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

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

 

 

 

Nevada		27-1065441
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

 

 

 

Large accelerated filer	o	Smaller reporting company	x
Accelerated filer	o	Non-accelerated filer	o
		(Do not check if a smaller reporting company)

 

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		Page
		Number
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	Balance Sheets as of August 31, 2011 and February 29, 2012	3
	Statements of Operations for the three and six months ended February 29, 2012 and February 28, 2011 and for the period from September 10, 2009 (date of inception) to February 29, 2012	4
	Statement of Stockholders’ Deficit as of February 29, 2012	5
	Statements of Cash Flows for the three months ended February 29, 2012 and February 28, 2011 and for the period from September 10, 2009 (date of inception) to February 29, 2012	6
	Notes to Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3.	Controls and Procedures	15
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	17
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	17
Item 3.	Defaults upon senior securities	17
Item 4.	Submissions of matters to a vote of securities holders	17
Item 5.	Other Information	17
Item 6.	Exhibits	17
	Exhibit 31.1
	Exhibit 32.1

 

		As of
		February 29, 2012				August 31, 2011
Assets:		(Unaudited)				(Audited)
Current Assets:
Cash		$	2,032			$	1,466
Total Assets		$	2,032			$	1,466
Liabilities and Shareholders' Equity:
Current Liabilities:
Accrued expense		$	-			$	-
Payable to a related party			13,980				10,513
Total Liabilities			13,980				10,513
Shareholders' Equity;
Common Stock, 75,000,000 shares authorized (par value $.001) and 755,000 shares issued and outstanding as of February 29, 2012 and August 31, 2011, respectively			755				755
Paid in capital			47,745				47,745
Deficits accumulated during the development stage			(60,448	)			(57,547	)
			(11,948	)			(9,047	)
Total Liabilities and Shareholders' Equity		$	2,032			$	1,466

 

 

 

 

		Number of Common Shares				Amount				Additional Paid-In Capital				Deficit Accumulated during development stage				Total
Pre-Inception Balance			-			$	-			$	-			$	-			$	-
Common Stock Issued for Cash
$.01 per share, Oct 2009			200,000				200				1,800				-				2,000
Stock issued for service, April 2010			275,000				275				27,225				-				27,500
Common Stock Issued for Cash
$.01 per share., May 2010			100,000				100				900				-				1,000
Common Stock Issued for Cash
$.10 per share, August 2010			130,000				130				12,870				-				13,000
Net Loss for the Period			-				-				-				(35,242	)			(35,242	)
Balance as of August 31, 2010			705,000				705				42,795				(35,242	)			8,258
Common stock issued for Cash @ $.10 per share, Sept 2010			50,000				50				4,950				-				5,000
Net loss for the year ended August 31, 2011			-				-				-				(22,305	)			(22,305	)
Balance as of August 31, 2011			755,000				755				47,745				(57,547	)			(9,047	)
Net loss for the period			-				-				-				(2,901	)			(2,901	)
Balance as of February 29, 2012			755,000				755				47,745				(60,448	)			(11,948	)

 

 

RJD GREEN, INC.

 

		6-months ended February 29, 2012				6-months ended February 28, 2011				Cumulative since September 10, 2009 ( inception) to February 29, 2012
Cash Flows From
Operating Activities							-
Net loss		$	(868	)			(8,316	)		$	(60,448	)
Adjustments to reconcile net income (loss)
to net cash (used in) operations			-				-				-
Common stock issued for service rendered			-				-				27,500
Changes in operating assets and liailities			-				-				-
Increase (decrease) in accrued expense			-				-				-
Net Cash provided by (used in) operations			(868)				(8,316)				(32,948	)
Cash Flows From
Investing Activities
Net cash provided by investing activities			-				-				-
Cash Flows From
Financing Activities
Issuance of Common Stock			-				-				21,000
Borrowing from a related party			1,467				-				13,980
Net cash provided by  financing activities							1,467				-
											34,980
Net increase (decrease)			599				(8,316	)			2,032
Cash at the Beginning of the Period:			1,433				18,470				-
Cash at the End of the Period		$	2,032				10,154			$	2,032
Noncash investing and financiaing activities:
Common stock issued for services rendered		$	-				-			$	27,500
Supplemental Disclosures of
Cash Flow Information
Interest paid		$	-				-			$	-
Income taxes paid		$	-				-			$	-

