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EXCEL - IDEA: XBRL DOCUMENT - INTEGRATED VENTURES, INC.Financial_Report.xls
EX-32 - CERTIFICATION - INTEGRATED VENTURES, INC.exhibit32.htm
EX-31 - CERTIFICATION - INTEGRATED VENTURES, INC.exhibit31.htm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.

FORM 10-Q

(Mark One)

x

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2013

o

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from to

Commission file number 333-103621

LIGHTCOLLAR, INC.

NEVADA

42-1771342

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification No.)

PO Box 973, #264

3rd Ave. West

SK, CANADA S0K 4L0

(Address of principal executive offices)


(306) 228-3262

(Registrant’s telephone number)


(Former name, former address and former fiscal year, if changed since last report)

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 past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X]      No   [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant is required to submit and post such file).  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.  See the definitions of “large accelerated filer”, “an accelerated filer”, “a non-accelerated filer”, and “smaller reporting company: in Rule 12b-2 of the Exchange Act.


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  [X]  No   [   ]


APPLICABLE ONLY TO CORPORATE ISSUERS

As of September 30, 2013, the Company had 5,650,000 shares of its common stock issued and outstanding.





Table of Contents


PART I — FINANCIAL INFORMATION

3

Item 1. Financial Statements.

3

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.  12

Item 4. Controls and Procedures.

13

PART II — OTHER INFORMATION

14

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

14

Item 6. Exhibits

14

SIGNATURES

15







PART I — FINANCIAL INFORMATION


Item 1. Financial Statements.













LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

FINANCIAL STATEMENTS

(UNAUDITED)


SEPTEMBER 30, 2013




































LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

INDEX TO FINANCIAL STATEMENTS

(UNAUDITED)


          Page(s)


    Balance Sheets as of September 30, 2013 (Unaudited) and March 31, 2013

       5


    Statements of Operations for the Three and Six Months Ended

September 30, 2013 and 2012 and for the Period from March 22, 2011,

(Inception) to September 30, 2013

       6


    Statements of Cash Flows for the Six Months Ended September 30, 2013

and 2012 and for the Period from March 22, 2011, (Inception) to

September 30, 2013

     7

 

           

         

    Notes to Financial Statements

     8-11

   




































LIGHTCOLLAR, INC.

(A DEVELOPMENT STAGE COMPANY)

BALANCE SHEETS




ASSETS

 

 

 

September 30,

 

March 31,

 

 

 

2013

 

2013

 

 

 

(Unaudited)

 

 

Current Assets

 

 

 

 

 

   Cash

 

 

 $                 -   

 

 $            609

   Prepaid expenses and deposits

 

 

               2,000

 

                  -   

    Total Current Assets

 

 

               2,000

 

               609

 

 

 

 

 

 

TOTAL ASSETS

 

 

 $            2,000

 

 $            609

 

 

 

   

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

   Accounts payable

 

 

 $               300

 

 $            450

   Loans from stockholders

 

 

             45,662

 

          25,589

      Total Current Liabilities

 

 

             45,962

 

          26,039

 

 

 

 

 

 

      Total Liabilities

 

 

             45,962

 

          26,039

 

 

 

 

 

 

STOCKHOLDERS' DEFICIT

 

 

 

 

 

   Preferred stock, par value $0.001, 20,000,000 shares authorized, none

 

 

 

 

 

     issued and outstanding

 

 

                    -   

 

                  -   

   Common stock, par value $0.001, 100,000,000 shares authorized,

 

 

 

 

 

     5,650,000 shares issued and outstanding

 

 

               5,650

 

            5,650

   Additional paid-in capital

 

 

             50,850

 

          50,850

  Deficit accumulated during the development stage

 

 

         (100,462)

 

         (81,930)

 

 

 

 

 

 

      Total Stockholders' Deficit

 

 

           (43,962)

 

         (25,430)

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 $            2,000

 

 $            609



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



5



LIGHTCOLLAR, INC.

