September 30, 2009.
Due to the lack of revenue for the years ended September 30, 2010 and
2009 the company had working capital deficits of $88,796 and $108,034,
respectively.
Cash flows provided by investing activities were $7,000 resulting from
proceeds from asset disposals for the year ended September 30, 2010
compared to cash flows provided by investing activities of $2,500 for
the year ended September 30, 2009 also resulting from proceeds from
asset disposals.
For the year ended September 30, 2010, cash flows used in financing
activities consisted of proceeds from borrowings on notes payable of
$8,561 and payments on notes payable of $34,724. As a result, net cash
used in financing activities of $26,163 for the year ended September
30, 2010.
For the year ended September 30, 2009, cash flows provided by financing
activities consisted of proceeds from borrowings on notes payable of
$78,515 and payments on notes payable of $26,009. As a result, net
cash provided by financing activities of $52,506 for the year ended
September 30, 2009.
At this time, we have no other resources on which to get cash if needed
without his assistance and no definitive plans to raise additional
capital.
Our principal source of liquidity is currently from our financing
activities and historically from our operations. Our business activity
is closely tied to the economy of Colorado and the U.S. economy. A
slow down in entertaining activity will have a negative impact to our
business. We try to operate with minimal overhead. Our primary
activity will be to seek to expand the number of catering events and,
10
consequently, our sales. If we succeed in expanding our customer base
and generating sufficient sales, we will become profitable. We cannot
guarantee that this will ever occur.
Plan of Operation
-----------------
Currently, we are conducting business in only one location in the
Durango, Colorado area. In addition we plan on expanding our operations
to include retail food products. The registrant is also seeking a
company or companies that it can acquire or with which it can merge.
If we are not successful in our operations we will be faced with
several options:
1. Cease operations and go out of business;
2. Continue to seek alternative and acceptable sources of capital;
3. Bring in additional capital that may result in a change of
control; or
4. Identify a candidate for acquisition that seeks access to the
public marketplace and its financing sources.
Our recent public offering provided sufficient capital in the short
term for our past level of operations. However, we anticipate needing
to raise additional capital resources in the next twelve months. At
this time we have no other resources on which to get cash if needed
without their assistance and no definitive plans to do raise additional
capital.
Proposed Milestones to Implement Business Operations
----------------------------------------------------
At the present time, we are operating from one location in the Durango,
Colorado area. We estimate that we must generate at least $5,000 in
revenue per month to be profitable. We generated less than $1,000 in
revenue per month for the fiscal years ended September 30, 2010 and
2009.
We anticipate the need to raise additional capital resources in the
next twelve months unless we are more successful than we have
anticipated. We expect the source of such funding to be generated
internally or through financing from the offering of debt or equity
securities.
There is no assurance that additional funds will be made available to
us on terms that will be acceptable, or at all, if and when needed.
We also are planning to rely on the possibility of referrals from
customers and will strive to satisfy our customers. We believe that
referrals will be an effective form of advertising because of the
quality of service that we bring to customers. We believe that
satisfied customers will bring more and repeat customers.
In the next 12 months, we do not intend to spend any substantial funds
to purchase any significant property or equipment.
11
Recently Issued Accounting Pronouncements
-----------------------------------------
We have implemented all new accounting pronouncements that are in
effect and that may impact our financial statements and we do not
believe that there are any new accounting pronouncements that have been
issued that might have a material impact on our financial position or
results of operations.
Seasonality
-----------
We have found that our sales are impacted by seasonal demands for our
services, with greater sales coming at the end of the calendar year and
around major holidays.
Critical Accounting Policies
----------------------------
Accounts receivable
The registrant reviews accounts receivable periodically for
collectability and establishes an allowance for doubtful accounts and
records bad debt expense when deemed necessary. At September 30, 2010
and 2009, the registrant had no allowance for doubtful accounts.
Property and equipment
Property and equipment are recorded at cost and depreciated over each
item's estimated useful life, which is five years for vehicles,
computers and other items.
