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EX-32.1 - CEO CERTIFICATION - Dakota Creek Minerals Inc.ex321_ceocert.htm
EX-31.2 - CFO CERTIFICATION - Dakota Creek Minerals Inc.ex312_cfocert.htm
EX-31.1 - CEO CERTIFICATION - Dakota Creek Minerals Inc.ex311_ceocert.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended February 28, 2013

or

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission File Number 000-54846

DAKOTA CREEK MINERALS INC.
(Exact name of registrant as specified in its charter)

Nevada 99-1720516
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)
   

3300S 14st Suite 305 Abilene, Texas

 

79605
(Address of principal executive offices) (Zip Code)

(Registrant’s telephone number, including area code)

N/A
(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 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.
[ X ] YES [ ] NO

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act

 

 

Large accelerated filer [ ]   Accelerated filer [ ]
Non-accelerated filer [ ] (Do not check if a smaller reporting company) 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 ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.
[ ] YES [ ] NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date 30,000,000 common shares issued and outstanding as of February 15, 2014


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTENTS    
PART 1 – FINANCIAL INFORMATION    4
ITEM 1. FINANCIAL STATEMENTS    4
ITEM 2. MANAGEMENT`S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS    12
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK    13
ITEM 4. CONTROLS AND PROCEDURES    14
PART II - OTHER INFORMATION    15
ITEM 1. LEGAL PROCEEDINGS    15
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS    15
ITEM 4. MINE SAFETY DISCLOSURES    15
ITEM 4A. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS    15
ITEM 5. OTHER INFORMATION    15
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K    16
SIGNATURES    16

 

 

 

 

 

 

 

 

 

 

 

 

PART 1 – FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS

 

Our unaudited interim financial statements for the three month period ended February 28, 2013 form part of this quarterly report. They are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dakota Creek Minerals, Inc.
Balance Sheets (Unaudited)
   February 28,  August  31,
   2013  2012
ASSETS          
CURRENT ASSETS          
Cash  $38,592   $38,592 
Total Current Assets   —      —   
   $38,592   $38,592 
           
LIABILITIES AND STOCKHOLDERS' EQUITY     
CURRENT LIABILITIES          
Convertible loan payable – related party  $34,960   $34,960 
TOTAL CURRENT LIABILITIES   34,960    34,960 
           
STOCKHOLDERS' EQUITY          
Common stock,   30,000    30,000 
  Authorized - 75,000,000 $0.001 par value common shares           
Issued – 30,000,000 as of February 28, 2013 and August 31, 2012          
Deficit accumulated during the pre-exploration stage   (26,368)   (26,368)
TOTAL STOCKHOLDERS' EQUITY   (3,632)   (3,632)
   $38,592   $38,592 

See Accompanying Notes to Unaudited Financial Statements


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dakota Creek Minerals Inc.
Unaudited Statements of Operations
 

Three months ended

February 28

 

Six months ended

February 28

  Cumulative
from Date of
Inception on
November 17,
2003 to
  2013  2012  2013  2012  28-Feb-13
REVENUES  $—     $—     $—     $—     $—   
                          
OPERATING EXPENSES                         
Impairment loss on mineral claim acquisition   —      —      —      —      15,000 
General and administrative expenses   —      —      —      —      11,368 
Total Operating Expenses   —      —      —      —      26,368 
                          
INCOME (LOSS( BEFORE INCOME TAXES   —      —      —      —      (26,368)
                          
PROVISION FOR INCOME TAXES   —      —      —      —      —   
                          
NET INCOME (LOSS)  $—     $—     $—     $—     $(26,368)
                          
NET INCOME (LOSS) PER SHARE  $(0.00)  $(0.00)  $(0.00)  $(0.00)     
                          
WEIGHTED AVERAGE NUMBER OF COMMON SHARES   30,000,000    30,000,000    30,000,000    30,000,000      
(Basic and Fully Diluted)                         

 

 

See Accompanying Notes to Unaudited Financial Statements


 

 

 