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF OPERATIONS

(UNAUDITED)



 

  Three Months Ended

 

    Six Months Ended

 

From March 22,

 

 

       September 30,

 

       September 30,

 

2011, (Inception) to

 

 

2013

 

2012

 

2013

 

2012

 

September 30, 2013

 

 

 

 

 

 

 

 

 

 

 

 

INCOME

 $             -

 

 $              -

 

 $              -

 

 $              -

 

 $                              -

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

     Organizational expenses

                -

 

                 -

 

                 -

 

                 -

 

                         2,012

 

     Taxes and licenses

                -

 

                 -

 

            550

 

                 -

 

                         1,350

 

     Office expenses

                -

 

                 -

 

                 -

 

              95

 

                              95

 

     Accounting

        4,775

 

         4,856

 

         8,775

 

         8,716

 

                       42,951

 

     Legal expenses

                -

 

         5,750

 

            307

 

         9,211

 

                       40,877

 

     Marketing

                -

 

                 -

 

                 -

 

                 -

 

                            165

 

     Outside services

           450

 

                 -

 

            900

 

                 -

 

                         4,639

 

     Memberships

        8,000

 

                 -

 

         8,000

 

                 -

 

                         8,000

 

     Internet expense

                -

 

                 -

 

                 -

 

                 -

 

                            113

 

          Total Operating Expenses

      13,225

 

       10,606

 

       18,532

 

       18,022

 

                     100,202

 

 

 

 

 

 

 

 

 

 

 

 

OTHER EXPENSES

 

 

 

 

 

 

 

 

 

 

     Interest

                -

 

                 -

 

                 -

 

(110)

 

                           (260)

 

          Total Other Expenses

                -

 

                 -

 

                 -

 

           (110)

 

                           (260)

 

 

 

 

 

 

 

 

 

 

 

 

NET LOSS

 $  (13,225)

 

 $   (10,606)

 

 $   (18,532)

 

 $   (18,132)

 

 $                 (100,462)

 

 

 

 

 

 

 

 

 

 

 

 

NET LOSS PER SHARE - BASIC AND DILUTED

     Nil

 

     Nil

 

     Nil

 

     Nil

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WEIGHTED AVERAGE NUMBER OF

 

 

 

 

 

 

 

 

 

 

    COMMON SHARES OUTSTANDING

 5,650,000

 

  4,210,870

 

  5,650,000

 

  4,006,557

 

 

 




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



6



LIGHTCOLLAR, INC.

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF CASH FLOWS

(UNAUDITED)



 

 

Six Months Ended

 

From March 22,

 

 

September 30,

 

2011, (Inception) to

 

 

2013

 

2012

 

September 30, 2013

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

     Net loss

 

 $         (18,532)

 

 $        (18,132)

 

 $                (100,462)

 

 

 

 

 

 

 

  Changes in operating assets and liabilities

 

 

 

 

 

 

      Increase (decrease) in accounts payable

 

                 (150)

 

             (4,443)

 

                            300

      (Increase) in prepaid expenses and deposits

 

              (2,000)

 

                      -

 

                       (2,000)

         Net cash used in operating activities

 

            (20,682)

 

           (22,575)

 

                   (102,162)

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

                       -

 

                      -

 

                                -

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

     Loans from stockholders

 

             20,073

 

            20,310

 

                       45,662

     Sale of stock for cash

 

                       -

 

            14,000

 

                       56,500

        Net cash provided by financing activities

 

             20,073

 

            34,310

 

                     102,162

 

 

 

 

 

 

 

NET INCREASE (DECREASE) IN CASH

 

                 (609)

 

            11,735

 

                                -

 

 

 

 

 

 

 

CASH - BEGINNING OF PERIOD

 

                  609

 

                   25

 

                                -

 

 

 

 

 

 

 

CASH - END OF PERIOD

 

 $                    -

 

 $         11,760

 

 $                             -




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



7






LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2013 (UNAUDITED)


NOTE 1-

ORGANIZATION AND BASIS OF PRESENTATION


Lightcollar, Inc. (the Company) was incorporated on March 22, 2011, under the laws of the State of Nevada.  The business purpose of the Company is to resell an illuminated pet collar pendant through the Company’s website, Lightcollar.com.  The website will be a promotional center for the product.  The Company has selected March 31 as it fiscal year end.