Revenue recognition
Revenue is recognized on an accrual basis after services have been
performed under contract terms, the event price to the client is fixed
or determinable, and collectibility is reasonably assured.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
Income tax
The registrant accounts for income taxes on a liability method whereby
deferred tax assets are recognized for deductible temporary differences
and operating loss carryforwards and deferred tax liabilities are
recognized for taxable temporary differences. Temporary differences are
the differences between the reported amounts of assets and liabilities
and their tax bases. Deferred tax assets are reduced by a valuation
allowance when, in the opinion of management, it is more likely than
not that some portion or all of the deferred tax assets will not be
realized. Deferred tax assets and liabilities are adjusted for the
effects of changes in tax laws and rates on the date of enactment.
12
Financial Instruments
The carrying value of the registrant's financial instruments, including
cash trade accounts payable and notes payable. Due to the short-term
nature of these financial instruments, the registrant believes, that
the carrying values as reported in the accompanying balance sheets,
approximates fair value.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Kurrant Food Enterprises, Inc.
Index to the Consolidated Financial Statements
Report of Independent Registered 13
Public Accounting Firms
Consolidated Balance Sheets 15
Consolidated Statements of Operations 16
Consolidated Statements of Stockholders' Deficit 17
Consolidated Statements of Cash Flows 18
Notes to Consolidated Financial Statements 19
13
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors
Kurrant Food Enterprises, Inc.
Durango, Colorado
We have audited the accompanying consolidated balance sheet of Kurrant
Food Enterprises, Inc. (the "Company"), as of September 30, 2010, the
related consolidated statements of operations, stockholders' deficit
and cash flows for the year then ended. These consolidated financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these consolidated financial
statements based on our audit. The consolidated financial statements
as of and for the year ended September 30, 2009 were audited by other
auditors whose report expressed an unqualified opinion on those
consolidated financial statements.
We conducted our audit in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the consolidated financial statements are free
of material misstatement. The Company is not required to have, nor
were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal
control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the Company's
internal control over financial reporting. Accordingly, we express no
such opinion. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the consolidated financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as
evaluating the overall consolidated financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial
position of Kurrant Food Enterprises, Inc. as of September 30, 2010 and
the consolidated results of their operations and their consolidated
cash flows for the year then ended, in conformity with accounting
principles generally accepted in the United States of America.
The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern. As
discussed in Note 1 to the consolidated financial statements, the
Company has a working capital deficit and an accumulated deficit.
Those conditions raise substantial doubt about the Company's ability to
continue as a going concern. Management's plans in regard to those
matters are also described in Note 1. The consolidated financial
statements do not include any adjustments that might result from the
outcome of this uncertainty.
/s/GBH CPA's, PC
Houston, Texas
December 16, 2010
14
RONALD R. CHADWICK, P.C.
Certified Public Accountant
2851 South Parker Road, Suite 720
Aurora, Colorado 80014
Telephone: (303) 306-1967
Fax: (303) 306-1944
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors
Kurrant Food Enterprises, Inc.
Denver, Colorado
I have audited the accompanying consolidated balance sheets of Kurrant
Food Enterprises, Inc. as of September 30, 2009 and 2008, and the
related consolidated statements of operations, stockholders' equity and
cash flows for the years then ended. These financial statements are
the responsibility of the Company's management. My responsibility is
to express an opinion on these financial statements based on my audit.
I conducted my audit in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that I plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the
overall financial statement presentation. I believe that my audit
provides a reasonable basis for my opinion.
In my opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial
position of Kurrant Food Enterprises, Inc. as of September 30, 2009 and
2008, and the related consolidated statements of operations,
stockholders' equity and cash flows for the years then ended in
conformity with accounting principles generally accepted in the United
States of America.
Aurora, Colorado /s/Ronald R. Chadwick, P.C.
January 5, 2010 ----------------------------
Ronald R. Chadwick, P.C.
15
KURRANT FOOD ENTERPRISES, INC.