 

 

 

 

The Company has not earned any  revenue  from  operations  since  inception. Accordingly, the  Company's  activities  have been  accounted for as those of a "Development  Stage  Enterprise"  as set  forth in ASC 915,  "Development  Stage Entities."  Among the disclosures required by ASC 915, are that the Companys financial  statements be identified as those of a development stage company, and that the statements of operations,  stockholders' equity and cash flows disclose  activity  since the date of the Company's  inception.  The Company has elected a fiscal year ending on August 31.

The interim audited financial  statements included in this document have been prepared on the  same  basis  as the  annual  financial  statements  and in  management's opinion,  reflect  all  adjustments,  including  normal  recurring  adjustments, necessary  to  present  fairly  the  Company's  financial  position,  results of operations  and cash flows for the  interim  periods  presented.

The preparation of financial statements in conformity with accounting principles generally  accepted in the United States of America requires  management to make estimates  and  assumptions  that affect the amounts  reported in the  financial statements  and  accompanying  notes.  Actual  results  could  differ from those estimates.

The  Company's   financial   statements  have  been  prepared  using  accounting principles  generally  accepted in the United States of America  applicable to a going concern which  contemplates  the  realization of assets and liquidation of liabilities  in the normal  course of  business.  The Company  has  historically incurred losses,  which raises  substantial doubt about the Company's ability to continue  as a going  concern.  The  accompanying  financial  statements  do not include any adjustments  relating to the  recoverability  and  classification of asset carrying  amounts or the amount and  classification  of  liabilities  that might result from the outcome of this uncertainty.

The Companys financial statements are prepared using the accrual method of accounting.  The Company has elected an August 31 year-end.

 

The preparation of financial  statements in conformity  with generally  accepted accounting  principles  accepted  in  the  United  States  of  America  requires management to make estimates and assumptions that affect the reported amounts of assets and  liabilities  and disclosure of contingent  assets and liabilities at the date of the financial  statements  and the reported  amounts of revenues and expenses  during  the  reporting  period.  In the  opinion  of  management,  all adjustments  necessary in order to make the financial  statements not misleading have been included. Actual results could differ from those estimates.

 

 

 

In April 2009,  the FASB issued FASB ASC  825-10-50 and FASB ASC 270 ("FSP 107-1 AND APB 28-1 Interim  Disclosures  About Fair Value Of Financial  Instruments"), which  increases the frequency of fair value  disclosures  to a quarterly  basis instead of on an annual basis.  The guidance  relates to fair value  disclosures for any financial  instruments  that are not currently  reflected on an entity's balance  sheet at fair value.  FASB ASC 825-10-50 and FASB ASC 270 are effective for interim and annual  periods ending after August 31, 2010. The adoption of FASB ASC  825-10-50  and FASB ASC 270 did not have a  material  impact on  results of operations, cash flows, or financial position.

CASH EQUIVALENTS

The Company  considers  all highly  liquid  investments  with  maturity of three months or less when purchased to be cash equivalents.

REVENUE RECOGNITION

The Company recognizes revenues and the related costs when persuasive evidence of an arrangement exists, delivery and acceptance has occurred or service has been rendered, the price is fixed or determinable, and collection of the resulting receivable is reasonably assured.   Amounts invoiced or collected in advance of product delivery or providing services are recorded as deferred revenue. The Company accrues for warranty costs, sales returns, bad debts, and other allowances based on its historical experience.