The unaudited interim financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).  The financial statements and notes are presented as permitted on Form 10-Q and do not contain all the information included in the Company’s annual statements and notes.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.  It is suggested that these financial statements be read in conjunction with the March 31, 2013, audited financial statements and the accompanying notes thereto.  Operating results for the six months ended September 30, 2013, are not necessarily indicative of the results that may be expected for the full year ending March 31, 2014.


These unaudited financial statements reflect all adjustments, including normal recurring adjustments which, in the opinion of management, are necessary to present fairly the operations and cash flows for the periods presented.


NOTE 2-

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


Development Stage Company


The Company is considered to be in the development stage as defined in the Accounting Standards Codification “ASC” 915-10-05, “Development Stage Entity.”   The Company is devoting substantially all of its efforts to the execution of its business plan.


Use of Estimates


The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America may require management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could then differ from those estimates.  There are no such estimates or assumptions incorporated in the attached financial statements.



8







LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2013 (UNAUDITED)

NOTE 2-

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 (CONTINUED


Cash


Cash consists of currency on hand, demand deposits at commercial banks, or funds held in trust and available upon demand  


Start-up Costs


In accordance with ASC 720-15-20, “Start-up Activities,” the Company expenses all costs incurred in connection with the start-up and organization of the Company.


Domain Name Transfer


In accordance with ASC 845-30-10 – a nonmonetary asset received in a nonreciprocal transfer shall be recorded at the fair value of the asset received.  A transfer of a nonmonetary asset to a stockholder or to another entity in a nonreciprocal transfer shall be recorded at the fair value of the asset transferred.  


Furthermore, in accordance with ASC 845-10-50-1 – an entity that engages in one

or more nonmonetary transactions during a period shall disclose in financial statements for the period all of the following:

a.

The nature of the transactions;

b.

The basis of accounting for the asset(s) transferred; and

c.

Gains or losses recognized on transfers.

The domain name, “lightcollar.com,” was transferred to us from our sole Officer and Director on July 6, 2011 and had only a nominal fair value.  The transfer was accounted for as a nonreciprocal transfer under ASC 845-10-30-1.  The transfer of $45 and renewals on January 5, 2012, and December 31, 2012, in the amounts of $38 and $30, respectively, were recorded as internet expense of $113.


Office Space and Labor


The Company’s sole Officer and Director will provide the labor required to execute the business plan and supply the necessary office space and facilities for the initial period of operations.  The Company will recognize the fair value of services and office space provided by our sole Officer and Director as contributed capital in accordance with ASC 225-10-S99-4.  From inception (March 22, 2011) through September 30, 2013, the fair value of services and office space provided was estimated to be nil.







9






LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2013 (UNAUDITED)


NOTE 2-

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 (CONTINUED


Recently Enacted Accounting Standards


The Company has evaluated new accounting standards through September 30, 2013.  None of the updates for the period has applicability to the Company or their effect on the financial statements would not have been significant.


Net Income or (Loss) Per Share of Common Stock


The Company follows financial accounting standards, which provide for “basic” and “diluted” earnings per share.  Basic earnings per share is computed by dividing income or loss available to common shareholders by the weighted average shares outstanding for the period.  Diluted earnings per share reflects the potential dilution due to other securities outstanding which could affect the number of common shares upon exercise. The Company has no potentially dilutive securities, such as options, warrants or convertible bonds, currently issued and outstanding.  Consequently, basic and diluted shares are the same, as presented in the Statements of Operations.


