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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-K

 

[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
  For the fiscal year ended September 30, 2013
   
[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
   
  For the transition period from _________ to ________
   
  Commission file number: 333-170155

 

Thompson Designs, Inc.
(Exact name of registrant as specified in its charter)
 
Nevada 59-3843182
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
   

3315 East Russell Road, Ste. A-4 129

Las Vegas, Nevada

 

89120

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number: (702) 499-3209

 

 

Securities registered under Section 12(b) of the Exchange Act:

 

Title of each class Name of each exchange on which registered
none not applicable

 

Securities registered under Section 12(g) of the Exchange Act:

 

Title of class  
Common Stock, par value $0.001  

 

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 Section 15(d) of the Act. Yes [ ] No [X]

 

Indicate by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [ ] No [X]

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not 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. [X]

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

 

[ ] Large accelerated filer [ ] Accelerated filer
[ ] Non-accelerated filer [X] Smaller reporting company

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]

 

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. $300,000 as of March 31, 2013.

 

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. 9,000,000 as of December 27, 2013.

 

 

 

TABLE OF CONTENTS
    Page

 

PART I

 

Item 1. Business 3
Item 2. Properties  4
Item 3. Legal Proceedings  4
Item 4. Mine Safety Disclosures  4

 

PART II

 

Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities  4
Item 6. Selected Financial Data  6
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations  6
Item 7A. Quantitative and Qualitative Disclosures About Market Risk  7
Item 8. Financial Statements and Supplementary Data  7
Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure  8
Item 9A. Controls and Procedures  8
Item 9B. Other Information  8

 

PART III

 

Item 10. Directors, Executive Officers and Corporate Governance  9
Item 11. Executive Compensation  11
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters  13
Item 13. Certain Relationships and Related Transactions, and Director Independence  13
Item 14. Principal Accountant Fees and Services  14

 

PART IV

Item 15. Exhibits, Financial Statement Schedules  14
2

PART I

 

Item 1. Business

 

We were incorporated as Thompson Designs, Inc. on August 30, 2010 in the State of Nevada for the purpose of designing, producing, and installing custom-made property signage for residential and commercial customers.  We are in the development stage of our business and we have not generated any sales revenue to date. Due to certain demands on the business time of our sole officer and director, Kade Thompson, implementation of our business plan has been delayed and ineffective to date. As discussed in our Schedule 14f-1 filed with Securities and Exchange Commission on December 23, 2013, Mr. Thompson currently intends to sell his 7,000,000 shares of common stock, which represent approximately 77.8% of our issued and outstanding shares of common stock, in a transaction expected to close on or before January 7, 2014. In connection with the intended sale of controlling interest, Mr. Thompson intends to appoint the designees of the purchaser as our new officers and directors and then resign from all positions. Immediately following these transactions, we intend to enter into a share exchange agreement under which we will acquire control of BPMX, a research & development (R&D) company focusing on the development of novel delivery mechanisms and novel routes of administration for known drugs and tissues.

This potential change in officers and directors, potential change in control, and potential share exchange agreement as described herein are planned events only, and we can offer no guarantee or other assurance that they will occur.

Our Schedule 14f-1, as filed with Securities and Exchange Commission on December 23, 2013, should be consulted for additional information regarding these potential transactions.

Research and Development Expenditures

 

We have not incurred any research or development expenditures since our incorporation.

 

Subsidiaries

 

We do not currently have any subsidiaries.

 

Intellectual Property

 

We do not own, either legally or beneficially, any patent, trademark, or other significant intellectual property.

 

Regulatory Matters

 

We are unaware of and do not anticipate having to expend significant resources to comply with any governmental regulations applicable to our operations. We are subject to the laws and regulations which are generally applicable to business operations, such as business licensing requirements, income taxes and payroll taxes.

 

Employees

 

We have no other employees other than our sole officer and director, Kade Thompson.

3

 

Environmental Laws

 

We have not incurred and do not anticipate incurring any expenses associated with environmental laws 

 

Item 2. Properties

 

We do not own any real property.  We maintain our corporate office at 3315 East Russell Road, Ste. A-4129, Las Vegas, Nevada 89120.  Our sole officer and director provides office services without charge. There is no obligation for him to continue this arrangement.

 

Item 3. Legal Proceedings

 

We are not currently a party to any legal proceedings. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

 

Our agent for service of process in Nevada is Kade Thompson, 3315 East Russell Road, Ste. A-4 129, Las Vegas, Nevada 89120.