CONSOLIDATED BALANCE SHEETS
September 30, September 30
2010 2009
-------------- -------------
ASSETS
Current assets
Cash $ 7,758 $ 830
Prepaid expenses and other
current assets 3,000 -
-------- --------
Total current assets 10,758 830
Property and equipment, net of
accumulated depreciation of $19,427
and $30,396 619 13,226
-------- --------
Total Assets $ 11,377 $ 14,056
======== ========
LIABILITIES & STOCKHOLDERS' DEFICIT
Current liabilities
Accounts payable and accrued
liabilities $ 1,955 $ 1,670
Notes payable-related party 97,599 104,022
Current portion of Notes payable - 3,172
-------- --------
Total current liabilities 99,554 108,864
-------- --------
Notes payable, net of current
portion - 7,892
--------- ---------
- 7,892
-------- --------
Total Liabilities 99,554 116,756
-------- --------
STOCKHOLDERS' DEFICIT
Preferred stock, $.10 par value;
1,000,000 shares authorized;
none issued and outstanding - -
Common stock, $.001 par value;
50,000,000 shares authorized;
12,667,533 shares issued and
outstanding 12,667 12,667
Additional paid in capital 249,771 249,771
Accumulated deficit (350,615) (365,138)
--------- ---------
Total Stockholders' Deficit (88,177) (102,700)
--------- ---------
Total Liabilities and Stockholders'
Deficit $ 11,377 $ 14,056
========= =========
The accompanying notes are an integral part
of these consolidated financial statements.
16
KURRANT FOOD ENTERPRISES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Year Ended Year Ended
September 30, 2010 September 30, 2009
------------------ ------------------
Revenues $ 3,965 $ 2,851
Operating expenses:
Gain on asset disposals (1,498) (757)
Depreciation 7,104 8,429
General and administrative 24,977 45,957
-------- --------
30,583 53,629
-------- --------
Loss from operations (26,618) (50,778)
-------- --------
Other income (expense):
Other income 50,685 8,350
Interest expense (9,544) (10,771)
-------- --------
41,141 (2,421)
-------- --------
Income (loss) before
provision (benefit)
for income taxes 14,523 (53,199)
Provision (benefit) for
income tax - -
-------- --------
Net income (loss) $ 14,523 $(53,199)
======== ========
Net income (loss) per share
(Basic and fully diluted) $ 0.00 $ 0.00
======== ========
Weighted average number of
common shares outstanding 12,667,533 12,667,533
========== ==========
The accompanying notes are an integral part
of these consolidated financial statements.
17
KURRANT FOOD ENTERPRISES, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
FOR THE YEARS ENDED SEPTEMBER 30, 2010 and 2009
Common Stock
------------ Additional Total
Par $.001 Paid in Accumulated Stockholders'
Shares Amount Capital Deficit Deficit
------ --------- ---------- ----------- ------------
Balances at
September 30, 2008 12,667,533 $ 12,667 $249,771 $(311,939) $ (49,501)
Net Loss - - - (53,199) (53,199)
---------- -------- -------- --------- ---------
Balances at
September 30, 2009 12,667,533 $ 12,667 $249,771 $(365,138) $(102,700)
Net income - - - 14,523 14,523
---------- -------- -------- --------- ---------
Balances at
September 30, 2010 12,667,533 $ 12,667 $249,771 $(350,615) $ (88,177)
========== ======== ======== ========= =========
The accompanying notes are an integral part
of these consolidated financial statements.
18
KURRANT FOOD ENTERPRISES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year Ended Year Ended
September 30, 2010 September 30, 2009
------------------ ------------------
Cash Flows From Operating Activities:
Net income (loss) $ 14,523 $ (53,199)
Adjustments to reconcile net loss to
net cash provided by (used for)
operating activities:
Depreciation 7,104 8,429
Gain on asset disposals (1,498) (757)
Changes in working capital:
Accounts receivable - 1,335
Prepaid expenses and other current
assets (3,000) -
Accounts payable and accrued liabilities 8,962 (10,447)
--------- ---------
Net cash provided by (used for)
operating activities 26,091 (54,639)
--------- ---------
Cash Flows From Investing Activities:
Proceeds from asset disposals 7,000 2,500
--------- ---------
Net cash provided by (used for)
investing activities 7,000 2,500
--------- ---------
Cash Flows From Financing Activities:
Proceeds from borrowing on notes payable 8,561 78,515
Payments on notes payable (34,724) (26,009)
--------- ---------
Net cash provided by (used for)
financing activities (26,163) 52,506
--------- ---------
Net Increase In Cash 6,928 367
Cash At The Beginning Of The Period 830 463
--------- ---------
Cash At The End Of The Period $ 7,758 $ 830
========= =========
Supplemental Disclosure
-----------------------
Cash paid for interest $ 668 $ 815
Cash paid for income taxes $ - $ -
The accompanying notes are an integral part
of these consolidated financial statements.
