(Mark one)
x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
	ACT OF 1934
For the Quarterly Period Ended April 30, 2015
Or
	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
	ACT OF 1934
For the transition period from ________________ to ________________
Commission File Number: 000-53861

Delaware	27-1728996
(State or Other Jurisdiction	(I.R.S. Employer
of Incorporation)	Identification No.)
Level 1A, 42 Moray Street
Southbank, Victoria, Australia	3006
(Address of Principal Executive Offices)	(Zip Code)
Registrant’s telephone number, including area code: 001 (613) 8532 2878

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.  Yes   No

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “accelerated filer,” “large accelerated filer” and “smaller reporting company” in Rule 12-b2 of the Exchange Act.

(Check one): Large accelerated filer  Accelerated filer  Non-accelerated filer  Smaller reporting company 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12-b2 of the Exchange Act).  Yes  No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. There were 135,850,000 outstanding shares of Common Stock as of September 22, 2017.

 

 

Table Of Contents

 

PART I – FINANCIAL INFORMATION

Item 1.

FINANCIAL STATEMENTS

Introduction to Interim Consolidated Financial Statements.

The interim consolidated financial statements included herein have been prepared by Aurum, Inc. (“Aurum” or the “Company”) without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (The “Commission”). Certain information and footnote disclosure normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in United States of America (“US GAAP”) have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.

The interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended October 31, 2014.

In the opinion of management, all adjustments, consisting of normal recurring adjustments necessary to present fairly the financial position of the Company as of April 30, 2015, the results of its operations for the three and six month periods ended April 30, 2015 and April 30, 2014, and the changes in its cash flows for the six month periods ended April 30, 2015 and April 30, 2014, have been included. The results of operations for the interim periods are not necessarily indicative of the results for the full year.

The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

 

AURUM, INC.

Consolidated Balance Sheet

 

 

 

AURUM, INC.

Consolidated Statements of Operations

(Unaudited)

 

 

AURUM, INC.

Consolidated Statements of Stockholders’ Equity (Deficit)

(Unaudited)

 

See Notes to Consolidated Financial Statements

 

AURUM, INC.

Consolidated Statements of Cash Flows

(Unaudited)

 

 

See Notes to Consolidated Financial Statements

 

AURUM, INC.

Notes to Consolidated Financial Statements

April 30, 2015

(unaudited)

 

(1)	ORGANIZATION AND BUSINESS

 

Aurum, Inc. ("Aurum” or the “Company") is a Delaware corporation, originally incorporated in Florida as Liquid Financial Engines, Inc. The principal stockholder of Aurum is Golden Target Pty Ltd., an Australian corporation (“Golden”), which owned 96.21% of Aurum as of April 30, 2015.

 

On January 20, 2010, the Company re-incorporated in the state of Delaware (the “Reincorporation”) through a merger involving Liquid Financial Engines, Inc. (“Liquid”) and Aurum, Inc., a Delaware Corporation that was a wholly owned subsidiary of Liquid. The Reincorporation was effected by merging Liquid with Aurum, with Aurum being the surviving entity. For financial reporting purposes Aurum is deemed a successor to Liquid.

 

In July 2009, Golden acquired a 96% interest in Aurum from certain stockholders. In connection therewith, the Company appointed a new President/Chief Executive Officer and Chief Financial Officer/Secretary and a new sole Director. The sole director and stockholder of Golden is also the President of the Company.

 

Commencing August 2009, the Company decided to focus on mineral exploration for gold and copper in the Lao Peoples Democratic Republic (Lao P.D.R or Laos).

 

In December 2010, the Company executed a Management and Shareholders Agreement with Argonaut Overseas Investments Ltd (“AOI”), an indirectly wholly owned Subsidiary of Argonaut Resources N.L., in respect to Argonaut’s 70% held Century Concession in Laos. The agreement appointed Aurum as the manager of the Century Thrust Joint Venture Agreement (“Joint Venture”) and the Company had the right to earn 72.86% of AOI’s interest in the Joint Venture which was equivalent to a 51% beneficial interest in the Century Concession.