NOTE 3-

LOANS FROM STOCKHOLDERS


The Company’s President and sole Director and another stockholder have advanced funds for Company expenses as unsecured loans.  The loans are payable on demand and therefore classified as current liabilities.  The total of advances payable to stockholders was $45,662 as of September 30, 2013.


NOTE 4 -

STOCKHOLDERS’ EQUITY (DEFICIT)


Preferred Stock


As of September 30, 2013, the Company has 20,000,000 shares of preferred stock authorized with a par value of $0.001 per share.  No preferred shares are issued and outstanding.


Common Stock


As of September 30, 2013, the Company has 100,000,000 shares of common stock authorized with a par value of $0.001 per share. 5,650,000 shares have been sold.  Following are the stock transactions for the Company:  


On September 4, 2012, the Company received $14,000 for the sale of 1,400,000 shares at $0.01 per share.  The proceeds were used for administrative expenses.




10






LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

        SEPTEMBER 30, 2013 (UNAUDITED)


NOTE 4 -

STOCKHOLDERS’ EQUITY (DEFICIT) (CONTINUED)


Common Stock (Continued)


On November 27, 2012, the Company received $4,500 for the sale of 450,000 shares at $0.01 per share.  The proceeds were used for administrative expenses.


The inception-to-date loss of $100,462 less $56,500 stock sale proceeds yields a stockholder’s deficit of $43,962 as of September 30, 2013.


NOTE 5 -

MEMBERSHIP


The Company applied for membership in the Depository Trust Company (DTC), through a broker-dealer agent, in August of 2013.  The agent’s fee, $8,000, is reported as a Membership expense.  An additional $2,000 was paid to the agent for forwarding to DTC upon approval of the application.  The application is pending approval as of September 30, 2013, so the $2,000 is carried as a deposit.


NOTE 6 -

GOING CONCERN


The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern.  The Company  has incurred an operating deficit since its inception, is in the development stage,  has generated no operating revenue, and has negative working capital of $43,962 as of September 30, 2013. These items raise substantial doubt about the Company’s ability to continue as a going concern.


In view of these matters, realization of the assets of the Company is dependent upon the Company’s ability to meet its financial requirements through equity financing and sales of the Lightcollar pendants.  These financial statements do not include adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.


NOTE 7 -

SUBSEQUENT EVENT


Management was notified on October 25, 2013, that the Company is eligible for membership in the Depository Trust Company (DTC).  The $2,000 deposit for the DTC fee will be expensed in the next quarterly report.









11





Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.


Lightcollar, Inc. is a Nevada corporation formed on March 22, 2011.  The Company’s operational plan is to develop its business marketing and selling illuminated animal collar pendants for the United States (“U.S.”) and Canadian marketplace.


We are a developmental stage company.  We have never conducted active operations, we have had no operating revenues and we have minimal assets.  We have never declared bankruptcy, been in receivership, or involved in any legal action or proceedings.  


Lightcollar is building a business as a marketer and retailer of illuminated pet collar pendants; including a water-proof haul, battery, light source, illuminating lens, switch and latch.


To produce the pendants, the Company plans to build a working relationship with an already established computer numerical control (“CNC”) production machining company.  CNC machining is the preferred method for manufacturing small precision devices.  Although we have not identified a U.S. or Canadian manufacturer or supplier of these products, we have identified companies that already produce these products in China.  We have inquired of these manufacturers as to purchasing processes and requirements and requesting a preliminary design of a proposed pendant.  After choosing a manufacturer we intend to jointly design, with the manufacturer, our proposed pendant(s).  If we cannot locate a manufacturer that can help us design our product(s) we may choose a manufacturer and an existing design provided by that manufacturer.  The Company’s sole officer and director is tasked with locating a suitable manufacturer and progressing on creating/obtaining a pendant design.


Plan of Operation

During our initial stages of growth, the Company’s sole officer and director will provide all services required to implement our business plan. We expect that our sole officer and director will retain the sole responsibility to execute the Company’s business plan for the foreseeable future.

