ELITE ENERGIES, INC.
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(Exact name of registrant as specified in its charter)
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Delaware
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333-168184
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26-3936718
|
||
(State or other jurisdiction of
incorporation or organization)
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(Commission File No.)
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(I.R.S. Employer Identification No.)
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848 Stewart Drive, Suite 101
Sunnyvale, California 94085
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(Address of principal executive offices)
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(888) 209-9909
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(Registrant’s telephone number, including area code)
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Not applicable
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(Former name, former address and former fiscal year, if changed since last report)
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Large Accelerated Filer
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o
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Accelerated Filer
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o
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Non-Accelerated Filer
|
o
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Smaller Reporting Company
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x
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(Do not check if a smaller reporting company)
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Item 1.
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Financial Statements
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3
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Item 2.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations
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15
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Item 3.
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Quantitative and Qualitative Disclosures About Market Risk
|
20
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Item 4.
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Controls and Procedures
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20
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Item 1.
|
Legal Proceedings
|
20
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Item 1A.
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Risk Factors
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21
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Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
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21
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Item 3.
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Defaults Upon Senior Securities
|
21
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Item 4.
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Mine Safety Disclosures
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21
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Item 5.
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Other Information
|
21
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Item 6.
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Exhibits
|
21
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ELITE ENERGIES, INC. AND SUBSIDIARIES
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CONDENSED CONSOLIDATED BALANCE SHEETS
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(UNAUDITED)
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December 31, 2012
|
March 31,
2012 |
|||||||
ASSETS
|
||||||||
Current Assets
|
|
|||||||
Cash
|
$ | 13,986 | $ | 31,615 | ||||
Prepaid expenses
|
273 | 523 | ||||||
Total Currents Assets
|
14,259 | 32,138 | ||||||
Property and Equipment, net
|
- | 1,558 | ||||||
Assets of Discontinued Operations
|
37,096 | 516,410 | ||||||
Total Assets
|
$ | 51,355 | $ | 550,106 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