 

The Century Concession expired in fiscal 2014 and was not renewed. As a result, the Company no longer has any exploration interests in Laos.

 

The Company has now commenced a search for new projects that the Company may be able to acquire an interest in.

 

The Company’s ability to continue operations for the foreseeable future is dependent upon future funding from affiliated entities, capital raisings, or its ability to commence revenue producing operations and positive cash flows, however there can be no assurance that the Company will be successful in these efforts.

 

(2)	RECENT ACCOUNTING PRONOUNCEMENTS

 

The Company has implemented all new accounting pronouncements that are in effect and applicable to the Company. These pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

(3)	GOING CONCERN

 

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of Aurum as a going concern. Aurum has incurred net losses since inception and may continue to incur substantial and increasing losses for the next several years, all of which raises substantial doubt as to its ability to continue as a going concern.

 

In addition, Aurum is reliant on loans and advances from corporations affiliated with the President of Aurum. Based on discussions with these affiliate companies, Aurum believes this source of funding will continue to be available. Other than the arrangements noted above, Aurum has not confirmed any other arrangement for ongoing funding. As a result Aurum may be required to raise funds by additional debt or equity offerings in order to meet its cash flow requirements during the forthcoming year.

 

The retained deficit of the Company from inception (September 2008) through April 30, 2015 amounted to approximately $9.7 million.

 

(4)	AFFILIATE TRANSACTIONS

 

The Company entered into an agreement with AXIS Consultants Pty Ltd (“AXIS”) to provide management and administration services to the Company. AXIS is affiliated through common management. The Company is one of nine affiliated companies to which AXIS provides services. Each of the companies has some common Directors, officers and shareholders. Currently, there are no material arrangements or planned transactions between the Company and any of the affiliated companies other than AXIS.

 

During the six months ended April 30, 2015, AXIS provided services in accordance with the services agreement, incurred direct costs on behalf of the Company and provided funding of $16,660. During the six months ended April 30, 2015, the foreign exchange effect on the amounts owed to affiliates was a gain of $627,103. The amounts owed to AXIS as of April 30, 2015 and October 31, 2014 is $6,423,044 and $7,025,426, respectively, and are reflected in non-current liabilities - advance from affiliates. At April 30, 2015, the Company owed the former Managing Director of its Laos operation $232,500 (2014: $232,500). During the six months ended April 30, 2015 and 2014, the affiliates have agreed not to charge interest.

 

The Company intends to repay these amounts with funds raised either via additional debt or equity offerings. Both affiliates have agreed not to call the advance within the next twelve months (refer footnote 11 – Subsequent Events) and accordingly the Company has classified the amounts payable as non-current in the accompanying balance sheet.

 

(5)	INCOME TAXES

 

Aurum files its income tax returns on an accrual basis.

 

The Company follows the accounting requirements associated with uncertainty in income taxes using the provisions of FASB ASC 740, Income Taxes. Using that guidance, tax positions initially need to be recognized in the consolidated financial statements when it is more-likely-than-not the positions will be sustained upon examination by the tax authorities. It also provides guidance for de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. As of April 30, 2015, the Company has no uncertain tax positions that qualify for either recognition or disclosure in the consolidated financial statements.

 

The Company is required to file tax returns in the United States and a summary of the deferred tax asset at April 30, 2015 is as follows:.

 

 

The Company has available net operating loss carry forwards as of April 30, 2015, which are subject to limitations, aggregating approximately $2,364,000 which would expire in years 2028 through 2033.

 

The Company’s tax returns for all years since fiscal 2012 remain open to examination by the respective tax authorities.  There are currently no tax examinations in progress.

 

 

(6)	STOCKHOLDERS’ EQUITY

 

In September 2008, 96,000,000 shares of common stock were issued to the Company’s founder raising $9,000.