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

PART II

 

Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities

 

Market Information

 

Our common stock is currently quoted on the OTC Bulletin Board (“OTCBB”), which is sponsored by FINRA. The OTCBB is a network of security dealers who buy and sell stock. The dealers are connected by a computer network that provides information on current "bids" and "asks", as well as volume information. Our shares are quoted on the OTCBB under the symbol “TPND”.

 

The following table sets forth the range of high and low bid quotations for our common stock for each of the periods indicated as reported by the OTCBB. These quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

 

Fiscal Year Ending September 30, 2013
Quarter Ended  High $  Low $
 September 30, 2013   $0.15   $0.15 
 June 30, 2013   $0.15   $0.15 
 March 31, 2013   $0.15   $0.15 
 December 31, 2012    n/a    n/a 

 

Fiscal Year Ending September 30, 2012

 Quarter Ended    High $    Low $ 
 September 30, 2012    n/a    n/a 
 June 30, 2012    n/a    n/a 
 March 31, 2012    n/a    n/a 
 December 31, 2011    n/a    n/a 

 

4

Penny Stock

 

The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a market price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that: (a) contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading; (b) contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation of such duties or other requirements of the securities laws; (c) contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price; (d) contains a toll-free telephone number for inquiries on disciplinary actions; (e) defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and (f) contains such other information and is in such form, including language, type size and format, as the SEC shall require by rule or regulation.

 

The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (d) a monthly account statement showing the market value of each penny stock held in the customer's account.

 

In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk disclosure statement, a written agreement as to transactions involving penny stocks, and a signed and dated copy of a written suitability statement.

 

These disclosure requirements may have the effect of reducing the trading activity for our common stock. Therefore, stockholders may have difficulty selling our securities.

 

Holders of Our Common Stock

 

As of December 27, 2013, we had 9,000,000 shares of our common stock issued and outstanding, held by thirty (31) shareholders of record.

 

Dividends

 

There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where after giving effect to the distribution of the dividend:

 

1. we would not be able to pay our debts as they become due in the usual course of business, or;
2. our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

 

We have not declared any dividends and we do not plan to declare any dividends in the foreseeable future.

 

Recent Sales of Unregistered Securities

 

We closed an issue of 7,000,000 shares of common stock on September 17, 2010 to Kade Thompson, our president, CEO, CFO, and sole director. Mr. Thompson acquired these shares in exchange for $7,000 at a price of $0.001 per share. These shares were issued pursuant to Section 4(2) of the Securities Act of 1933 and are restricted shares as defined in the Securities Act.  We did not engage in any general solicitation or advertising.

5

 

Securities Authorized for Issuance under Equity Compensation Plans

 

None.

 

Item 6. Selected Financial Data

 

A smaller reporting company is not required to provide the information required by this Item.

 

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

Forward-Looking Statements

 

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements.” These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

We are in the development stage of our business and we have not generated any sales revenue to date.

 

Results of Operations for the fiscal years ended September 30, 2013 and 2012, and for the period from August 30, 2010 (date of inception) through September 30, 2013

 

We have not earned any revenues from operations since the inception of our current business operations. We incurred expenses of $52,305 and a net loss in the amount of $52,304 for the year ended September 30, 2013. Our expenses for the fiscal year ended September 30, 2013 consisted of professional fees in the amount of $51,102 and general and administrative expenses of $1,203. We incurred expenses of $27,959 and a net loss in the amount of $27,957 for the year ended September 30, 2012. Our expenses for the fiscal year ended September 30, 2012 consisted of professional fees in the amount of $27,753 and general and administrative expenses of $206. We have incurred expenses of $144,914 and a net loss in the amount of $144,911 from inception on August 30, 2010 through September 30, 2013.

 

Liquidity and Capital Resources

 

As of September 30, 2013, we had current assets in the amount of $162, consisting entirely of cash. Our current liabilities as of September 30, 2013, were $120,148, consisting of accrued professional fees in the amount of $120,032 and accrued interest due a related party of $116. Thus, we had a working capital deficit of $119,986 as of September 30, 2013.

 

On December 21, 2012, we borrowed the sum of $3,000 from our sole officer and director, Kade Thompson, under the terms of a Promissory Note. The Note bears interest at an annual rate of 5%, and all principal and interest is due on or before December 21, 2014. The balance owed at September 30, 2013 was $2,925.

 

We have not attained profitable operations and may be dependent upon obtaining financing in order to pursue significant promotion and development of our planned signage business. There can be no assurance that additional financing will be available to us when needed or on terms that are acceptable.

6

 

Off Balance Sheet Arrangements

 

As of September 30, 2013, there were no off balance sheet arrangements.