Current Liabilities
|
||||||||
Trade payables -
|
||||||||
Others
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$ | 28,688 | $ | 7,502 | ||||
Related parties
|
14,760 | 240 | ||||||
Accrued expenses -
|
||||||||
Interest
|
175 | 963 | ||||||
Others
|
1,800 | 350 | ||||||
Directors' loans
|
35,000 | 35,000 | ||||||
Loan from unrelated party
|
10,000 | 10,000 | ||||||
Total Current Liabilities
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90,423 | 54,055 | ||||||
Liabilities of Discontinued Operations
|
46,381 | 192,629 | ||||||
Total Liabilities
|
136,804 | 246,684 | ||||||
Commitments
|
||||||||
Stockholders' Equity
|
||||||||
Common stock, authorized 50,000,000 shares,
par value $0.000001, 32,340,955 shares and 30,340,955 shares
issued and outstanding on December 31, 2012 and March 31, 2012, respectively
|
32 | 30 | ||||||
Additional paid-in-capital
|
790,425 | 730,427 | ||||||
Accumulated deficit
|
(841,263 | ) | (556,674 | ) | ||||
Total Elite's Stockholders' Equity/(Deficit)
|
(50,806 | ) | 173,783 | |||||
Noncontrolling Interest
|
(34,643 | ) | 129,639 | |||||
Total Stockholders' Equity/(Deficit)
|
(85,449 | ) | 303,422 | |||||
Total Liabilities and Stockholders' Equity/(Deficit)
|
$ | 51,355 | $ | 550,106 |
ELITE ENERGIES, INC. AND SUBSIDIARIES
|
||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|
||||||||||||||||
(UNAUDITED)
|
||||||||||||||||
|
||||||||||||||||
Three Months Ended
December 31,
|
Nine Months Ended
December 31,
|
|||||||||||||||
2012
|
2011
|
2012
|
2011
|
|||||||||||||
|
|
|
|
|||||||||||||
Revenues-
|
||||||||||||||||
Trade, net of returns
|
$ | - | $ | - | $ | - | $ | - | ||||||||
Operating expenses
|
||||||||||||||||
Payroll expenses
|
1,949 | 9,203 | 10,153 | 24,515 | ||||||||||||
General and administrative
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5,952 | 2,184 | 9,545 | 6,802 | ||||||||||||
Rent and utilities
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300 | 300 | 900 | 900 | ||||||||||||
Legal and professional fees
|
23,404 | 18,257 | 91,075 | 84,044 | ||||||||||||
Total operating expenses
|
31,605 | 29,944 | 111,673 | 116,261 | ||||||||||||
Other (expenses)
|
||||||||||||||||
Loss on disposal of assets
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- | - | (1,275 | ) | - | |||||||||||
Note interest
|
(758 | ) | (775 | ) | (2,333 | ) | (2,350 | ) | ||||||||
Total other (expenses)
|
(758 | ) | (775 | ) | (3,608 | ) | (2,350 | ) | ||||||||
Loss before income taxes
|
(32,363 | ) | (30,719 | ) | (115,281 | ) | (118,611 | ) | ||||||||
Provision for income taxes
|
- | - | - | - | ||||||||||||
Net loss from continuing operations
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(32,363 | ) | (30,719 | ) | (115,281 | ) | (118,611 | ) | ||||||||
Discontinued operations, net of taxes
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||||||||||||||||
Loss from discontinued operations, net of taxes
|
(70,392 | ) | (26,547 | ) | (307,740 | ) | (82,443 | ) | ||||||||
Loss on disposal of discontinued assets, net of taxes
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- | - | (25,850 | ) | - | |||||||||||
Loss from discontinued operations
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(70,392 | ) | (26,547 | ) | (333,590 | ) | (82,443 | ) | ||||||||
Net loss
|
(102,755 | ) | (57,266 | ) | (448,871 | ) | (201,054 | ) | ||||||||
Less: Net loss attributable to noncontrolling interest
|
(34,829 | ) | (12,356 | ) | (164,281 | ) | (38,455 | ) | ||||||||
Net loss attributable to Elite Energies, Inc.
|
$ | (67,926 | ) | $ | (44,910 | ) | $ | (284,590 | ) | $ | (162,599 | ) | ||||
Loss per Share - Basic and Diluted
|
$ | (0.00 | ) | $ | (0.00 | ) | $ | (0.01 | ) | $ | (0.01 | ) | ||||
Weighted average number of common shares outstanding
|
||||||||||||||||
during the period - Basic and Diluted
|
32,245,303 | 30,340,955 | 31,292,228 | 29,919,137 |
ELITE ENERGIES, INC. AND SUBSIDIARIES
|
||||||||
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
|
||||||||
(UNAUDITED)
|
||||||||
Nine Months Ended December 31,
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||||||||
2012
|
2011
|
|||||||
Cash Flows from Operating Activities:
|
||||||||
Net loss
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$ | (448,871 | ) | $ | (201,054 | ) | ||
Less: loss from discontinued operations, net of taxes
|
(333,590 | ) | (82,443 | ) | ||||
Net loss from continuing operations
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(115,281 | ) | (118,611 | ) | ||||
Adjustment to reconcile net loss to net cash used in operating activities:
|
||||||||
Depreciation
|
283 | 425 | ||||||
Loss on disposal of assets
|
1,275 | - | ||||||
Change in operating assets and liabilities:
|
||||||||
(Increase)/Decrease in prepaid expenses
|
250 | (545 | ) | |||||
Increase/(Decrease) in trade payables
|
35,706 | (8,311 | ) | |||||
Increase/(Decrease) in accrued expenses
|
662 | (12,676 | ) | |||||
Net Cash (Used in) Operating Activities from Continuing Operations
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(77,105 | ) | (139,718 | ) | ||||
Net Cash Provided by/(Used in) Operating Activities from Discontinued Operations
|
63,995 | (50,169 | ) | |||||
Net Cash (Used in) Operating Activities
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(13,110 | ) | (189,887 | ) | ||||
Net Cash (Used in) Investing Activities from Continuing Operations
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- | - | ||||||
Net Cash Provided by/(Used in) Investing Activities from Discontinued Operations
|
5,000 | (11,944 | ) | |||||
Net Cash Provided by/(Used in) Investing Activities
|
5,000 | (11,944 | ) | |||||
Cash Flows from Financing Activities:
|
||||||||
Proceeds from issuance of common stock
|
60,000 | 240,000 | ||||||
Net Cash Provided by Financing Activities from Continuing Operations
|
60,000 | 240,000 | ||||||
Net Cash (Used in) Financing Activities from Discontinued Operations
|
(62,811 | ) | (4,579 | ) | ||||
Net Cash Provided by/(Used in) Financing Activities
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(2,811 | ) | 235,421 | |||||
Net Increase/(Decrease) in Cash
|
(10,921 | ) | 33,590 | |||||
Cash from Continuing Operations at Beginning of Period
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31,615 | 21,185 | ||||||
Cash from Discontinued Operations at Beginning of Period
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3,178 | 21,466 | ||||||
Cash at End of Period
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23,872 | 76,241 | ||||||
Less Cash from Discontinued Operations at End of Period
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9,886 | 15,974 | ||||||
Cash from Continuing Operations at End of Period
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$ | 13,986 | $ | 60,267 | ||||
Supplemental cash flow information
|
||||||||
Interest paid
|
$ | 5,765 | $ | 12,171 | ||||
Income taxes paid
|
$ | - | $ | - |
Office Equipment
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Five Years, 150% Double Declining
|
Furniture and Fixtures
|
Ten Years, 150% Double Declining
|
Forklift Equipment
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Five Years, 200% Double Declining
|
Delivery Vehicle
|
Five Years, 200% Double Declining
|
Leasehold Improvements
|
Three to Five Years, Straight-line
|
December 31,
2012
|
March 31,
2012
|
|||||||
Assets of Discontinued Operations
|
||||||||
Cash
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$
|
9,886
|
$
|
3,178
|
||||
Trade receivables -
|
||||||||
Others, net
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9,328
|
57,843
|
||||||
Related parties
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11,882
|
6,441
|
||||||
Inventory
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6,000
|
360,660
|
||||||
Prepaid expenses
|
-
|
285
|
||||||
Deposit
|
-
|
51,809
|
||||||
Property, plant and equipment
|
-
|
36,194
|
||||||
Total Assets of Discontinued Operations
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$
|
37,096
|
$
|
516,410
|
||||
Liabilities of Discontinued Operations
|
||||||||
Trade payables -
|
||||||||
Others
|
$
|
3,307
|
$
|
71,254
|
||||
Related parties
|
19,915
|
31,490
|
||||||
Accrued expenses -
|
||||||||
Interest
|
3,000
|
2,233
|
||||||
Other
|
159
|
4,261
|
||||||
Obligations under capital leases
|
-
|
3,391
|
||||||
Stockholder loans to subsidiary