 

In March 2009, the Company raised $12,000 in a registered public offering of 9,600,000 shares of common stock share pursuant to a prospectus dated January 30, 2009.

 

(7)	ISSUE OF OPTIONS UNDER EQUITY INCENTIVE PLAN

 

(i)

Effective December 13, 2010, the Company issued 2,500,000 options over shares of Common Stock to employees under the 2010 Equity Incentive Plan that has been adopted by the Directors of the Company. The options vested 1/3 on December 13, 2010, 1/3 vested on November 17, 2011 and the balance vested on November 17, 2012. The exercise price of the options is US$1.00 and the latest exercise date for the options is November 17, 2020.

 

The Company has accounted for all options issued based upon their fair value using the Binomial pricing model.

 

An external consultant has calculated the fair value of the 2,500,000 options using the Binomial valuation method using the following inputs:

 

At October 31, 2014 and April 30, 2015, there are 2,500,000 options outstanding with an option price per share and weighted average exercise price of US$1.00.  The exercise price is US$1.00 per option. The weighted average per option fair value of options granted during fiscal 2011 was US$0.81 and the weighted average remaining contractual life of those options at April 30, 2015 is 5 years. At April 30, 2015 there are 2,500,000 options exercisable.

 

As a result of the termination of the employee holding the options, the employee had a period of 90 days from the date of termination to exercise the options. The holder did not exercise the options therefore the options expired in May 2015.

 

(ii)

In May 2011, the Company issued 750,000 options over shares of Common Stock to employees under the 2010 Equity Incentive Plan that has been adopted by the Directors of the Company. The options vested 1/3 upon grant date, 1/3 vested on February 1, 2012 and the balance vested on February 1, 2013. The exercise price of the options is US$1.00 and the latest exercise date for the options is February 1, 2018.

The Company has accounted for all options issued based upon their fair value using the Binomial pricing model.

 

As a result of the termination of the employee holding the options, the employee had a period of 90 days from the date of termination to exercise the options. The holder did not exercise the options therefore the options have expired in April 2014.

 

(8)	FAIR VALUE OF FINANCIAL INSTRUMENTS

 

The Company’s financial instruments consist of cash, receivables, accounts payable, accrued expenses and advances from affiliates. The carrying amounts of cash, receivables, accounts payables and accrued expenses approximates their fair values because of the short term maturities of those instruments. The fair value of advances from affiliates is not readily determinable as no similar market exists for these instruments and it doesn’t have a specified date of repayment.

 

 

(9)	NET INCOME (LOSS) PER SHARE

 

Basic income (loss) per share is computed by dividing net profit (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Options to acquire 3,250,000 shares of common stock were not included in the diluted weighted average shares outstanding as such effects would be anti-dilutive.

 

(10)

CASH

 

The Company maintains cash deposits with financial institutions in Australia and in Laos (USD).  Cash deposits maintained in Australian dollars are translated into US dollars at the period end exchange rate with the related adjustment recognized in statements of operations.

 

(11)	SUBSEQUENT EVENTS

 

The Company has evaluated significant events subsequent to the balance sheet date through the date the consolidated financial statements were issued and has determined that there were no subsequent events or transactions which would require recognition or disclosure in the consolidated financial statements.

 

In July 2015, the Company issued 30,000,000 shares of common stock to AXIS Consultants Pty Ltd as repayment of a debt of $5,057,776.

 

On April 1, 2016 the Company announced that it had entered into an agreement with an Israeli company, PayItSimple Ltd and its subsidiaries (PayItSimple) whereby the Company would invest $15 million directly into PayItSimple by September 5, 2016 to acquire a 30% interest in PayItSimple, and a further $7.5 million into PayItSimple over 18 months to acquire a further 10% interest in PayItSimple, taking its holding to 40% of interest in PayItSimple.  PayItSimple owns a business known as Splitit. On April 6, 2016 the Company terminated the proposed acquisition of PayItsimple.