 

Going Concern

 

Our financial statements have been prepared assuming that we will continue as a going concern which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. We have incurred cumulative losses of $144,911 since inception, expect to incur further losses in the development of our business and have been dependent on funding operations through the issuance of convertible debt and private sale of equity securities. These conditions raise substantial doubt about our ability to continue as a going concern. Management’s plans include continuing to finance operations through the private or public placement of debt and/or equity securities and the reduction of expenditures. However, no assurance can be given at this time as to whether we will be able to achieve these objectives. The financial statements do not include any adjustment relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern.

 

Critical Accounting Policies

 

In December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management Discussion and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the portrayal of a company’s financial condition and results, and requires management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Management does not believe that any of our accounting policies currently fit this definition.

 

Recently Issued Accounting Pronouncements

 

We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on our results of operations, financials position or cash flow.

 

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

 

A smaller reporting company is not required to provide the information required by this Item.

 

Item 8. Financial Statements and Supplementary Data

 

Index to Financial Statements Required by Article 8 of Regulation S-X:

 

Audited Financial Statements:
F-1 Report of Independent Registered Public Accounting Firm
F-2 Balance Sheets as of September 30, 2013 and 2012;
F-3 Statements of Operations for the years ended September 30, 2013 and 2012,  and for the period from August 30, 2010 (date of inception) through September 30, 2013
F-4 Statement of Stockholders’ Equity (Deficit) as of September 30, 2013;
F-5 Statements of Cash Flows for the years ended September 30, 2013 and 2012, and for the period from August 30, 2010 (date of inception) through September 30, 2013
F-6 Notes to Financial Statements

 

7

Silberstein Ungar, PLLC CPAs and Business Advisors

Phone (248) 203-0080

Fax (248) 281-0940

30600 Telegraph Road, Suite 2175

Bingham Farms, MI 48025-4586

www.sucpas.com

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

Board of Directors

Thompson Designs, Inc.

Las Vegas, Nevada

 

We have audited the accompanying balance sheets of Thompson Designs, Inc. (a development stage company) as of September 30, 2013 and 2012 and the related statements of operations, stockholders’ equity (deficit) and cash flows for the years ended September 30, 2013 and 2012, and the period from August 30, 2010 (date of inception) to September 30, 2013. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company has determined that it is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits 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 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. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Thompson Designs, Inc. as of September 30, 2013 and 2012, and the results of its operations and its cash flows for the years ended September 30, 2013 and 2012, and the period from August 30, 2010 (date of inception) to September 30, 2013 in conformity with accounting principles generally accepted in the United States of America.

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 6 to the financial statements, the Company has not yet received revenue from sales of products or services, has negative working capital, and has incurred losses from operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans with regard to these matters are described in Note 6. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

/s/ Silberstein Ungar PLLC

 

Silberstein Ungar, PLLC

Bingham Farms, Michigan

December 24, 2013

F-1

 THOMPSON DESIGNS, INC.

(A Development Stage Company)

BALANCE SHEETS

AS OF SEPTEMBER 30, 2013 and 2012

 

 

ASSETS  2013  2012
           
Current Assets          
Cash and equivalents  $162   $4,641 
Property and equipment - net   0    207 
TOTAL ASSETS  $162   $4,848 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)          
           
Current Liabilities          
Accrued professional fees  $120,032   $75,455 
Accrued interest – related party   116    —   
Total Current Liabilities   120,148    75,455 
Long Term Liabilities          
    Note payable – related party   2,925    —   
Total Liabilities   123,073    75,455 
           
Stockholders’ Equity (Deficit)          

Preferred Stock – $.001 par value, 10,000,000 shares authorized, -0- shares issued and outstanding

   0    0 
Common Stock – $.001 par value, 90,000,000 shares authorized, 9,000,000 shares issued and outstanding   9,000    9,000 
Additional paid in capital   13,000    13,000 
Deficit accumulated during the development stage   (144,911)   (92,607)
Total Stockholders’ Equity (Deficit)   (122,911)   (70,607)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)  $162   $4,848 

 

See accompanying notes to financial statements.

 

F-2

THOMPSON DESIGNS, INC.

(A Development Stage Company)

STATEMENTS OF OPERATIONS

YEARS ENDED SEPTEMBER 30, 2013 AND 2012

PERIOD FROM AUGUST 30, 2010 (INCEPTION) TO SEPTEMBER 30, 2013

 

   Year ended
September 30, 2013
  Year ended
September 30, 2012
  Period from
August 30, 2010 (inception) to
September 30, 2013
          
REVENUES  $0   $0   $0 
                
OPERATING EXPENSES               
Professional fees   51,102    27,753    140,307 
General and administrative   1,203    206    4,607 
TOTAL OPERATING EXPENSES   52,305    27,959    144,914 
                
LOSS FROM OPERATIONS   (52,305)   (27,959)   (144,914)
                
OTHER INCOME (EXPENSE)               
Interest Income   1    2    3 
                
LOSS BEFORE PROVISION FOR INCOME TAX   (52,304)   (27,957)   (144,911)
                
PROVISION FOR INCOME TAX   0    0    0 
                
NET LOSS  $(52,304)  $(27,957)  $(144,911)
                
NET LOSS PER SHARE: BASIC AND DILUTED  $(0.00)  $(0.00)     
                
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED   9,000,000    9,000,000      

 

See accompanying notes to financial statements.