Dakota Creek Minerals Inc.
Unaudited Statements of Cash Flows
   Six months Ended  Cumulative from Date of Inception on November 17, 2003 to
   28-Feb-13  28-Feb-12  28-Feb-13
CASH FLOWS FROM OPERATING ACTIVITIES          
Net income (loss)  $—     $—     $(26,368)
Adjustments to reconcile net income (loss) to net cash used in operating activities               
  Impairment loss on mineral claim acquisition   —      —      15,000 
Net Cash Provided (Used) by Operating Activities   —      —      (11,368)
                
CASH FLOWS FROM INVESTING ACTIVITIES          
  Acquisition of mineral claim   —      —      (15,000)
Net Cash Provided (Used) by Investing Activities   —      —      (15,000)
CASH FLOWS FROM FINANCING ACTIVITIES          
  Advances from related parties   —      *    34,960 
  Issuance of Capital Stock for cash   —      —      30,000 
Net Cash Provided (Used) by Financing Activities   —      —      64,960 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS   —      —      —   
CASH AND CASH EQUIVALENTS               
  Beginning   —      —      —   
  Ending  $—     $—     $—   

 

See Accompanying Notes to Unaudited Financial Statements


 

 

 

 

 

 

 

 

 


Dakota Creek Minerals Inc.
 
Notes to Unaudited Financial Statements
For the Six Months Ended February 28, 2013
(Expressed in U.S. Dollars)

 

1. INCORPORATION AND OPERATING ACTIVITIES

 

The Company was incorporated under the laws of the State of Nevada on September 29, 2010 with authorized capital stock of 75,000,000 shares at $0.001 par value.

 

The Company was organized for the purpose of acquiring and developing mineral properties.  At the report date mineral claims, with unknown reserves, had been acquired.  The Company has not established the existence of a commercially minable ore deposit and therefore has not reached the exploration stage and is considered to be in the pre-exploration stage

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Accounting Method

 

The Company recognizes income and expenses based on the accrual method of accounting.

 

Dividend Policy

 

The Company has not yet adopted a policy regarding payment of dividends.

 

Basic and Diluted Net Loss Per Share

 

Basic net loss per share amounts are computed based on the weighted average number of shares actually outstanding.   Diluted net loss per share amounts are computed using the weighted average number of common and common equivalent shares outstanding as if shares had been issued on the exercise of the common share rights unless the exercise becomes anti-dilutive and then the basic and diluted per share amounts are the same. As of February 28, 2013 and 2012, no such common equivalent shares were excluded from net income (loss) per share.

 

Income Taxes

 

The Company utilizes the liability method of accounting for income taxes.  Under the liability method deferred tax assets and liabilities are determined based on differences between financial reporting and the tax bases of the assets and liabilities and are measured using the enacted tax rates and laws that will be in effect, when the differences are expected to be reversed. An allowance against deferred tax assets is recorded, when it is more likely than not, that such tax benefits will not be realized.

 

 

 

Year Ended

 

Estimated NOL

Carry-Forward

 

 

 

NOL

Expires

 

Estimated Tax

Benefit from

NOL

 

 

 

Valuation

Allowance

 

 

 

Net Tax Benefit

 2011    16,503    2031    4,511    (5,611)   —   
 2012    9,865    2032    3,354    (3,354)   —   
                            
     $26,368        $7,865   $(7,865)  $—   

 

 

The total valuation allowance as of August 31, 2012 was $7,865, which increased by $3,354 for the year ended August 31, 2012.

 

As of August 31, 2012 and 2011, the Company has no unrecognized income tax benefits. The Company’s policy for classifying interest and penalties associated with unrecognized income tax benefits is to include such items as tax expense. No interest or penalties have been recorded during the years ended August 31, 2012 and 2011and no interest or penalties have been accrued as of August 31, 2012 and 2011. As of August 31, 2012 and 2011, the Company did not have any amounts recorded pertaining to uncertain tax positions.

 

The tax years from 2011 and forward remain open to examination by federal and state authorities due to net operating loss and credit carryforwards. The Company is currently not under examination by the Internal Revenue Service or any other taxing authorities.

 

Impairment of Long-lived Assets

 

The Company reviews and evaluates long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable.  The assets are subject to impairment consideration under ASC 360-10-35-17 if events or circumstances indicate that their carrying amounts might not be recoverable.   When the Company determines that an impairment analysis should be done, the analysis will be performed using rules of ASC 930-360-35, Asset Impairment, and 360-10-15-3 through 15-5, Impairment or Disposal of Long-Lived Assets.