19
KURRANT FOOD ENTERPRISES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES:
Kurrant Food Enterprises, Inc. (the "Company"), was incorporated in the
State of Colorado on May 3, 2005. The Company was formed to act as a
holding corporation for its wholly owned subsidiary, Kurrant Cuisine
Enterprises, Inc., a Colorado corporation engaged in the food catering
business. The Company is also seeking a company or companies that it
can acquire or with which it can merge.
Going concern
At September 30, 2010, the Company has a working capital deficit and an
accumulated deficit. These conditions raise substantial doubt about the
Company's ability to continue as a going concern. To continue as a
going concern, the Company will need to raise additional capital
through the issuance and sale of debt or equity securities or obtain
financing from related parties or financial institutions. There is no
assurance that the Company can raise additional capital through the
issuance of debt or equity securities or potential lenders will extend
offers with terms that are acceptable to the Company.
Principles of consolidation
The accompanying consolidated financial statements include the accounts
of Kurrant Food Enterprises, Inc. and its wholly-owned subsidiary. All
intercompany accounts and transactions have been eliminated in
consolidation.
Cash and cash equivalents
The Company considers all highly liquid investments with an original
maturity of three months or less as cash equivalents.
Accounts receivable
The Company reviews accounts receivable periodically for collectability
and establishes an allowance for doubtful accounts and records bad debt
expense when deemed necessary. At September 30, 2010 and 2009 the
Company had no allowance for doubtful accounts.
Property and equipment
Property and equipment are recorded at cost and depreciated over each
item's estimated useful life, which is five years for vehicles,
computers and other items.
Revenue recognition
Revenue is recognized on an accrual basis after services have been
performed under contract terms, the event price to the client is fixed
or determinable, and collectibility is reasonably assured.
20
KURRANT FOOD ENTERPRISES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued):
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
Income tax
The Company accounts for income taxes on a liability method whereby
deferred tax assets are recognized for deductible temporary differences
and operating loss carryforwards and deferred tax liabilities are
recognized for taxable temporary differences. Temporary differences are
the differences between the reported amounts of assets and liabilities
and their tax bases. Deferred tax assets are reduced by a valuation
allowance when, in the opinion of management, it is more likely than
not that some portion or all of the deferred tax assets will not 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 income (loss) per share
The net income (loss) per share is computed by dividing the net income
(loss) by the weighted average number of shares of common outstanding.
Warrants, stock options, and common stock issuable upon the conversion
of the Company's preferred stock (if any), are not included in the
computation if the effect would be anti-dilutive and would increase the
earnings or decrease loss per share. The Company had no dilutive
securities as of September 30, 2010 and 2009.
Financial Instruments
The carrying value of the Company's financial instruments, including
cash trade accounts payable and notes payable. Due to the short-term
nature of these financial instruments, the Company believes, that the
carrying values as reported in the accompanying balance sheets,
approximates fair value.
Recent Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are
in effect and that may impact its financial statements and does not
believe that there are any new accounting pronouncements that have been
issued that might have a material impact on its financial position or
results of operations.