 

On June 27, 2016 the Company announced that it had entered into a binding term sheet with the shareholders of an Israeli company, Humavox Ltd (Humavox), a company that creates wireless charging solutions. In accordance with the proposed acquisition of Humavox, Aurum would acquire 100% of the shares of Humavox and 100% of the warrants and options to acquire shares of Humavox in exchange for the issue of shares of common stock of Aurum representing 50% of the shares of common stock of Aurum post issue on a fully-diluted basis, including the investment of an amount of US$16 million in Humavox.  The investment would take place in unconditional instalments over a period of 24 months following the closing. The closing of the merger was subject to certain closing conditions, including the investment in Humavox of the first instalment of the investment in the amount of $5.5 million. On July 29, 2016 the Company terminated the proposed acquisition of Humavox.

 

In April 2016, the Company raised $38,329 through the private placement of 250,000 shares of common stock.

 

On July 19, 2017, the Company entered into a Term Sheet with Lior Wayn, Erez Glazer and Dr Guy Shalom, (collectively, the ‘’Sellers”)  for the acquisition of all of the issued shares of a medical technology business. The Company has a 120 day period to conduct due diligence and negotiate a formal share sale agreement.

 

The purchase price is up to USD$7,500,000 which is to be satisfied as follows:

a)	The sum of USD$100,000 payable to the Sellers for due diligence expenses, 30 business days from the execution of the Term Sheet;

b)	A further USD$100,000 each month after the date in a) above for due diligence expenses, for 3 months,  payable to the Sellers for working capital purposes;

 

 

c)	An issue of fully paid ordinary shares of common stock of the Company to the value of USD$2,500,000 (less any payments made to the Sellers under (a) and (b) above) to the Sellers at an issue price of USD$0.22 per share of common stock (Consideration Shares);

d)	The issue to the Sellers of shares of common stock to the equivalent to USD$2,500,000 at the issue price of USD$0.22, subject to the Sellers achieving sales revenue of USD$100,000 within twelve months after the first anniversary of Completion; and

e)	The issue to the Sellers of shares of common stock to the equivalent to USD$2,500,000 at the issue price of USD$0.22, subject to the Sellers achieving sales revenue of USD$1,000,000 within twelve months after the first anniversary of Completion.

If the Transaction is terminated or is in the reasonable opinion of the Company unable to proceed at any point, the Vendors and the Sellers have agreed to convert any monies paid to the Sellers under (a) and (b) above into convertible securities in the Sellers.

As part of the agreement and as a condition to completion, the Company will raise USD$2,500,000.

Pending completion, the Sellers are required to carry on business in the ordinary course.

In July 2017, the Company raised $38,329 through the private placement of 250,000 shares of common stock.

 

 

Item 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

 

General

 

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Consolidated financial statements and accompanying notes and the other financial information appearing elsewhere in this report. This report contains numerous forward-looking statements relating to our business. Such forward-looking statements are identified by the use of words such as believes, intends, expects, hopes, may, should, plan, projected, contemplates, anticipates or similar words. Actual operating schedules, results of operations and other projections and estimates could differ materially from those projected in the forward-looking statements.

 

Overview

 

Aurum, Inc. is an exploration stage company and was incorporated in Florida on September 29, 2008, to develop and market financial software. In July 2009, Golden Target Pty Ltd, an Australian corporation ("Golden") acquired a 96% interest in Aurum from Daniel McKelvey and certain other stockholders. Commencing August 2009, the Company decided to focus on mineral exploration for gold and copper in the Lao Peoples Democratic Republic. The Company is considered to be in the exploration stage. On January 20, 2010, the Company re-incorporated in the State of Delaware through a merger involving Liquid Financial Engines, Inc. (:Liquid”) and Aurum, Inc., with Aurum being the surviving entity.

 

In December 2010, the Company executed a Management and Shareholders Agreement with Argonaut Overseas Investments Ltd (“AOI”), an indirectly wholly owned Subsidiary of Argonaut Resources N.L., in respect to Argonaut’s 70% held, 55,105 acre Century Concession in Laos. For the purpose of the Company’s financial reporting status, Aurum is deemed a successor to Liquid.