 

Foreign Currency Translations

 

The books of the Company are maintained in United States dollars and this is the Company’s functional and reporting currency. Transactions denominated in other than the United States dollar are translated as follows with the related transaction gains and losses being recorded in the Statement of Operations:

 

Monetary items are recorded at the rate of exchange prevailing as at the balance sheet date;

 

Non-Monetary items including equity are recorded at the historical rate of exchange; and

 

Revenues and expenses are recorded at the period average in which the transaction occurred.

 

Investments

 

Investments in companies that are not consolidated, but over which the Company exercises significant influence, are accounted for under the equity method of accounting. Whether or not the Company exercises significant influence with respect to an investee depends on an evaluation of several factors, including, among others, ownership level. Under the equity method of accounting, an investee company’s accounts are not reflected within the Company’s Balance Sheets and Statements of Operations; however, the Company’s share of the earnings or losses of the investee company is reflected in the Company’s Statements of Operations and the Company’s carrying value in an equity method investee company is reflected in the Company’s Balance Sheets. The Company evaluates these investments for other-than-temporary declines in value each quarterly period. Any impairment found to be other than temporary would be recorded through a charge to earnings.

 

Revenue Recognition

 

Revenue from the sale of minerals will be recognized when a contract is in place and minerals are delivered to the customer.

 

 

Mineral claim acquisition and exploration costs

 

Costs incurred to maintain current production or to maintain assets on a standby basis are charged to operations. If the Company does not continue with exploration after the completion of the feasibility study, the mineral rights will be expensed at that time. Costs of abandoned projects are charged to mining costs including related property and equipment costs. To determine if these costs are in excess of their recoverable amount periodic evaluation of carrying value of capitalized costs and any related property and equipment costs are based upon expected future cash flows and/or estimated salvage value in accordance with FASB Accounting Standards Codification (ASC) 360-10-35-15, Impairment or Disposal of Long-Lived Assets.

 

Various factors could impact our ability to achieve forecasted production schedules. Additionally, commodity prices, capital expenditure requirements and reclamation costs could differ from the assumptions the Company may use in cash flow models from exploration stage mineral interests. This, however, involves further risks in addition to those factors applicable to mineral interests where proven and probable reserves have been identified, due to the lower level of confidence that the identified mineralized material can ultimately be mined economically.

 

Advertising and Market Development

 

The company expenses advertising and market development costs as incurred.

 

Financial Instruments

 

The carrying amounts of financial instruments are considered by management to be their fair value due to their short term maturities.

 

Estimates and Assumptions

 

Management uses estimates and assumptions in preparing financial statements in accordance with general accepted accounting principles.  Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses.   Actual results could vary from the estimates that were assumed in preparing these financial statements.

 

Statement of Cash Flows

 

For the purposes of the statement of cash flows, the Company considers all highly liquid investments with a maturity of three months or less to be cash equivalents.

 

Environmental Requirements

 

At the report date environmental requirements related to the mineral claim acquired are unknown and therefore any estimate of any future cost cannot be made.

 

Recent Accounting Pronouncements

 

The Company does not expect that the adoption of other recent accounting pronouncements will have a material impact on its financial statements.

 

3. ACQUISITION OF MINERAL CLAIM

 

During 2010 the Company acquired mineral claims for $15,000 known as the Venus Property.

 

 

The Venus Molybdenum Property is located approximately 35 kilometers north of Vancouver BC, and about 2 kilometers north of the community of Britannia Beach, BC. The property is crossed by Highway 99, "The Sea to Sky Highway" and the CN Railroad.

 

The Venus Molybdenum Property comprises one mineral claim totaling 62.12 hectares in area. The Venus molybdenum occurrence was discovered in the late 1960's and developed by a Company known as Squamish Silica and Stone Co. Ltd. The occurrence is located about 250 meters northwest of Highway 99.

 

The acquisitions costs have been impaired and expensed during 2011 because there had been no exploration activities nor had there been any reserves established and we could not project any future cash flows or salvage value and the acquisition costs were not recoverable. Please see ASC Topic 360 for Plant, Property, and Equipment and management analysis of Impairment.

 

4. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

 

In August 2012, the Company received an advance from its Director and officer for $34,960. The advance is without interest and there are no terms of repayment.