21
KURRANT FOOD ENTERPRISES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 2. PROPERTY AND EQUIPMENT
Property and equipment is comprised of the following:
September 30, September 30,
2010 2009
------------ ------------
Vehicles $ 15,648 $ 39,224
Furniture and fixtures 1,486 1,486
Computers 2,495 2,495
Other 417 417
--------- ---------
20,046 43,622
Less accumulated depreciation (19,427) (30,396)
--------- ---------
Net property and equipment $ 619 $ 13,226
========= =========
NOTE 3. NOTES PAYABLE
At September 30, 2010 and 2009, the Company had a $0 and $11,065,
respectively, note payable balance outstanding to a finance company.
The proceeds from the note payable were used to finance the purchase of
Company equipment. The note payable was collateralized by the Company
equipment, was guaranteed by a Company officer, bore interest at 8.9%
per annum, and had an original maturity date in November 2012, with
principal and interest payments of $335 per month. As a result of the
sale and disposal of the collateralized equipment during 2010, the
Company repaid the note payable.
At September 30, 2010 and 2009, the Company had $97,599 and $104,022 in
notes payable and accrued interest owed to an officer and another
related party. The proceeds from the notes payable were used to finance
the operations of the Company. The notes payable are unsecured, bear
interest at 15% per annum, and are due on demand. Interest expense on
those notes payable was $9,544 and $10,771 in 2010 and 2009,
respectively, with accrued interest payable of $17,960 and $9,285 at
September 30, 2010 and 2009, respectively.
22
KURRANT FOOD ENTERPRISES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 4. INCOME TAXES
Net deferred tax assets consist of the following components:
September 30, September 30,
2010 2009
------------ ------------
Deferred tax asset $ 119,209 $ 124,147
Valuation allowance (119,209) (124,147)
------------ ------------
Net deferred tax asset $ - $ -
============ ============
Deferred tax assets at September 30, 2010, consist primarily of net
operating loss carryforwards. The income tax provision differs from the
amount of income tax determined by applying the U.S. federal and state
income tax rates to pretax income from continuing operations as
follows:
Year Ended Year Ended
September 30, September 30,
------------ ------------
Computed tax at the statutory
rate of 34% $ 4,938 $ (18,088)
Change in valuation allowance (4,938) 18,088
--------- ---------
Net deferred tax assets $ - $ -
========= =========
The Company has accumulated net operating loss carryovers of
approximately $350,000 as of September 30, 2010 which are available to
reduce future taxable income. Due to the change in ownership
provisions of the Tax Reform Act of 1986, net operating loss carry
forwards for federal income tax reporting purposes may be subject to
annual limitations. A change in ownership may limit net operating loss
carry forwards in future years. The tax losses begin to expire in 2026
to 2029. The fiscal years 2007 through 2009 remain open to examination
by federal tax authorities and other tax jurisdictions.
NOTE 5. RELATED PARTY TRANSACTIONS
Office space and management services are provided without charge by the
sole officer and director of the Company. Such costs are immaterial to
the consolidated financial statements and accordingly, have not been
reflected therein.
23
NOTE 6. SUBSEQUENT EVENTS
In accordance with ASC 855, the Company evaluated subsequent events
through the date these financial statements were issued. There were no
material subsequent events that required recognition or additional
disclosure in these financial statements, except as follows:
In August 2010 (amended in November 2010), the Company entered into a
non-binding letter of intent and share exchange agreement with Shandong
Zhidali Industrial Co., Ltd., a People's Republic of China Corporation.
Shandong Zhidali will acquire approximately 95% of the Company's common
shares, resulting in a change in control. Shandong Zhidali manufactures
electronic equipment in China. Consummation of the Merger Transactions
is subject to, among other customary closing conditions, the consent of
the majority owners of Shandong Zhidali Industrial Co., Ltd. The
contemplated share exchange agreement has not been consummated as of
the date of the issuance of these financial statements.
24
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
We conducted an evaluation of the effectiveness of the design and
operation of our disclosure controls and procedures as of September 30,
2010. The evaluation was conducted under the supervision and with the
participation of management, including our chief executive officer.