 

F-3

THOMPSON DESIGNS, INC.

(A Development Stage Company)

STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT)

PERIOD FROM AUGUST 30, 2010 (INCEPTION) TO SEPTEMBER 30, 2013

 

 

 

 

 

   Common Stock
Shares

    Common Stock Amount    Additional Paid-in Capital    Deficit Accumulated During the Development Stage    Total 
                     
Balance, August 30, 2010 (Inception)   —     $—     $—     $—     $—   
Issuance of shares for cash to founder at par value   7,000,000    7,000    —      —      7,000 
Net loss for the period ended September 30, 2010   —      —      —      (5,545)   (5,545)
Balance, September 30, 2010   7,000,000    7,000    —      (5,545)   1,455 
Issuance of shares for cash under Private Placement Memorandum   2,000,000    2,000    13,000    —      15,000 
Net loss for the year ended September 30, 2011   —      —      —      (59,105)   (59,105)
Balance, September 30, 2011   9,000,000    9,000    13,000    (64,650)   (42,650)
Net loss for the year ended September 30, 2012   —      —      —      (27,957)   (27,957)
Balance, September 30, 2012   9,000,000    9,000    13,000    (92,607)   (70,607)
Net loss for the year ended September 30, 2013   (52,304)   (52,304)               
Balance, September 30, 2013   9,000,000   $9,000   $13,000   $(144,911)  $(122,911)

  

See accompanying notes to financial statements.

F-4


THOMPSON DESIGNS, INC.

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

YEARS ENDED SEPTEMBER 30, 2013 AND 2012

PERIOD FROM AUGUST 30, 2010 (INCEPTION) TO SEPTEMBER 30, 2013

 

   Year ended
September 30, 2013
  Year ended
September 30, 2012
  Period from
August 30, 2010
(inception) to
September 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES               
Net loss for the period  $(52,304)  $(27,957)  $(144,911)
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:               
      Depreciation   207    206    620 
Change in assets and liabilities:               
Increase in accrued professional fees   44,577    16,803    120,032 
Increase in accrued interest – related party   116    —      116 
Net Cash Used in Operating Activities   (7,404)   (10,948)   (24,143)
                
CASH FLOWS FROM INVESTING ACTIVITIES               
Purchase of property and equipment   —      —      (620)
Net Cash Used in Investing Activities   —      —      (620)
                
CASH FLOWS FROM FINANCING ACTIVITIES               
Proceeds from sale of common stock   —      —      22,000 
Proceeds from note payable – related party   2,925    —      2,925 
Net Cash Provided by Financing Activities   2,925         24,925 
                
NET INCREASE IN CASH   (4,479)   (10,948)   162 
                
CASH, BEGINNING OF PERIOD   4,641    15,589    —   
                
CASH, END OF PERIOD  $162   $4,641   $162 
                
SUPPLEMENTAL CASH FLOW INFORMATION               
Interest paid  $0   $0   $0 
Income taxes paid  $0   $0   $0 

 

See accompanying notes to financial statements.

F-5

THOMPSON DESIGNS, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2013

 

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Nature of Business

Thompson Designs, Inc. (‘Thompson Designs” and the “Company”) was incorporated in Nevada on August 30, 2010 for the purpose of designing, building, and installing custom property signage for residential and commercial customers. The Company is in the development stage and has not yet realized any revenues from its planned operations.

 

Development Stage Company

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles related to accounting and reporting by development-stage companies. A development-stage company is one in which planned principal operations have not commenced or if its operations have commenced, there has been no significant revenues there from.

 

Basis of Presentation

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars.

 

Accounting Basis

The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting). The Company has adopted a September 30 fiscal year end.

 

Cash and Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less to be cash equivalents. At September 30, 2013 and 2012, respectively, the Company had $162 and $4,641 of unrestricted cash to be used for future business operations.

 

Fair Value of Financial Instruments

Thompson Designs’ financial instruments consist of cash and accrued professional fees. The carrying amount of these financial instruments approximates fair value due to either length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

 

Concentrations of Credit Risk

The Company maintains its cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. The Company continually monitors its banking relationships and consequently has not experienced any losses in such accounts. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents.

