10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q/A

Amendment No. 1

[X]	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended: September 30, 2011
[  ]	Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period from __________ to__________
	Commission File Number: 333-169346

Kinetic Resources Corp.

(Exact name of registrant as specified in its charter)

Nevada	27-2089124
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

3601 Highway 7 East Suite # 203

Markham, ON L3R 0M3, Canada

(Address of principal executive offices)

(905) 604-8873

(Registrant’s telephone number)

___________________________

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the 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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [   ] Yes [X] No

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

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

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

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 3,261,000 as of November 10, 2011.

EXPLANATORY NOTE

This Amendment No.1 to the Quarterly Report on form 10-Q/A amends the Quarterly Report on Form 10-Q of Crown Alliance Capital Ltd. (the “Company”) for the quarter ended September 30, 2011, that was originally filed with the U.S. Securities and Exchange commission on November 14, 2011.  The purpose of the Amendment is to disclose the Company’s restated financial statements.  Upon completion of our March 31, 2012 financial statements, accounting errors were discovered that required the restatement of amounts previously reported. Additionally, it was determined that the sale of our subsidiary KRC Exploration LLC was accounted for incorrectly.  Under the terms of the Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”) (1), amounts included in accounts payable before the execution of the Agreement should have been assumed by our subsidiary.

(1)The agreement was filed as Exhibit 10.1 to our Current Report on Form 8-K filed on September 6, 2011.

TABLE OF CONTENTS
	Page
PART I – FINANCIAL INFORMATION
Item 1:  Financial Statements	3
Item 2:  Management’s Discussion and Analysis of Financial Condition and Results of Operations	5
Item 3:  Quantitative and Qualitative Disclosures About Market Risk	6
Item 4:  Controls and Procedures	6
PART II – OTHER INFORMATION
Item 1:  Legal Proceedings	8
Item 1A:  Risk Factors	8
Item 2:  Unregistered Sales of Equity Securities and Use of Proceeds	8
Item 3:  Defaults Upon Senior Securities	8
Item 4:  (Removed and Reserved)	8
Item 5:  Other Information	8
Item 6:  Exhibits	8

3

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our financial statements included in this Form 10-Q are as follows:

F-1	Balance Sheets as of September 30, 2011 (unaudited) and June 30, 2011 (derived from audited financial information);
F-2	Statements of Operations for the three months ended September 30, 2011 and 2010, and from inception on March 4, 2010 through September 30, 2011 (unaudited);
F-3	Statement of Stockholders' Equity (Deficit) for the period from inception (March 4, 2010) to September 30, 2011
F-4	Statements of Cash Flows for the three months ended September 30, 2011 and 2010, and from inception on March 4, 2010 through September 30, 2011 (unaudited);
F-5	Notes to Financial Statements.

These financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q.  In the opinion of management, all adjustments considered necessary for a fair presentation have been included.  Operating results for the interim period ended September 30, 2011 are not necessarily indicative of the results that can be expected for the full year.

4

KINETIC RESOURCES CORP.

(A Development Stage Company)

FINANCIAL STATEMENTS

September 30, 2011

(Stated in US Dollars)

(Unaudited)

5

KINETIC RESOURCES CORP.

(A Development Stage Company)

BALANCE SHEETS

(Stated in US Dollars)

(Unaudited)

	September 30	June 30
	2011	2011
	(Unaudited)	(Audited)
ASSET
Current
Cash	$  413	$  5,958
Total current assets	413	5,958
Total assets	$  413	$  5,958
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current
Accounts payable	$  14,654	$  2,612
Total current liabilities	14,654	2,612
Long term liabilities
Accrued interest	-	655
Notes payable, related party - Note 4	-	50,000
Total long term liabilities	-	50,655
Total liabilities	14,654	53,267
STOCKHOLDERS’ DEFICIT
Preferred stock, $0.001 par value
10,000,000 shares authorized, none outstanding	-	-
Common stock, $0.001 par value - Notes 4 and 8
90,000,000 shares authorized
3,550,000 shares issued and outstanding	3,550	3,550
Additional paid in capital	107,910	26,228
Deficit accumulated during the development stage	(125,701)	(75,798)
Total stockholders’ deficit	(14,241)	(47,309)
Total liabilities and stockholders’ deficit	$  413	$  5,958

SEE ACCOMPANYING NOTES.

F-1

KINETIC RESOURCES CORP.