We are a development stage enterprise with limited operations.  We have had no operating revenues since inception, and have limited financial backing and assets.  

Our plan of operation is to design, market and sell, as an online retailer, an illuminated pet collar pendant in the U.S. and Canadian market.  The Company will not commence sales of any pendants prior to: locating and securing a manufacturer; finalizing a product design; and developing a functional website capable of processing customer orders.  Although we have not identified a U.S. or Canadian manufacturer or supplier of these products, we have identified companies that already produce these products in China.  We have inquired of these manufacturers as to purchasing processes and requirements and requesting a preliminary design of a proposed pendant.  After choosing a manufacturer we intend to jointly design, with the manufacturer, our proposed pendant(s).  If we cannot locate a manufacturer that can help us design our product(s) we may choose a manufacturer and an existing design provided by that manufacturer.  The Company’s sole officer and director is tasked with locating a suitable manufacturer and progressing on creating/obtaining a pendant design.  


For the period from inception (March 22, 2011) through September 30, 2013, the Company had not generated any operating revenues and had a net loss of $(100,462).  As at September 30, 2013, we had total assets, consisting of prepaid expenses and deposits, of $2,000, compared to total assets as at September 30, 2012, of $11,760, consisting solely of cash on hand.


Going Concern Consideration


Our external auditors issued a going concern opinion on our March 31, 2013, audited financial statements that raises substantial doubt about our ability to continue as a going concern for the next 12 months given our current financial position. We have minimal assets and have achieved no operating revenues since our inception.  We have depended on loans from our sole officer and director, and sales of equity securities for funds to conduct operations. Unless and until we commence material operations and achieve material revenues, we will remain dependent on financings and/or loans from our sole officer and director to continue our operations. The financing may take the form of sales



12





of debt or equity securities, and/or loans from our sole officer and director or from third parties. There is no assurance that any additional financing, if required, will be available, or available on terms favorable and/or acceptable to us.


Off-Balance Sheet Arrangements:  

We do not have any off-balance sheet arrangements that have: or are reasonably likely to have, a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources that are material to investors.

Item 4. Controls and Procedures.


As of the end of the period covered by this report, Lightcollar carried out an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined by Rule 13-15(f) and 15d-15(f) under the Securities Exchange Act of 1934) under the supervision and with the participation of Lightcollar’s President (its principal executive officer) and Treasurer (its principal financial officer).  Based on; and as of the date of such evaluation, the aforementioned officers have concluded that Lightcollar’s disclosure controls and procedures were effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in the reports that we file or submit under the Exchange Act.


There were no significant changes in Lightcollar’s internal controls or in other factors that could significantly affect these controls during the quarter ended September 30, 2013.  There were no significant deficiencies or additional material weaknesses, and therefore there were no corrective actions taken.  It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.




13





PART II — OTHER INFORMATION


Item 2. Unregistered Sales of Equity Securities and Use of Proceeds


No securities were sold during the quarter ended September 30, 2013, which were not registered under the Securities act.


Item 6. Exhibits

Exhibits:


Exhibit No.

Document

Location

31

Rule 13a-41(a)/15d-14(a) Certificates

Included

32

Section 1350 Certifications

Included

101.INS*

XBRL Instance

Included

101.SCH*

XBRL Taxonomy Extension Schema

Included

101.CAL*

XBRL Taxonomy Calculation

Included

101.DEF*

XBRL Taxonomy Definition

Included

101.LAB*

XBRL Taxonomy Extension Labels

Included

101.PRE*

XBRL Taxonomy Extension Presentation

Included

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




14





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.

[lightcollar10q93013signed002.gif]


                         LIGHTCOLLAR, INC.





November 11, 2013                                        

Date

                               COLIN MILLS, PRESIDENT, Treasurer, Principal Executive Officer and Principal Financial Officer

 

 




15