 

Income Taxes

Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. It is the Company’s policy to classify interest and penalties on income taxes as interest expense or penalties expense. As of September 30, 2013, there have been no interest or penalties incurred on income taxes.

 

F-6

THOMPSON DESIGNS, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2013

 

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Property and Equipment and Depreciation

Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over an estimated useful life of three (3) years.

 

Expenditures for repairs and maintenance are charged to expense as incurred whereas expenditures for renewals and improvements that extend the useful life of the assets are capitalized. Upon the sale or retirement, the cost and the related accumulated depreciation are eliminated from the respective accounts and any resulting gain or loss is reported within the Statements of Operations in the period of disposal.

 

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Revenue Recognition

The Company is in the development stage and has yet to realize revenues from operations.  Once the Company has commenced operations, it will recognize revenues when delivery of goods or completion of services has occurred provided there is persuasive evidence of an agreement, acceptance has been approved by its customers, the fee is fixed or determinable based on the completion of stated terms and conditions, and collection of any related receivable is probable.

 

Basic Income (Loss) Per Share

Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of September 30, 2013.

 

Stock-Based Compensation

The Company accounts for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation – Stock Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values.  The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. There has been no stock-based compensation issued to employees.

 

The Company follows ASC Topic 505-50, formerly EITF 96-18, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services,” for stock options and warrants issued to consultants and other non-employees.  In accordance with ASC Topic 505-50, these stock options and warrants issued as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the option or warrant, whichever can be more clearly determined.   There has been no stock-based compensation issued to non-employees.

 

F-7

THOMPSON DESIGNS, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2013

 

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Recent Accounting Pronouncements

Thompson Designs 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 flows.

 

NOTE 2 – STOCKHOLDER’S EQUITY

 

The Company has 90,000,000 shares of $0.001 par value common stock authorized.

 

On September 17, 2010, the Company sold 7,000,000 common shares, par value $.001, to the founder for cash proceeds of $7,000.

 

On February 22, 2011, the Company closed a private placement in which it sold 2,000,000 common shares for proceeds of $15,000.

 

The Company has 10,000,000 shares of $0.001 par value preferred stock authorized. There are no preferred shares issued and outstanding as of September 30, 2013.

 

As of September 30, 2013, the Company had no warrants or options outstanding.

 

NOTE 3 – INCOME TAXES

 

Through the period ended September 30, 2013, the Company has incurred net losses and, therefore, has no tax liability. The net deferred tax asset generated by the loss carry-forward has been fully reserved. The cumulative net operating loss carry-forward is $144,911 at September 30, 2013, and will begin to expire in the year 2030.

 

The provision for Federal income tax consists of the following at September 30:

 

   2013  2012
Income tax expense (benefit) attributable to:          
Current operations  $(17,783)  $(9,505)
Less: valuation allowance   17,783    9,505 
Net provision for income tax  $0   $0 

 

The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:

 

   2013  2012
Deferred tax asset attributable to:          
  Net operating loss carryover  $49,269   $31,486 
  Valuation allowance   (49,269    (31,486)
      Net deferred tax asset  $0   $0 

 

F-8

THOMPSON DESIGNS, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2013

 

NOTE 4 – PROPERTY AND EQUIPMENT

 

Property and equipment are being depreciated over their estimated useful lives using the straight-line method of depreciation.

 

   September 30, 2013  September 30, 2012
Tools and equipment  $620   $620 
  Less: accumulated depreciation   (620)   (413)
Property and equipment, net  $0   $207 

 

Depreciation expense totaled $207 for the year ended September 30, 2013, and $206 for the year ended September 30, 2012.

 

NOTE 5 – COMMITMENTS AND CONTINGENCIES

 

The Company neither owns nor leases any real or personal property. An officer has provided office services without charge. There is no obligation for the officer to continue this arrangement. Such costs are immaterial to the financial statements and accordingly are not reflected herein. The officers and directors are involved in other business activities and most likely will become involved in other business activities in the future.

 

NOTE 6 – LIQUIDITY AND GOING CONCERN

 

Thompson Designs has not generated any revenues, has negative working capital, and has suffered losses from operations. These factors create substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern.

 

The ability of Thompson Designs to continue as a going concern is dependent on the Company generating cash from the sale of its common stock and/or obtaining debt financing and attaining future profitable operations or acquiring or merging with a profitable company. Management’s plans include selling its equity securities and obtaining debt financing to fund its capital requirements; however, there can be no assurance the Company will be successful in these efforts.