Disclosure controls and procedures mean our controls and other
procedures that are designed to ensure that information required to be
disclosed in the reports that we file or submit under the Securities
Exchange Act of 1934 is recorded, processed, summarized and reported
within the time periods specified in SEC rules and forms. Disclosure
controls and procedures are also designed to provide reasonable
assurance that such information is accumulated and communicated to our
management, including the chief executive officer, as appropriate to
allow timely decisions regarding required disclosure. Our quarterly
evaluation of disclosure controls and procedures includes an evaluation
of some components of our internal control over financial reporting,
and internal control over financial reporting is also separately
evaluated on an annual basis for purposes of providing the management
report that is set forth below.
The evaluation of our disclosure controls and procedures included a
review of their objectives and design, our implementation of the
controls, and the effect of the controls on the information generated
for use in this Form 10-K. In the course of the controls evaluation, we
sought to identify any past instances of data errors, control problems
or acts of fraud and sought to confirm that appropriate corrective
actions, including process improvements, were being undertaken. This
evaluation is performed on a quarterly basis so that the conclusions of
management, including the chief executive officer, concerning the
effectiveness of our disclosure controls and procedures can be reported
in our periodic reports.
Our chief executive officer has concluded, based on the evaluation of
the effectiveness of the disclosure controls and procedures by our
management, that as of September 30, 2010, our disclosure controls and
procedures were not effective due to the material weaknesses described
in Management's Report on Internal Control over Financial Reporting
below.
25
Management's Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate
internal control over financial reporting. Internal control over
financial reporting is defined in Rule 13a-15(f) or 15d-15(f)
promulgated under the Securities Exchange Act of 1934 as a process
designed by, or under the supervision of, a company's principal
executive and principal financial officers and effected by a company's
board of directors, management and other personnel, to provide
reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles and includes
those policies and procedures that:
Pertain to the maintenance of records that in reasonable detail
accurately and fairly reflect the transactions and disposition of the
assets of the company;
Provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance
with accounting principles generally accepted in the United States, and
that receipts and expenditures of the registrant are being made only in
accordance with authorizations of management and directors of the
registrant; and
Provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use or disposition of the company's assets
that could have a material effect on the financial statements.
As required by Rule 13a-15(c) promulgated under the Exchange Act, our
management, (chief executive officer and chief financial officer),
evaluated the effectiveness of our internal control over financial
reporting as of September 30, 2010. Management's assessment was based
on criteria set forth by the Committee of Sponsoring Organizations of
the Treadway Commission in Internal Control - Integrated Framework.
Based upon management's assessment using the criteria contained in
COSO, and for the reasons discussed below, our management has concluded
that, as of September 30, 2010, our internal control over financial
reporting were ineffective due to the material weaknesses described
below.
1) The registrant did not sufficiently segregate duties over
incompatible functions. The registrant's inability to sufficiently
segregate duties is due to a small number of personnel.
2) In conjunction with the lack of segregation of duties, the
registrant did not institute specific anti-fraud controls. While
26
management found no evidence of fraudulent activity, certain
individuals have access to both accounting records and corporate
assets, principally the operating bank account.
Under the rules promulgated by the US Securities and Exchange
Commission, the term "material weakness" means a deficiency, or a
combination of deficiencies, in internal control over financial
reporting such that there is a reasonable possibility that a material
misstatement of the registrant's annual or interim financial statements
will not be prevented or detected on a timely basis. A material
weakness in internal control over financial reporting does not imply
that a material misstatement of the financial statements has occurred,
but rather, that there is a reasonable possibility that a material
misstatement could occur.
Inherent Limitations over Internal Controls
Our internal control over financial reporting is designed to provide
reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. Our internal
control over financial reporting includes those policies and procedures
that: (i) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and disposition
of our assets; (ii) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that
receipts and expenditures are being made only in accordance with
authorizations of management and directors; and (iii) provide
reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use, or disposition of assets that could have
a material effect on the financial statements.