 

The agreement appointed Aurum as the manager of the Century Thrust Joint Venture Agreement, which existed between Argonaut and two other parties, and gives the Company the right to earn 72.86% of AOI’s interest in the Joint Venture which was equivalent to a 51% beneficial interest in the Century Concession. In order to acquire this interest, Aurum was to spend US$6.5 million on exploration within the five year period ending December 10, 2015. The Century Concession expired in fiscal 2014 and was not renewed.

 

We have incurred net losses since our inception and may continue to incur substantial and increasing losses for the next several years. We have incurred accumulated losses of approximately $9.7 million which was funded primarily by the sale of equity securities and advances from affiliates.

 

RESULTS OF OPERATIONS

 

Three Months Ended April 30, 2015 vs. Three Months Ended April 30, 2014.

 

Costs and expenses decreased from $129,344 in the three months ended April 30, 2014 to $21,091 in the three months ended April 30, 2015. The decrease in costs and expenses is a net result of:

 

a)	an increase in legal, accounting and professional expense from $10,044 for the three months ended April 30, 2014 to $16,425 for the three months ended April 30, 2015, primarily due to a decrease in share registry expenses, accounting and legal fees.

 

b)	a decrease in administrative expenses from $44,542 in the three months ended April 30, 2014 to $4,662 in the three months ended April 30, 2015, is primarily as a result of a decrease in employment costs and insurance expense.

 

c)

a decrease in exploration expenditure expense from $74,758 for the three months ended April 30, 2014 to $nil for the three months ended April 30, 2015. The Century Concession expired in fiscal 2014. The exploration costs include salaries for both staff and contract field staff, accommodations, Laos office costs, field work expenditure and reviewing data on exploration targets in Laos.

 

 

As a result of the foregoing, the loss from operations decreased from $129,344 for the three months ended April 30, 2014 to $21,091 for the three months ended April 30, 2015.

 

Other income increased for $nil for the three months ended April 30, 2014 to $8,837 for the three months ended April 30, 2015.

 

The Company recorded a foreign currency exchange loss of $190,789 for the three months ended April 30, 2015 compared to a foreign currency exchange loss of $399,453 for the three months ended April 30, 2014, primarily due to revaluation of the advance from affiliate which is denominated in Australian dollars.

 

The net loss was $203,423 for the three months ended April 30, 2015 compared to a net loss of $528,797 for the three months ended April 30, 2014.

 

Six Months Ended April 30, 2015 vs. Six Months Ended April 30, 2014.

 

Costs and expenses decreased from $356,003 in the six months ended April 30, 2014 to $47,558 in the six months ended April 30, 2015. The decrease in costs and expenses is a net result of:

 

a)	an increase in legal, accounting and professional expense from $20,121 for the six months ended April 30, 2014 to $26,422 for the six months ended April 30, 2015, primarily as a result of an increase in accounting and legal fees.

 

b)	a decrease in administrative expenses from $94,072 in the six months ended April 30, 2014 to $21,127 in the six months ended April 30, 2015, primarily due to a decrease in employment costs, IT support costs and insurance expense.

 

c)

a decrease in exploration expenditure expense from $241,810 for the six months ended April 30, 2014 to $nil for the six months ended April 30, 2015. The Century Concession expired in fiscal 2014. The exploration costs include salaries for both staff and contract field staff, accommodations, Laos office costs, field work expenditure and reviewing data on exploration targets in Laos.

 

As a result of the foregoing, the loss from operations decreased from $356,003 for the six months ended April 30, 2014 to $47,558 for the six months ended April 30, 2015.

 

Other income increased from $nil for the six months ended April 30, 2014 to $8,837 for the six months ended April 30, 2015.