 

NOTE 7 – NOTE PAYABLE – RELATED PARTY

 

Our sole officer and director loaned the Company $3,000 on December 21, 2012. The Note bears interest at an annual  rate of 5%, and all principal and interest is due on or before December 21, 2014.  At September 30, 2103, the principal amount owed on this loan was $2,925.

    

NOTE 8 – SUBSEQUENT EVENTS

 

In accordance with ASC Topic 855-10, the Company has analyzed its operations to the date these financial statements were issued, and has determined that it does not have any material subsequent events to disclose in these financial statements.

F-9

 

Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

 

No events occurred requiring disclosure under Item 307 and 308 of Regulation S-K during the fiscal year ending September 30, 2013.

 

Item 9A. Controls and Procedures

 

As required by Rule 13a-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this annual report, September 30, 2013. This evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer.

 

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our company’s reports filed under the Securities Exchange Act of 1934 is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

 

Based upon that evaluation, including our Chief Executive Officer and Chief Financial Officer, we have concluded that our disclosure controls and procedures were ineffective as of the end of the period covered by this annual report.

 

Management’s Report on Internal Control over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934). Management has assessed the effectiveness of our internal control over financial reporting as of September 30, 2013 based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. As a result of this assessment, management concluded that, as of September 30, 2013, our internal control over financial reporting was not effective. Our management identified the following material weaknesses in our internal control over financial reporting, which are indicative of many small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

 

We plan to take steps to enhance and improve the design of our internal control over financial reporting. During the period covered by this annual report on Form 10-K, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we hope to implement the following changes during our fiscal year ending September 30, 2014: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out in (i) and (ii) are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

 

This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to an exemption for non-accelerated filers set forth in Section 989G of the Dodd-Frank Wall Street Reform and Consumer Protection Act.

 

Item 9B. Other Information

 

None

8

PART III

 

Item 10. Directors, Executive Officers and Corporate Governance

 

The following information sets forth the names, ages, and positions of our current directors and executive officers as of December 27, 2013.

 

Name   Age   Position(s) and Office(s) Held
Kade Thompson   25   President, Chief Executive Officer, Chief Financial Officer, and Director

 

Set forth below is a brief description of the background and business experience of each of our current executive officers and directors.

 

Kade Thompson has served as our President, CEO, CFO, and sole Director since founding the company on August 30, 2010.  From 2008 to 2011, Mr. Thompson worked as a project estimator at a construction firm based in Las Vegas, Nevada. From 2011 to the present, Mr. Thompson has worked with a metal fabrication firm in Iowa Park, Texas. There are no other items of specific professional experience, qualifications, or skills that led to his appointment as our sole officer and director.

 

Directors

 

Our bylaws authorize no less than one (1) director.  We currently have one Director.

 

Term of Office

 

Our Directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws.  Our officers are appointed by our board of directors and hold office until removed by the board.

 

Significant Employees

 

Kade Thompson is our only employee.

 

Family Relationships

 

There are no family relationships between or among the directors, executive officers or persons nominated or chosen by us to become directors or executive officers.

 

Involvement in Certain Legal Proceedings

 

To the best of our knowledge, during the past ten years, none of the following occurred with respect to a present or former director, executive officer, or employee: (1) any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; (2) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) being subject to any order, judgment or decree, not subsequently reversed, suspended vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities or banking activities; and (4) being found by a court of competent jurisdiction (in a civil action), the SEC or the Commodities Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

9

Committees of the Board

 

We do not currently have a compensation committee, executive committee, or stock plan committee.

 

Audit Committee

 

We do not have a separately-designated standing audit committee. The entire Board of Directors performs the functions of an audit committee, but no written charter governs the actions of the Board when performing the functions of what would generally be performed by an audit committee. The Board approves the selection of our independent accountants and meets and interacts with the independent accountants to discuss issues related to financial reporting. In addition, the Board reviews the scope and results of the audit with the independent accountants, reviews with management and the independent accountants our annual operating results, considers the adequacy of our internal accounting procedures and considers other auditing and accounting matters including fees to be paid to the independent auditor and the performance of the independent auditor. Our Board of Directors, which performs the functions of an audit committee, does not have a member who would qualify as an “audit committee financial expert” within the definition of Item 407(d)(5)(ii) of Regulation S-K. We believe that, at our current size and stage of development, the addition of a special audit committee financial expert to the Board is not necessary.

 

Nomination Committee

 

Our Board of Directors does not maintain a nominating committee. As a result, no written charter governs the director nomination process. Our size and the size of our Board, at this time, do not require a separate nominating committee.