Management, including our chief executive officer and chief accounting
officer, does not expect that our internal controls will prevent or
detect all errors and all fraud. A control system, no matter how well
designed and operated, can provide only reasonable, not absolute,
assurance that the objectives of the control system are met. Further,
the design of a control system must reflect the fact that there are
resource constraints, and the benefits of controls must be considered
relative to their costs. Because of the inherent limitations in all
control systems, no evaluation of internal controls can provide
absolute assurance that all control issues and instances of fraud, if
any, have been detected. Also, any evaluation of the effectiveness of
controls in future periods are subject to the risk that those internal
27
controls may become inadequate because of changes in business
conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
Changes in Internal Control over Financial Reporting
There have not been any changes in the registrant's internal control
over financial reporting, as such term is defined in Rules 13a-15(f)
and 15d-15(f) under the Exchange Act, during its fourth fiscal quarter
that have materially affected, or are reasonably likely to materially
affect its internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
None
28
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERANCE
Our director and executive officer, his age and positions held with us
as of December 28, 2010 are as follows:
NAME AGE POSITION HELD
---- --- -------------
Christopher Bell President, Chief Executive
194 Hermosa Circle Officer, Secretary Treasurer
Durango, Colorado 80205 33 and Chief Financial Officer
The person named above is expected to hold said offices/positions until
the next annual meeting of our stockholders. He cannot be considered to
be an independent director.
Background Information about Our Officers and Directors
-------------------------------------------------------
Christopher Bell has been the president, chief executive officer,
treasurer, chief financial officer and a director of our company since
inception in May, 2005. Mr. Bell became our secretary in 2008. In
college, Mr. Bell worked for two years at Strater Hotel in Durango,
Colorado, from 1997 to 1999. From 1999 to 2001, Mr. Bell was a sous
chef at E.O.'s Chop House in Durango, CO, a 4 star rated restaurant.
From 2002 to 2005, Mr. Bell worked for Footers Catering, a catering
company in Denver, Colorado as the executive chef until co-founding our
company. Mr. Bell received a B.A. in business administration and
tourism and resort management at Fort Lewis College in Durango, CO.
Section 16(a) Beneficial Ownership Reporting Compliance
-------------------------------------------------------
Under Section 16(a) of the Securities Exchange Act of 1934, as amended,
an officer, director, or greater-than-10% shareholder of the registrant
must file a Form 4 reporting the acquisition or disposition of
registrant's equity securities with the Securities and Exchange
Commission no later than the end of the second business day after the
day the transaction occurred unless certain exceptions apply.
Transactions not reported on Form 4 must be reported on Form 5 within
45 days after the end of the registrant's fiscal year. Such persons
must also file initial reports of ownership on Form 3 upon becoming an
officer, director, or greater-than-10% shareholder. To our knowledge,
based solely on a review of the copies of these reports furnished to
it, our officers, directors and 10% control persons have not complied
with applicable Section 16(a) filing requirements during the year ended
September 30, 2010.
Code of Ethics Policy
---------------------
We have not yet adopted a code of ethics that applies to our principal
executive officer, principal financial officer, principal accounting
officer or controller or persons performing similar functions.
29
Corporate Governance
--------------------
There have been no changes in any state law or other procedures by
which security holders may recommend nominees to our board of
directors. In addition to having no nominating committee for this
purpose, we currently have no specific audit committee and no audit
committee financial expert. Based on the fact that our current
business affairs are simple, any such committees are excessive and
beyond the scope of our business and needs.
Indemnification
---------------
The registrant shall indemnify to the fullest extent permitted by, and
in the manner permissible under the laws of the State of Colorado, any
person made, or threatened to be made, a party to an action or
proceeding, whether criminal, civil, administrative or investigative,
by reason of the fact that he is or was a director or officer of the
registrant, or served any other enterprise as director, officer or
employee at the request of the registrant. The board of directors, in
its discretion, shall have the power on behalf of the registrant to
indemnify any person, other than a director or officer, made a party to
any action, suit or proceeding by reason of the fact that he/she is or
was an employee of the registrant.
Insofar as indemnification for liabilities arising under the Act may be
permitted to directors, officers and controlling persons of the
registrant, the registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against
public policy as expressed in the Act and is, therefore, unenforceable.
In the event that a claim for indemnification against such liabilities
(other than the payment by the registrant of expenses incurred or paid
by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceedings) is asserted by
such director, officer, or controlling person in connection with any
securities being registered, the registrant will, unless in the opinion
of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issues.