STOCK-BASED COMPENSATION

We account for non-employee  stock-based compensation in accordance with ASC 718 and ASC Topic 505 ("ASC  505").  ASC 718 and ASC 505 require  that we  recognize compensation   expense  based  on  the  estimated   fair  value  of  stock-based compensation  granted  to  non-employees  over  the  vesting  period,  which  is generally the period during which services are rendered by the non-employees.

INCOME TAXES

Income Taxes - The Company accounts for its income taxes under the provisions of FASB-ASC-10  "Accounting  for Income Taxes." This statement  requires the use of the asset and liability method of accounting for deferred income taxes. Deferred income taxes  reflect the net tax effects of temporary  differences  between the carrying amounts of assets and liabilities for financial  reporting purposes and the amounts used for income tax reporting  purposes,  at the applicable  enacted tax rates. The Company provides a valuation  allowance  against its deferred tax assets when the future realizability of the assets is no longer considered to be more likely than not.  There were no current or deferred  income tax expenses orbenefits  due to the Company not having any material  operations  for the period from September 10, 2009 (Inception) through December 31, 2010.

 

 

 

Earnings per share is computed in  accordance  with the  provisions of Financial Accounting  Standards (FASB) Accounting  Standards  Codification (ASC) Topic 260 (SFAS No.  128,  "Earnings  Per  Share").  Basic net income  (loss) per share is computed using the  weighted-average  number of common shares outstanding during the period.  Diluted  earnings per share is computed using the  weighted-average number of common  shares  outstanding  during the period,  as  adjusted  for the dilutive effect of the Company's outstanding  convertible shares using the "if converted"  method and dilutive  potential  common  shares. Potentially dilutive securities include warrants,  convertible stock,  restricted shares, and contingently issuable shares.

IMPACT OF NEW ACCOUNTING STANDARDS

The  Company  does  not  expect  the  adoption  of  recently  issued  accounting pronouncements  to  have a  significant  impact  on  the  Company's  results  of operations, financial position, or cash flow.

NOTE 4 INDEBTNESS TO A RELATED PARTY AND RELATED PARTY TRANSACTION

The company received shareholder loans during the development period of $ 13,980 which is not interest bearing and has no fixed terms for repayment. The balance of payable to related parties as of February 29, 2012 was $ 13,980.

The Company neither owns nor leases any real or personal property. An officer of the corporation provides office services without charge. Such costs are immaterial to the financial statements and accordingly, have not been reflected therein.

NOTE 5 COMMON STOCK

The company is currently issuing only one class of Common Stock, this has been issued at two different prices since inception.

The initial offering of Common Stock was done at inception; there were 300,000 shares issued at $0.01 per share ($ 3,000). The second offering which occurred through August 31, 2010 , raised 130,000 for $0.10 per share ( $ 13,000) . The third offering was done on September 27, 2010 and the Company issued 50,000 shares for $ $ 0.10 per share ( $ 5,000)

The authorized share capital of the Company consists of 75,000,000 shares of common stock with $ .001 par value. As of February 29, 2012 and August 31, 2011, the Company has 755,000 shares of common stock issued and outstanding, respectively.

 

 

 

 

 

 

	•	Formation of the company;
	•	Creation of our initial website, www.rjdgreen.com
	•	Research of our competition;
	•	Development of our business plan
	•	Research of software to assist us in our anticipated website development; and
	•	Establishment of listing criteria.

 

 

 

 

 

 

 

 

 

Number		Description
31.1		Certification of Chief Executive and Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)
32.1		Certification of Chief Executive and Financial Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)

 

 

 

		RJD Green, Inc.
Date: April 23, 2012	By:	/s/ Robert Kepe
		President and Director
		Name: Robert Kepe
		(Principal Executive Officer)
Date: April 23, 2012	By:	/s/ Robert Kepe
		Secretary, Treasurer ,and Chief Financial Officer
		Name: Robert Kepe
		(Principal Financial Officer, and Principal Accounting Officer)