 

When evaluating director nominees, our directors consider the following factors:

 

- The appropriate size of our Board of Directors;
- Our needs with respect to the particular talents and experience of our directors;
- The knowledge, skills and experience of nominees, including experience in finance, administration or public service, in light of prevailing business conditions and the knowledge, skills and experience already possessed by other members of the Board;
- Experience in political affairs;
- Experience with accounting rules and practices; and
- The desire to balance the benefit of continuity with the periodic injection of the fresh perspective provided by new Board members.

 

Our goal is to assemble a Board that brings together a variety of perspectives and skills derived from high quality business and professional experience. In doing so, the Board will also consider candidates with appropriate non-business backgrounds.

 

Other than the foregoing, there are no stated minimum criteria for director nominees, although the Board may also consider such other factors as it may deem are in our best interests as well as our stockholders. In addition, the Board identifies nominees by first evaluating the current members of the Board willing to continue in service. Current members of the Board with skills and experience that are relevant to our business and who are willing to continue in service are considered for re-nomination. If any member of the Board does not wish to continue in service or if the Board decides not to re-nominate a member for re-election, the Board then identifies the desired skills and experience of a new nominee in light of the criteria above. Current members of the Board are polled for suggestions as to individuals meeting the criteria described above. The Board may also engage in research to identify qualified individuals. To date, we have not engaged third parties to identify or evaluate or assist in identifying potential nominees, although we reserve the right in the future to retain a third party search firm, if necessary. The Board does not typically consider shareholder nominees because it believes that its current nomination process is sufficient to identify directors who serve our best interests.

10

Code of Ethics

 

As of September 30, 2013, we had not adopted a Code of Ethics for Financial Executives, which would include our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.

 

Item 11. Executive Compensation

 

Compensation Discussion and Analysis

 

We presently do not an employment agreements with our named executive officer and we have not established a system of executive compensation or any fixed policies regarding compensation of executive officers.  Due to financial constraints typical of those faced by a development stage business, have not paid any cash and/or stock compensation to our named executive officer.

 

Summary Compensation Table

 

The table below summarizes all compensation awarded to, earned by, or paid to each named executive officer for our last two completed fiscal years for all services rendered to us.

 

SUMMARY COMPENSATION TABLE

Name

and

principal

position

Year

Salary

($)

Bonus

($)

Stock Awards

($)

Option

Awards

($)

Non-Equity

Incentive Plan

Compensation

($)

Nonqualified

Deferred

Compensation

Earnings ($)

All Other

Compensation

($)

Total

($)

Kade Thompson,

CEO, CFO, President, Secretary-Treasurer, & Director

2013

 

2012

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

 

 

Narrative Disclosure to the Summary Compensation Table

 

Our named executive officer does not currently receive any compensation from the Company for his service as an officer of the Company.

 

11

Outstanding Equity Awards At Fiscal Year-end Table

 

The table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officer outstanding as of the end of our last completed fiscal year.

 


OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
OPTION AWARDS STOCK AWARDS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Name

 

 

 

 

 

 

 

 

 

Number of

Securities

Underlying

Unexercised

Options

(#) Exercisable

 

 

 

 

 

 

 

 

 

Number of

Securities

Underlying

Unexercised

Options (#)

Unexercisable

 

 

 

 

 

Equity

Incentive

Plan

Awards:

Number of

Securities

Underlying

Unexercised

Unearned

Options

(#)

 

 

 

 

 

 

 

 

 

 

 

 

Option

Exercise Price

($)

 

 

 

 

 

 

 

 

 

 

 

 

Option

Expiration

Date 

 

 

 

 

 

 

Number

of

Shares

or Shares

of

Stock That

Have

Not

Vested

(#)

 

 

 

Market

Value

of

Shares

or

Shares

of

Stock

That

Have

Not

Vested

($)

 

Equity

Incentive Plan

Awards: Number

of

Unearned Shares,

Shares or

Other

Rights

That Have

Not

Vested

(#)

Equity

Incentive

Plan

Awards:

Market or

Payout

Value of

Unearned

Shares,

Shares or

Other

Rights

That

Have Not Vested

(#)

Kade Thompson 0 0 0 0 0 0 0 0 0

 

 

Compensation of Directors Table

 

The table below summarizes all compensation paid to our directors for our last completed fiscal year.

 

DIRECTOR COMPENSATION
Name   

Fees Earned or

Paid in

Cash

($)

    

 

 

Stock Awards

($)

    

 

 

Option Awards

($)

    

Non-Equity

Incentive

Plan

Compensation

($)

    

Non-Qualified

Deferred

Compensation

Earnings

($)

    

 

All

Other

Compensation

($)

    

 

 

 

Total

($)

 
Kade Thompson   0    0    0    0    0    0    0 

 

 

Narrative Disclosure to the Director Compensation Table

 

Our directors do not currently receive any compensation from the Company for their service as members of the Board of Directors of the Company.