INDEMNIFICATION OF OFFICERS OR PERSONS CONTROLLING THE REGISTRANT FOR
LIABILITIES ARISING UNDER THE SECURITIES ACT OF 1933, IS HELD TO BE
AGAINST PUBLIC POLICY BY THE SECURITIES AND EXCHANGE COMMISSION AND IS
THEREFORE UNENFORCEABLE.
ITEM 11. EXECUTIVE COMPENSATION
Until December 31, 2009, Mr. Bell received a fixed salary of $4,000 per
month. Since January 1, 2010, Mr. Bell has not received any further
compensation.
In addition, our officer and director is reimbursed for any out-of-
pocket expenses he incurs on our behalf. In the future, we may approve
payment of salaries for our management, but currently, no such plans
30
have been approved. For our full-time office employees, we pay for
vacation and holidays but do not provide major medical coverage. In
addition, none of our officers, directors or employees is a party to
any employment agreements.
ITEM 12. SECURITIES OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDERS MATTERS
The following sets forth the number of shares of our $0.001 par value
common stock beneficially owned by (i) each person who, as of December
28, 2010, was known by us to own beneficially more than five percent
(5%) of its common stock; (ii) our individual directors and (iii) our
officers and directors as a group. A total of 12,667,533 common shares
were issued and outstanding as of December 28, 2010.
Name and Address No. of
Beneficial Shares Percentage
Owner Owned of Ownership
---------------- ------ ------------
Christopher Bell 10,100,000 79.7%
194 Hermosa Circle
Durango, Colorado 80205
All Officers and 10,100,000 79.7%
Directors as a Group
(one person)
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
At September 30, 2010 and 2009, the registrant had $97,599 and $104,022
in notes payable and accrued interest owed to an officer, and another
related party. The proceeds from the notes payable were used to
finance the operations of the registrant. The notes payable are
unsecured, bear interest at 15% per annum, and are due on demand.
Interest expense on those notes payable was $9,544 and $10,771 in 2010
and 2009, respectively, with accrued interest payable of $17,960 and
$9,285 at September 30, 2010 and 2009, respectively.
Office space and management services provided without charge by the
sole officer and director of the registrant. Such costs are immaterial
to the consolidated financial statements and accordingly, have not been
reflected therein.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.
The firm of GBH CPAs, PC currently serves as the registrant's
independent accountants. They have served as our independent
registered public accounting firm since September 2010. Our previous
auditor was Ronald R. Chadwick, P.C., Certified Public Accountant.
31
We do not have an audit committee and as a result its entire board of
directors performs the duties of an audit committee. Our board of
directors evaluates the scope and cost of the engagement of an auditor
before the auditor renders audit and non-audit services. The board of
directors of the registrant, in its discretion, may direct the
appointment of different public accountants at any time during the
year, if the board believes that a change would be in the best
interests of the stockholders. The board of directors has considered
the audit fees, audit-related fees, tax fees and other fees paid to the
registrant's accountants, as disclosed below, and had determined that
the payment of such fees is compatible with maintaining the
independence of the accountants.
Audit Fees: The aggregate fees, including expenses, in connection
with the audit of our consolidated financial statements for the most
recent fiscal year and for the reviews of our financial information
included in our annual report on Form 10-K and our quarterly reports
on Form 10-Q during the fiscal years ending September 30, 2010 and 2009
were approximately $11,000 and $12,000, respectively.
32
Part IV
ITEM 15. EXHIBITS
The following of exhibits are filed with this report:
(31) 302 certification
(32) 906 certification
33
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this
Report to be signed on its behalf by the undersigned duly authorized
person.
Date: December 28, 2010
Kurrant Food Enterprises, Inc.
/s/Christopher Bell
------------------------------
By: Christopher Bell, President
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, this report has been signed below by the following persons on
behalf of the registrant and in the capacities and on the dates
indicated.
/s/Christopher Bell CEO/CFO/Controller/Director 12/28/10
------------------------
Christopher Bell