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20,000
|
80,000
|
||||||
Total Liabilities of Discontinued Operations
|
$
|
46,381
|
$
|
192,629
|
Three Months Ended
December 31,
|
Nine Months Ended
December 31,
|
|||||||||||||||
2012
|
2011
|
2012
|
2011
|
|||||||||||||
Revenue
|
$
|
14,105
|
$
|
253,203
|
$
|
405,380
|
$
|
783,804
|
||||||||
Cost of revenue
|
(43,321
|
)
|
(203,185
|
)
|
(545,992
|
)
|
(629,150
|
)
|
||||||||
Gross profit/(loss)
|
(29,216
|
)
|
50,018
|
(140,612
|
)
|
154,654
|
||||||||||
(Loss) from operations of discontinued operations
|
(70,392
|
)
|
(26,547
|
)
|
(307,740
|
)
|
(82,443
|
)
|
||||||||
(Loss) on disposal of discontinued assets
|
-
|
-
|
(25,850
|
)
|
-
|
|||||||||||
Net (loss) from discontinued operations
|
(70,392
|
)
|
(26,547
|
)
|
(333,590
|
)
|
(82,443
|
)
|
||||||||
Net (loss) attributable to noncontrolling interest
|
(34,829
|
)
|
(12,356
|
)
|
(164,281
|
)
|
(38,455
|
)
|
||||||||
Net (loss) attributable to the Company
|
$
|
(35,563
|
)
|
$
|
(14,191
|
)
|
$
|
(169,309
|
)
|
$
|
(43,988
|
)
|
||||
Per share information attributable to the Company
|
||||||||||||||||
Basic and diluted net (loss) per common shares
|
$
|
(0.00
|
)
|
$
|
(0.00
|
)
|
$
|
(0.01
|
)
|
$
|
(0.00
|
)
|
||||
Average common shares outstanding - basic and diluted
|
32,245,303
|
30,340,955
|
31,292,228
|
29,919,137
|
December 31,
2012
|
March 31,
2012
|
|||||||
Leasehold Improvements
|
$
|
-
|
$
|
2,832
|
||||
Less: accumulated depreciation
|
-
|
(1,274
|
) | |||||
Property and equipment, net
|
$
|
-
|
$
|
1,558
|
December 31, 2012
|
March 31,
2012
|
|||||||
Accrued interests
|
||||||||
Directors’ loans
|
$
|
175
|
$
|
788
|
||||
Loan from unrelated party
|
0
|
175
|
||||||
Total |
$
|
175
|
$
|
963
|
December 31, 2012
|
March 31,
2012
|
|||||||
Forklift
|
$
|
-
|
$
|
17,800
|
||||
Less accumulated depreciation
|
-
|
(12,887
|
) | |||||
Forklift, net
|
$
|
-
|
$
|
4,913
|
Three Months Ended
December 31,
|
||||||||
2012
|
2011
|
|||||||
Numerator:
|
||||||||
Net loss
|
$
|
(102,755
|
)
|
$
|
(57,266
|
)
|
||
Less: Net loss allocated to noncontrolling interest
|
(34,829
|
)
|
(12,356
|
)
|
||||
Net loss attributable to the Company common stockholders—basic
|
$
|
(67,926
|
)
|
$
|
(44,910
|
)
|
||
Denominator:
|
||||||||
Weighted average common shares
|
32,245,303
|
30,340,955
|
||||||
Net loss attributable to the Company common stockholders per share—basic
|
$
|
(0.00
|
)
|
$
|
(0.00
|
)
|
Nine Months Ended
December 31,
|
||||||||
2012
|
2011
|
|||||||
Numerator:
|
||||||||
Net loss
|
$
|
(448,871
|
)
|
$
|
(201,054
|
)
|
||
Less: Net loss allocated to noncontrolling interest
|
(164,281
|
)
|
(38,455
|
)
|
||||
Net loss attributable to the Company common stockholders—basic
|
$
|
(284,590
|
)
|
$
|
(162,599
|
)
|
||
Denominator:
|
||||||||
Weighted average common shares
|
31,292,228
|
29,919,137
|
||||||
Net loss attributable to the Company common stockholders per share—basic
|
$
|
(0.01
|
)
|
$
|
(0.01
|
)
|
Item 2.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
|
1.
|
To negotiate with XuHui QiTi (Gas) to secure the license to re-sell their industrial gas products. We work on to sign a licensing agreement with ChenZhou XuHui QiTi, a unit of XuHuiQiTi (Gas), an industry gas manufacturing company located in Chen Zhou, Hunan (“XuHui”), for selling and operating gas trading in Hunan Province.
|
2.
|
Within the next 90 days, EEIL is pursuing to have our industrial gas business operation to be awarded with the Closer Economic Partnership Agreement (“CEPA”) status in Hong Kong. CEPA is an agreement signed between People Republic of China and Hong Kong SAR government to allow companies registered in Hong Kong with qualifying products and services to enjoy preferential access, tax benefits to mainland China market. By obtaining the CEPA status, EEIL shall deem to have gained a valuable tool on hand to increase our business efficiency and profit potential in PRC.
|
3.
|
For our long term strategy, Elite Energies is continuing to seek opportunities to venture with other technology companies in the US and or abroad to successfully lunch a product that will be the cornerstone of our future.