12

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 

The following table sets forth, as of December 27, 2013, the beneficial ownership of our common stock by each executive officer and director, by each person known by us to beneficially own more than 5% of the our common stock and by the executive officers and directors as a group. Except as otherwise indicated, all shares are owned directly and the percentage shown is based on 9,000,000 shares of common stock issued and outstanding on December 27, 2013.

 

 

 

Title of class

   Name and address
of beneficial owner
   

Amount of

beneficial ownership

    

Percent

of class*

 
 Common   Kade Thompson
3315 East Russell Road, Ste. A-4129
Las Vegas, Nevada 89120
   7,000,000    77.77%
 Common   Total all executive officers and directors   7,000,000    77.77%
 Common   Other 5% Shareholders          

 

As used in this table, "beneficial ownership" means the sole or shared power to vote, or to direct the voting of, a security, or the sole or shared investment power with respect to a security (i.e., the power to dispose of, or to direct the disposition of, a security). In addition, for purposes of this table, a person is deemed, as of any date, to have "beneficial ownership" of any security that such person has the right to acquire within 60 days after such date.

 

The persons named above have full voting and investment power with respect to the shares indicated.  Under the rules of the Securities and Exchange Commission, a person (or group of persons) is deemed to be a "beneficial owner" of a security if he or she, directly or indirectly, has or shares the power to vote or to direct the voting of such security, or the power to dispose of or to direct the disposition of such security.  Accordingly, more than one person may be deemed to be a beneficial owner of the same security. A person is also deemed to be a beneficial owner of any security, which that person has the right to acquire within 60 days, such as options or warrants to purchase our common stock.

 

Item 13. Certain Relationships and Related Transactions, and Director Independence

 

Except as set forth below, none of the following parties has, since our date of incorporation, had any material interest, direct or indirect, in any transaction with us or in any presently proposed transaction that has or will materially affect us:

 

  Any of our directors or officers;
  Any person proposed as a nominee for election as a director;
  Any person who beneficially owns, directly or indirectly, shares carrying more than 10% of the voting rights attached to our outstanding shares of common stock;
  Any of our promoters;
  Any relative or spouse of any of the foregoing persons who has the same house address as such person.

 

1. On September 17, 2010 our founder, president, CEO, CFO, and sole director, Kade Thompson, contributed our initial equity capital by purchasing 7,000,000 shares of common stock in exchange for $7,000 at a price of $0.001 per share.

 

2. On December 21, 2012, we borrowed the sum of $3,000 from our sole officer and director, Kade Thompson, under the terms of a Promissory Note. The Note bears interest at an annual rate of 5%, and all principal and interest is due on or before December 21, 2014.

13

Director Independence

 

We are not a “listed issuer” within the meaning of Item 407 of Regulation S-K and there are no applicable listing standards for determining the independence of our directors. Applying the definition of independence set forth in Rule 4200(a)(15) of The Nasdaq Stock Market, Inc., we do not have any independent directors.

 

Item 14. Principal Accounting Fees and Services

 

Below is the table of Audit Fees (amounts in US$) billed by our auditor in connection with the audit of the Company’s annual financial statements for the years ended:

 

Financial Statements for the Year Ended  Audit Services  Audit Related Fees  Tax Fees  Other Fees
September 30, 2013  $3,900   $4,800   $800    —   
September 30, 2012  $3,750   $4,500   $800    —   

 

PART IV

 

Item 15. Exhibits, Financial Statements Schedules

 

(a) Financial Statements and Schedules

 

The following financial statements and schedules listed below are included in this Form 10-K.

 

Financial Statements (See Item 8)

 

(b) Exhibits

 

Exhibit Number Description
3.1 Articles of Incorporation (1)
3.2 Bylaws(1)
10.1 Promissory Note dated December 21, 2012(2)
31.1 Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101** The following materials from the Company’s Annual Report on Form 10-K for the year ended September 30, 2013 formatted in Extensible Business Reporting Language (XBRL).

 

(1) Incorporated by reference to Registration Statement on Form S-1 filed October 27, 2010.
(2) Incorporated by reference to Annual Report on Form 10-K filed December 31, 2012.

**Provided herewith

14

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Thompson Designs, Inc.

 

 

By: /s/ Kade Thompson
  Kade Thompson
Title: President
Date: December 30, 2013

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

 

By: /s/ Kade Thompson
  Kade Thompson
Title: Chief Executive Officer, Chief Financial Officer, and sole Director
Date: December 30, 2013

15