(A Development Stage Company)

INTERIM STATEMENTS OF OPERATIONS

(Stated in US Dollars)

(Unaudited)

			From
			inception
			(March 4 2010)
	Three Months Ended		to
	September 30,		September 30,
	2011	2010	2011
Expenses
Audit and accounting fees	$  7,608	$  7,360	$  24,978
Bank charges	93	273	623
Foreign exchange gain	2	(3)	(1)
Legal fees	27,583	4,143	65,993
Management fees	-	-	500
Mineral property option costs	4,000	4,000	8,000
Mineral property exploration costs	-	2,500	2,500
Office expenses	1,000	1,600	7,606
Rent	5,189	-	5,189
Transfer and filing fees	3,830	94	8384
Operating loss	(49,305)	(19,967)	(123,772)
Interest expense - Note 4	(598)	-	(1,929)
	(598)	-	(1,929)
Net loss	$  (49,903)	$  (19,967)	$  (125,701)
Basic loss per share	$  (0.01)	$  (0.01)
Weighted average number of shares outstanding - basic	3,550,000	3,550,000

SEE ACCOMPANYING NOTES.

F-2

KINETIC RESOURCES CORP

(A Development Stage Company)

STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT)

for the period from inception (March 4, 2010) to September 30, 2011

(Stated in US Dollars)

(Unaudited)

						Deficit
						Accumulated
					Additional	During the
			(Note 6)		Paid In	Development
	Preferred Shares		Common Shares		Capital	Stage	Total
	Number	Amount	Number	Amount
Balance, inception (March 4, 2010)	-	$ -	-	$ -	$ -	$ -	$ -
Capital stock issued to founder for cash:	-	-	2,000,000	2,000	13,558	-	15,558
Capital stock issued for cash, net of commission	-	-	1,550,000	1,550	10,705	-	12,255
Net loss for the period	-	-	-	-	-	(7,077)	(7,077)
Balance, June 30, 2010	-	-	3,550,000	3,550	24,263	(7,077)	20,736
Capital contribution by president - Note 6	-	-	-	-	676	-	676
Net loss for the period	-	-	-	-	-	(68,721)	(68,721)
Balance, June 30, 2011	-	-	3,550,000	3,550	24,939	(75,798)	(47,309)
Capital contribution - Sale of subsidiary- Note 4					82,745		61,027
Capital contribution by president - Note 6	-	-	-	-	226	-	226
Net loss for the period	-	-	-	-	-	(49,903)	(49,903)
Balance, September 30, 2011	-	-	3,550,000	$ 3,550	$ 107,910	$ (125,701)	$ (14,241)

SEE ACCOMPANYING NOTES.

F-3

KINETIC RESOURCES CORP.

(A Development Stage Company)

INTERIM STATEMENTS OF CASH FLOWS

(Stated in US Dollars)

(Unaudited)

			From
			inception
			(March 4 2010)
	Three Months Ended		to
	September 30,		September 30,
	2011	2010	2011
Cash Flows Used in Operating Activities
Net loss	$  (49,903)	$  (19,967)	$  (125,701)
Adjustments to reconcile net loss to net cash used by operating activities:
Non cash interest expense - capital contribution	226	-	902
Changes in operating assets and liabilities:
Accrued interest	372	-	1,027
Accounts payable and accrued liabilities	33,760	1,068	36,372
Net cash used in operating activities	(15,545)	(18,899)	(87,400)
Cash Flows from Financing Activities
Proceeds from capital stock issued	-	-	27,813
Due to related party	-	(500)	-
Proceeds from notes payable, related party	10,000	15,000	60,000
Net cash provided by financing activities	10,000	14,500	87,813
Increase (decrease) in cash during the period	(5,545)	(4,399)	413
Cash, beginning of the period	5,958	27,841	-
Cash, end of the period	$  413	$  23,442	$  413
Supplemental information
Interest and taxes paid in cash	$  -	$  -	$  -
Non-cash activities
Accounts payable assumed with sale of subsidiary	$  21,718	$  -	$  21,718
Accounts payable and accrued interest, related party assumed with sale of subsidiary	$  61,027	$  -	$  61,027

SEE ACCOMPANYING NOTES.

F-4

KINETIC RESOURCES CORP.

(A Development Stage Company)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

September 30, 2011

(Stated in US Dollars)

(Unaudited)

Note 1

Basis of Presentation

While the information presented in the accompanying September 30, 2011 interim financial statements is unaudited, it includes all adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim period presented in accordance with the accounting principles generally accepted in the United States of America.  In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.  These interim consolidated financial statements should be read in conjunction with the Company’s June 30, 2011 audited financial statements (notes thereto) included in the Company’s Annual Report on Form 10-K.

Operating results for the three months ended September 30, 2011 are not necessarily indicative of the results that can be expected for the year ending June 30, 2012.

Restatement

Upon completion of the Company’s March 31, 2012 financial statements, accounting errors were discovered that required the restatement of amounts previously reported. Additionally, it was determined that the sale of our subsidiary KRC Exploration LLC was accounted for incorrectly.  Under the terms of the Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”), amounts included in accounts payable before the execution of the Agreement should have been assumed by the Company’s subsidiary.