|
% of Net Loss
|
||||||||
Three Months Ended December 31,
|
||||||||
2012
|
2011
|
|||||||
Revenues-
|
||||||||
Trade, net of returns
|
-
|
%
|
-
|
%
|
||||
Operating expenses
|
||||||||
Payroll expenses
|
(1.9
|
)
|
(16.1
|
)
|
||||
General and administrative
|
(5.8
|
)
|
(3.8
|
)
|
||||
Rent and utilities
|
(0.3
|
)
|
(0.5
|
)
|
||||
Legal and professional fees
|
(22.8
|
)
|
(31.9
|
)
|
||||
Total operating expenses
|
(30.8
|
)
|
(52.3
|
)
|
||||
Other (expenses)
|
||||||||
Loss on disposal of assets
|
-
|
-
|
||||||
Note interest
|
(0.7
|
)
|
(1.4
|
)
|
||||
Total other (expenses)
|
(0.7
|
)
|
(1.4
|
)
|
||||
Loss before income taxes
|
(31.5
|
)
|
(53.6
|
)
|
||||
Provision for income taxes
|
-
|
-
|
||||||
Net loss from Continuing Operations
|
(31.5
|
)
|
(53.6
|
)
|
||||
Discontinued Operations, Net of Taxes
|
||||||||
Loss from discontinued operations, net of taxes
|
(68.5
|
)
|
(46.4
|
)
|
||||
Loss on disposal of discontinued assets, net of taxes
|
-
|
-
|
||||||
Loss from Discontinued Operations
|
(68.5
|
)
|
(46.4
|
)
|
||||
Net loss
|
(100.0
|
)
|
(100.0
|
)
|
||||
Less: Net loss attributable to noncontrolling interest
|
(33.9
|
)
|
(21.6
|
)
|
||||
Net loss attributable to Elite Energies, Inc.
|
(66.1
|
)%
|
(78.4
|
)%
|
% of Net Loss
|
||||||||
Nine Months Ended December 31,
|
||||||||
2012
|
2011
|
|||||||
Revenues-
|
||||||||
Trade, net of returns
|
-
|
%
|
-
|
%
|
||||
Operating expenses
|
||||||||
Payroll expenses
|
(2.3
|
)
|
(12.2
|
)
|
||||
General and administrative
|
(2.1
|
)
|
(3.4
|
)
|
||||
Rent and utilities
|
(0.2
|
)
|
(0.4
|
)
|
||||
Legal and professional fees
|
(20.3
|
)
|
(41.8
|
)
|
||||
Total operating expenses
|
(24.9
|
)
|
(57.8
|
)
|
||||
Other (expenses)
|
||||||||
Loss on disposal of assets
|
(0.3
|
)
|
-
|
|||||
Note interest
|
(0.5
|
)
|
(1.2
|
)
|
||||
Total other (expenses)
|
(0.8
|
)
|
(1.2
|
)
|
||||
Loss before income taxes
|
(25.7
|
)
|
(59.0
|
)
|
||||
Provision for income taxes
|
-
|
-
|
||||||
Net loss from Continuing Operations
|
(25.7
|
)
|
(59.0
|
)
|
||||
Discontinued Operations, Net of Taxes
|
||||||||
Loss from discontinued operations, net of taxes
|
(68.6
|
)
|
(41.0
|
)
|
||||
Loss on disposal of discontinued assets, net of taxes
|
(5.8
|
)
|
-
|
|||||
Loss from Discontinued Operations
|
(74.3
|
)
|
(41.0
|
)
|
||||
Net loss
|
(100.0
|
)
|
(100.0
|
)
|
||||
Less: Net loss attributable to noncontrolling interest
|
(36.6
|
)
|
(19.1
|
)
|
||||
Net loss attributable to Elite Energies, Inc.
|
(63.4
|
)%
|
(80.9
|
)%
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Item 3.
|
Defaults Upon Senior Securities
|
Item 4.
|
Mine Safety Disclosure
|
Item 5.
|
Other Information
|
Item 6.
|
Exhibits.
|
Exhibit No.
|
Title of Document
|
|
31.1
|
Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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31.2
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Certification of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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32.1*
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Certification of the Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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32.2*
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Certification of the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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101.INS **
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XBRL Instance Document
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101.SCH **
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XBRL Taxonomy Extension Schema Document
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101.CAL **
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XBRL Taxonomy Extension Calculation Linkbase Document
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101.DEF **
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XBRL Taxonomy Extension Definition Linkbase Document
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101.LAB **
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XBRL Taxonomy Extension Label Linkbase Document
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101.PRE **
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XBRL Taxonomy Extension Presentation Linkbase Document
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ELITE ENERGIES, INC.