 

5. GOING CONCERN

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company does not have a sufficient working capital for its planned activity, and to service its debt, which raises substantial doubt about its ability to continue as a going concern.

 

Continuation of the Company as a going concern is dependent upon obtaining additional working capital and the management of the Company has developed a strategy which it believes will accomplish this objective through short term loans from an officer-director, and additional equity investments, which will enable the Company to continue operations for the coming year. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. However, the Company is in the exploration stage and, accordingly, has not generated revenues from operations. As shown on the accompanying financial statements, the Company has incurred a net loss of $26,368 for the period since inception (September 29, 2010) to February 28, 2013. These conditions raise substantial doubt about the Company's ability to continue as a going concern.

 

 

 

ITEM 2. MANAGEMENT`S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

This section of this report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

 

OVERVIEW

 

Dakota Creek Minerals Inc. was incorporated in the State of Nevada as a for-profit Company on September 29, 2010. The Company was organized for the purpose of acquiring and exploring mineral claims. The Company acquired a mineral claim with unknown reserves. The Company does not presently have any operations and is considered to be in the exploration stage.

 

RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED FEBRUARY 28, 2013 AND 2012 AND

FROM INCEPTION (SEPTEMBER 29, 2010) THROUGH FEBRUARY 28, 2013

 

We earned no revenues since our inception on September 29, 2010 through February 28, 2013. We do not anticipate earning any significant revenues within the next 12 months, and can provide no assurance that we will be successful in developing any products.

 

For the period from inception through February 28, 2013, we generated no income. Since our inception on September 29, 2010 through February 28, 2013, we experienced a net loss of $26,368. Our loss was attributed to organizational expenses, audit and legal fees.

 

For the three and six months ending February 28, 2013, we experienced a net loss of $0 as compared to a net loss of $0 for the same period last year. We anticipate our operating expenses will increase as we enhance our operations. The increase will be attributed to professional fees to be incurred in connection with maintaining our fully reporting requirements with the U. S. Securities and Exchange Commission and building the infrastructure of our business operations.

 

In our August 31, 2012 year-end financials, our auditor issued an opinion that our financial condition raises substantial doubt about the Company's ability to continue as a going concern.

 

REVENUES

 

The Company has not yet generated any revenue from its operations. The Company does not plan on generating any revenue in the next 12 months.

 

PLAN OF OPERATION

 

Our business plan is to proceed with the exploration of the Venus Molybdenum Property to determine whether there is any potential for molybdenum or other minerals located on the properties that comprise the mineral claims. If the

Company is successful in raising adequate capital through private placements or debt financing, the Company anticipates completing the first phase in spring 2013and commencing the Second and Third phases in summer and fall 2013. We have decided to proceed with the exploration program recommended by the geological report. A proposed work program includes prospecting, geological mapping and rock sampling of any mineralized surface showings, construction of a control grid, geochemical soil sampling, and geophysical surveys. Based on a compilation of these results, a diamond drill program would be designed to explore and define the potential resources. The anticipated costs of this development are presented in three results-contingent stages.

 

 

 

GOING CONCERN

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company does not have a sufficient working capital for its planned activity, and to service its debt, which raises substantial doubt about its ability to continue as a going concern.

 

Continuation of the Company as a going concern is dependent upon obtaining additional working capital and the management of the Company has developed a strategy which it believes will accomplish this objective through short term loans from an officer-director, and additional equity investments, which will enable the Company to continue operations for the coming year. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. However, the Company is in the exploration stage and, accordingly, has not generated revenues from operations. As shown on the accompanying financial statements, the Company has incurred a net loss of $26,368 for the period since inception (September 29, 2010) to February 28, 2013. These conditions raise substantial doubt about the Company's ability to continue as a going concern.

 

LIQUIDITY AND CAPITAL RESOURCES

 

"Our balance sheet as of February 28, 2013 reflects $38,592 in current assets and $0 current liabilities. Cash and cash equivalents from inception to date have been sufficient to provide the operating capital necessary to operate to date.

 

A critical component of our operating plan impacting our continued existence is the ability to obtain additional capital through additional equity and/or debt financing.