 

The Company recorded a foreign currency exchange gain of $172,354 for the six months ended April 30, 2014 compared to a foreign currency exchange gain of $628,148 for the six months ended April 30, 2015, primarily due to revaluation of the advance from affiliate which is denominated in Australian dollars.

 

The net income was $589,426 for the six months ended April 30, 2015 compared to a net loss of $183,649 for the six months ended April 30, 2014.

 

Liquidity and Capital Resources

 

For the six months ended April 30, 2015, net cash used in operating activities was $27,645 primarily consisting of the net loss from operations of $589,426, adjusted for non-cash items being foreign currency gain of $628,148, a decrease in prepayments of $963, and an increase in accounts payable and accrued expenses of $10,114.

 

Net cash used in investing activities was $nil; and net cash provided by financing activities was $24,721 being advances from affiliates.

 

As of April 30, 2015 the Company has short term obligations of $258,955 comprising accounts payable and accruals.

 

The Company has $1,194 in cash at April 30, 2015.

 

In July 2015, the Company issued 30,000,000 shares of common stock to AXIS Consultants Pty Ltd as repayment of a debt of $5,057,776.

 

 

The Company’s ability to continue operations for the foreseeable future is dependent upon future funding from affiliated entities, capital raisings, or its ability to commence revenue producing operations and positive cash flows, of which there can be no assurance.

 

The Company continues to search for additional sources of capital, as and when needed; however, there can be no assurance funding will be successfully obtained. Even if it is obtained, there is no assurance that it will not be secured on terms that are highly dilutive to existing shareholders.

 

Information Concerning Forward Looking Statements

 

This report and other reports, as well as other written and oral statements made or released by us, may contain forward looking statements. Forward looking statements are statements that describe, or that are based on, our current expectations, estimates, projections and beliefs. Forward looking statements are based on assumptions made by us, and on information currently available to us. Forward-looking statements describe our expectations today of what we believe is most likely to occur or may be reasonably achievable in the future, but such statements do not predict or assure any future occurrence and may turn out to be wrong. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. The words "believe", "anticipate", "intend", "expect", "estimate", "project", "predict", "hope", "should", "may", and "will", other words and expressions that have similar meanings, and variations of such words and expressions, among others, usually are intended to help identify forward-looking statements.

 

Forward-looking statements are subject to both known and unknown risks and uncertainties and can be affected by inaccurate assumptions we might make.  Risks, uncertainties and inaccurate assumptions could cause actual results to differ materially from historical results or those currently anticipated.  Consequently, no forward-looking statement can be guaranteed.  The potential risks and uncertainties that could affect forward looking statements include, but are not limited to:

 

●	The risk factors set forth in Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2014,

 

●	The risks and hazards inherent in the mineral exploration business (including environmental hazards, industrial accidents, weather or geologically related conditions),

 

●	The uncertainties inherent in our exploratory activities, including risks relating to permitting and regulatory delays,

 

●	The political, governmental and regulatory risks affecting mineral exploration activities in foreign countries,

 

●	The effects of environmental and other governmental regulations, and

 

●	Uncertainty as to whether financing will be available to enable further exploration and development.

 

●	Movements in foreign exchange rates,

 

●	Performance of information systems,

 

●	Ability of the Company to hire, train and retain qualified employees,

 

●	Our ability to enter into key exploration agreements and the performance of contract counterparties.

 

In addition, other risks, uncertainties, assumptions, and factors that could affect the Company's results and prospects are described in this Quarterly Report on Form 10-Q and in the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2014, including under the heading “Risk Factors” and elsewhere herein and therein and may further be described in the Company's prior and future filings with the Securities and Exchange Commission and other written and oral statements made or released by the Company.

 

We caution you not to place undue reliance on any forward-looking statements, which speak only as of the date of this document.  The information contained in this report is current only as of its date, and we assume no obligation to update any forward-looking statements.

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk.

 

At April 30, 2015, the Company had no outstanding loan facilities.