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Date: February 19, 2013
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By: /s/Spencer Luo
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Spencer Luo
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Chief Executive Officer
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(Duly Authorized Officer and Principal Executive Officer)
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Date: February 19, 2013
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By: /s/Stephen Wan
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Stephen Wan
Chief Financial Officer
(Duly Authorized Officer and Principal Financial Officer)
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1.
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I have reviewed this Form 10-Q of Elite Energies Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods present in this report;
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4.
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The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13-a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding there liability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principals;
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(c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant's internal control over financing reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involved management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date: February 19, 2013
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By: /s/Spencer Luo
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Spencer Luo
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Chief Executive Officer
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(Principal Executive Officer)
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1.
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I have reviewed this Form 10-Q of Elite Energies Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods present in this report;
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4.
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The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13-a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding there liability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principals;
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(c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant's internal control over financing reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involved management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date: February 19, 2013
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By: /s/Stephen Wan
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Stephen Wan
Chief Financial Officer
(Principal Financial Officer)
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1.
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Such Quarterly Report on Form 10-Q for the period ended December 31, 2012, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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2.
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The information contained in such Quarterly Report on Form 10-Q for the period ended December 31, 2012, fairly presents, in all material respects, the financial condition and results of operations of Elite Energies, Inc.
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Date: February 19, 2013
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By: /s/Spencer Luo
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Spencer Luo
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Chief Executive Officer
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(Principal Executive Officer)
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1.
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Such Quarterly Report on Form 10-Q for the period ended December 31, 2012, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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2.
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The information contained in such Quarterly Report on Form 10-Q for the period ended December 31, 2012, fairly presents, in all material respects, the financial condition and results of operations of Elite Energies, Inc.
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Date: February 19, 2013
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By: /s/Stephen Wan
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Stephen Wan
Chief Financial Officer
(Principal Financial Officer)
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Related Party Transactions (Details) (USD $)
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1 Months Ended | 9 Months Ended | 12 Months Ended | 1 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Feb. 28, 2013
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Jan. 31, 2013
Director
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Dec. 31, 2012
Director
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Dec. 31, 2011
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Mar. 31, 2012
Director
Stockholder
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Aug. 31, 2012
Wholly owned entity [Member]
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Dec. 31, 2012
Wholly owned entity [Member]
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Dec. 31, 2011
Wholly owned entity [Member]
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Mar. 31, 2012
Wholly owned entity [Member]
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Dec. 31, 2012
Partially owned properties [Member]
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Dec. 31, 2011
Partially owned properties [Member]
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Mar. 31, 2012
Partially owned properties [Member]
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Dec. 31, 2012
Wholly owned entity one [Member]
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Dec. 31, 2011
Wholly owned entity one [Member]
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Mar. 31, 2012
Wholly owned entity one [Member]
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Dec. 31, 2012
Officer [Member]
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Dec. 31, 2011
Officer [Member]
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Mar. 31, 2012
Officer [Member]