 

The Company has limited financial resources available, which has had an adverse impact on the Company's liquidity, activities and operations. These limitations have adversely affected the Company's ability to obtain certain projects and pursue additional business. Without realization of additional capital, it would be unlikely for the Company to continue as a going concern. In order for the Company to remain a going concern it will need to find additional capital. Additional working capital may be sought through additional debt or equity private placements, additional notes payable to banks or related parties (officers, directors or stockholders), or from other available funding sources at market rates of interest, or a combination of these. The ability to raise necessary financing will depend on many factors, including the nature and prospects of any business to be acquired and the economic and market conditions prevailing at the time financing is sought. No assurances can be given that any necessary financing can be obtained on terms favorable to the Company, or at all.

 

Our sole officer/director has agreed to contribute funds to the operations of the Company, in order to keep it fully reporting for the next twelve (12) months, without seeking reimbursement for funds contributed.

 

As a result of the Company's current limited available cash, no officer or director received compensation through the quarter ended February 28, 2013. The Company has no employment agreements in place with its officers.

 

OFF BALANCE SHEET ARRANGEMENT

 

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

 

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not required.

 

 

 

ITEM 4. CONTROLS AND PROCEDURES

 

The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting, as required by Sarbanes-Oxley (SOX) Section 404 A. The Company's internal control over financial reporting is a process designed under the supervision of the Company's Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company's financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

 

As of February 28, 2013 management assessed the effectiveness of the Company's internal control over financial reporting based on the criteria for effective internal control over financial reporting established in SEC guidance on conducting such assessments. Based on that evaluation, they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below. This was due to deficiencies that existed in the design or operation of our internal control over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

 

The matters involving internal controls and procedures that the Company's management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; (3) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (4) ineffective controls over period end financial disclosure and reporting processes. The aforementioned material weaknesses were identified by the Company's Chief Financial Officer in connection with the review of our financial statements as February 28, 2013 and communicated the matters to our management.

 

Management believes that the material weaknesses set forth in items (2), (3) and (4) above did not affect the Company's financial results. However, management believes that the lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures can affect the Company's results and its financial statements for the future years.

 

We are committed to improving our financial organization. As part of this commitment, we will create a position to segregate duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the accounting function when funds are available to the Company: i) Appointing one or more outside directors to our board of directors who shall be appointed to the audit committee of the Company resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring of required internal controls and procedures; and ii) Preparing and implementing sufficient written policies and checklists which will set forth procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements.

 

Management believes that the appointment of one or more outside directors, who shall be appointed to a fully functioning audit committee, will remedy the lack of a functioning audit committee and a lack of a majority of outside directors on the Company's Board. In addition, management believes that preparing and implementing sufficient written policies and checklists will remedy the following material weaknesses (i) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (ii) ineffective controls over period end financial close and reporting processes. Further, management believes that the hiring of additional personnel who have the technical expertise and knowledge will result proper segregation of duties and provide more checks and balances within the department. Additional personnel will also provide the cross training needed to support the Company if personnel turn over issues within the department occur. This coupled with the appointment of additional outside directors will greatly decrease any control and procedure issues the Company may encounter in the future.

 

 

 

We will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds allow.

 

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rules 13a-15 or 15d-15 under the Exchange Act that occurred during the small business issuer's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

 

PART II - OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

We are not a party to any material legal proceedings and to our knowledge, no such proceedings are threatened or contemplated.

 

 

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

 

Not applicable.

 

 

ITEM 4. MINE SAFETY DISCLOSURES

 

None.

 

 

ITEM 4A. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

No matters were submitted to our security holders for a vote during the period ending February 28, 2013.

 

 

ITEM 5. OTHER INFORMATION

 

None.

 

 

 

 

 

 

 

 

 

 

 

 

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

 

Exhibit Number   Description of Exhibit
3.1   Articles of Incorporation (1)
3.2   Bylaws (1)
31.1   Certification by Chief Executive Officer and Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act, promulgated pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith
32.1   Certification by Chief Executive Officer and Chief Financial Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code, promulgated pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed herewith

 

----------

(1)Filed with the SEC as an exhibit to our Form S-1 Registration Statement.

 

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) 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.

DAKOTA CREEK MINERALS INC.

By: /s/  Chris Tesarski  
   
(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
February 21, 2014