 

The Company reports in US$ and holds cash in Australian dollars. At April 30, 2015, this amounted to $1,194. A change in the exchange rate between the A$ and the US$ will have an effect on the amounts reported in the Company’s consolidated financial statements, and create a foreign exchange gain or loss. A movement of 1% in the A$ versus the US$ exchange rate will have a US$11 effect on the balance sheet and income statement.

 

Item 4.

Controls and Procedures.

 

a)	Disclosure Controls and Procedures

 

Our principal executive officer and our principal financial officer evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 as amended) as of the end of the period covered by this report. Based on that evaluation, such principal executive officer and principal financial officer concluded that, the Company’s disclosure controls and procedures were effective as of the end of the period covered by this report at the reasonable level of assurance.

 

b)	Change in Internal Control over Financial Reporting

 

There were no changes in our internal control over financial reporting during the second quarter of fiscal 2015 that materially affected, or are reasonably likely to materially affect, internal control over financial reporting.

 

c)

Other

 

We believe that a controls system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. Therefore, a control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Our disclosure controls and procedures are designed to provide such reasonable assurances of achieving our desired control objectives, and our principal executive officer and principal financial officer have concluded, as of April 30, 2015, that our disclosure controls and procedures were effective in achieving that level of reasonable assurance.

 

 

PART II – OTHER INFORMATION

 

Item 1.

Legal Proceedings.

 

Not Applicable

 

Item 1A.

Risk Factors.

 

Not Applicable for smaller reporting company.

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

 

Not Applicable

 

Item 3.

Defaults Upon Senior Securities.

 

Not Applicable

 

Item 4.

Mine Safety Disclosure.

 

Not Applicable

 

Item 5.

Other Information.

 

Not Applicable

 

Item 6.

Exhibits.

 

(a)

Exhibit No.

Description

 

31.1

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Joseph Isaac Gutnick

 

31.2

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Peter James Lee

 

32.1

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley act of 2002 by Joseph Isaac Gutnick

 

32.2

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley act of 2002 by Peter James Lee

 

101

The following materials from the Aurum, Inc. Quarterly Report on Form 10-Q for the quarter ended April 30, 2014 formatted in Extensible Business Reporting Language (XBRL):  (i) the Balance Sheets, (ii) the Statements of Operations, (iii) Statement of Stockholders’ (Deficit), (iv) the Statements of Cash Flows and (v) related notes.

#101.INS

XBRL Instance Document.

#101.SCH

XBRL Taxonomy Extension Schema Document.

#101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document.

#101.LAB

XBRL Taxonomy Extension Label Linkbase Document.

#101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document.

#101.DEF

XBRL Taxonomy Extension Definition Linkbase Document.

_________________

#

Filed herewith.  In accordance with Rule 406T of Regulation S-T, these interactive data files are deemed “not filed” for purposes of section 18 of the Exchange Act, and otherwise are not subject to liability under that section.

 

(FORM 10-Q)

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

 

 

EXHIBIT INDEX

 

 

31.1

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Joseph Isaac Gutnick

 

31.2

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Peter James Lee

 

32.1

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley act of 2002 by Joseph Isaac Gutnick

 

32.2

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley act of 2002 by Peter James Lee

101

The following materials from the Aurum, Inc. Quarterly Report on Form 10-Q for the quarter ended April 30, 2015 formatted in Extensible Business Reporting Language (XBRL): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) Statement of Stockholders’ (Deficit), (iv) the Statements of Cash Flows and (v) related notes.

#101.INS

XBRL Instance Document.

#101.SCH

XBRL Taxonomy Extension Schema Document.

#101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document.

#101.LAB

XBRL Taxonomy Extension Label Linkbase Document.

#101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document.

#101.DEF

XBRL Taxonomy Extension Definition Linkbase Document.

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Filed herewith.  In accordance with Rule 406T of Regulation S-T, these interactive data files are deemed “not filed” for purposes of section 18 of the Exchange Act, and otherwise are not subject to liability under that section.