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Dec. 31, 2012
Director [Member]
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Dec. 31, 2011
Director [Member]
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Mar. 31, 2012
Director [Member]
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Related Party Transactions (Textual) | |||||||||||||||||||||
Sales | $ 118,279 | $ 28,510 | $ 4,540 | $ 13,105 | $ 875 | $ 5,054 | $ 6,443 | $ 13,152 | |||||||||||||
Purchase from related party | 1,210 | 50,517 | 33,364 | 549 | |||||||||||||||||
Receivable from related party | 5,000 | 7,157 | 1,360 | 3,850 | 3,628 | 875 | 1,454 | ||||||||||||||
Payable to related party | 418 | 23,823 | 6,989 | 19.660 | 500 | 15,015 | |||||||||||||||
Percentage of partially owned entity | 95.00% | ||||||||||||||||||||
Professional services expense | 25,170 | 20,035 | |||||||||||||||||||
Loan from unrelated party | 10,000 | 10,000 | |||||||||||||||||||
Expenditure of warehouse repairs, inventory movements and warehouse location | 18,052 | ||||||||||||||||||||
Periodic payment of principle and interest | 62,500 | 8,333 | |||||||||||||||||||
Loan payable | 80,000 | ||||||||||||||||||||
Number of directors | 7 | 8 | 7 | ||||||||||||||||||
Loan payable to directors in aggregate | 45,000 | 35,000 | |||||||||||||||||||
Professional Fees Related To Filing Compliance | $ 988 | $ 1,482 | |||||||||||||||||||
Number of stockholders | 3 | ||||||||||||||||||||
Extended due date of note agreements | December 2014. | December 2013. |
Loans (Details Textual) (USD $)
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1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | |||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jan. 31, 2013
Director
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Dec. 31, 2012
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Dec. 31, 2011
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Dec. 31, 2012
Director
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Dec. 31, 2011
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Mar. 31, 2012
Director
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Feb. 28, 2013
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Dec. 31, 2012
Stockholder A [Member]
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Sep. 30, 2012
Stockholder B [Member]
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Apr. 30, 2012
Stockholder B [Member]
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Dec. 31, 2012
Director [Member]
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Mar. 31, 2012
Director [Member]
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Dec. 31, 2012
Individual Loan [Member]
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Loans (Textual) | |||||||||||||
Loan from unrelated party | $ 10,000 | $ 10,000 | $ 10,000 | ||||||||||
Loan payable | 80,000 | ||||||||||||
Debt instrument interest rate | 8.00% | 7.00% | |||||||||||
Interest expenses of loans | 758 | 775 | 2,333 | 2,350 | 1,700 | 800 | 350 | 700 | |||||
Repayment of loan from related party | 30,000 | 15,000 | |||||||||||
Notes payable, payment terms | Loans from the seven Directors was renewed in December 2012 for one additional year from the maturity date with the same terms. | The individual agreed to extend the due date of the principal to December 27, 2013 with the same term. | |||||||||||
Due date for principal and interest | Dec. 31, 2012 | Dec. 27, 2012 | |||||||||||
Due date for extended notes payable | Dec. 27, 2013 | ||||||||||||
Number of directors | 7 | 8 | 7 | ||||||||||
Loan payable to directors in aggregate | 35,000 | 45,000 | |||||||||||
Loan payable to unrelated individual | $ 10,000 | ||||||||||||
Interest rate on loan payable to unrelated individual | 7.00% |
Summary of Significant Accounting Policies (Details)
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9 Months Ended |
---|---|
Dec. 31, 2012
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Office Equipment [Member]
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Estimated useful lives and method of depreciation of the assets | |
Methods of depreciation on property and equipment | Five Years, 150% Double Declining |
Furniture and Fixtures [Member]
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Estimated useful lives and method of depreciation of the assets | |
Methods of depreciation on property and equipment | Ten Years, 150% Double Declining |
Forklift Equipment [Member]
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Estimated useful lives and method of depreciation of the assets | |
Methods of depreciation on property and equipment | Five Years, 200% Double Declining |
Delivery Vehicle [Member]
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Estimated useful lives and method of depreciation of the assets | |
Methods of depreciation on property and equipment | Five Years, 200% Double Declining |
Leasehold Improvements [Member]
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Estimated useful lives and method of depreciation of the assets | |
Methods of depreciation on property and equipment | Three to Five Years, Straight-line |
Earnings (Loss) per Common Share (Details Textual)
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3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Dec. 31, 2012
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Dec. 31, 2011
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Dec. 31, 2012
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Dec. 31, 2011
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Earnings (Loss) Per Common Share (Textual) | ||||
Diluted shares outstanding | 0 | 0 | 0 | 0 |
Property and Equipment
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9 Months Ended | ||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2012
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|||||||||||||||||||||||||||||||||||||
Property and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||
PROPERTY AND EQUIPMENT | NOTE 4. PROPERTY AND EQUIPMENT
At December 31, 2012 and March 31, 2012 property and equipment is as follows:
Depreciation expense for the three months ended December 31, 2012 and 2011 was $-0- and $142, respectively. Depreciation expense for the nine months ended December 31, 2012 and 2011 was $283 and $425, respectively.
In September 2012, ERET disposed the leasehold improvement as the lease was not renewed and recorded a loss of $1,275.
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