The following is a summary of the impact of these restatements on the Company’s Balance Sheets at September 30, 2011:

	September 30, 2011
	As PreviouslyReported		ErrorCorrection			As Restated
Accounts payable	$	36,372	$	(21,718)	(a)	$	14,654
Total current liabilities	$	36,372	$	(21,718)	(a)	$	14,654
Additional paid in capital	$	86,192	$	21,718	(a)	$	107,910
Total stockholders’ equity (deficit)	$	(35,959)	$	21,718	(a)	$	(14,241)

(a) To correct certain errors discovered upon completion of the Company’s March 31, 2012 financial statements, primarily consisting of adjustment to properly recognize the assumption of liabilities by the Company’s former subsidiary.

The following is a summary of the impact of these restatements on the Company’s Statements of Stockholders’ Equity (Deficit) for the period ended September 31, 2011:

	As PreviouslyReported		ErrorCorrection				As Restated
Capital contribution- Sale of subsidiary	$	61,027	$	21,718	(a	)	$	82,7458
Balance September 30, 2011 - Additional paid in capital	$	86,192	$	21,718	(a	)	$	107,910

(a) To correct certain errors discovered upon completion of the Company’s March 31, 2012 financial statements, primarily consisting of adjustment to properly recognize the assumption of liabilities by the Company’s former subsidiary.

F-5

Note 2

Nature of Operations and Ability to Continue as a Going Concern

The Company was incorporated in the state of Nevada, United States of America on March 4, 2010.  The Company is an exploration stage company and was formed for the purpose of acquiring exploration and development stage mineral properties.  The Company’s year-end is June 30.

On June 4, 2010, the Company incorporated a wholly-owned subsidiary, KRC Exploration LLC (“KRC”) in the State of Nevada, United States of America (“USA”) for the purpose of mineral exploration in the USA.

On August 31, 2011, the Company changed its business focus to the development of a portfolio of life settlement policies and sold KRC to the former president.

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year.  Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern.  The Company has yet to achieve profitable operations, has accumulated losses of $125,701 since its inception and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company’s ability to continue as a going concern.  The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing from shareholders or other sources to meet its obligations and repay its liabilities arising from normal business operations when they come due.

Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available or on acceptable terms, if at all.  The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

Note 3

Summary of Significant Accounting Policies

The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and are stated in US dollars.  Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates, which may have been made using careful judgment. Actual results may vary from these estimates.

The financial statements have, in management’s opinion, been properly prepared within the framework of the significant accounting policies summarized below:

Principles of Consolidation

These financial statements include the accounts of the Company and KRC until KRC was disposed of by sale to the former president on August 31, 2011.  Accordingly, the statements of operations and cash flows presented include the results of KRC from June 4, 2010 to August 31, 2011 and the balance sheet presented at June 30, 2011 is a consolidated balance sheet.  The balance sheet presented at September 30, 2011 is solely that of Kinetic Resources Corp.  All significant inter-company transactions and balances have been eliminated.

Development Stage Company

From inception through August 31, 2011, the Company was an exploration stage company.  On August 31, 2011, the Company changed business directions from acquiring exploration and development stage mineral properties to development of a portfolio of life settlement policies.  The Company is now a development stage company.  All losses accumulated since inception have been considered as part of the Company’s development stage activities.

F-6

Note 3

Summary of Significant Accounting Policies - (cont’d)

Cash and cash equivalents

The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.  There were no cash equivalents held at September 30, 2011 or June 30, 2011.

The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. At September 30, 2011 and June 30, 2011, the balance did not exceed the federally insured limit.

Foreign Currency Translation

The Company’s functional currency is the United States dollar as substantially all of the Company’s operations are in the USA. The Company uses the United States dollar as its reporting currency for consistency with registrants of the Securities and Exchange Commission (“SEC”).

Assets and liabilities denominated in a foreign currency are translated at the exchange rate in effect at the balance sheet date and capital accounts are translated at historical rates.  Income statement accounts are translated at the average rates of exchange prevailing during the period.  Translation adjustments from the use of different exchange rates from period to period are included in the Accumulated Other Comprehensive Income account in Stockholder’s Equity, if applicable.  Transactions undertaken in currencies other than the functional currency of the entity are translated using the exchange rate in effect as of the transaction date.  Any exchange gains and losses are included in the Statement of Operations.

Earnings per share  

In accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,”  basic earnings per share (“EPS”) is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted EPS gives effect to all dilutive potential of shares of common stock outstanding during the period including stock options or warrants, using the treasury stock method (by using the average stock price for the period to determine the number of shares assumed to be purchased from the exercise of stock options or warrants), and convertible debt or convertible preferred stock, using the if-converted method. Diluted EPS excludes all dilutive potential of shares of common stock if their effect is anti-dilutive.

Income Taxes

The Company uses the asset and liability method of accounting for income taxes.  Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carry-forwards and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

F-7

Note 3

Summary of Significant Accounting Policies - (cont’d)

Income Taxes - (cont’d)

The effect of a change in tax rules on deferred tax assets and liabilities is recognized in operations in the year of change. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized.

Stock-based Compensation

The Company is required to record compensation expense, based on the fair value of the awards, for all awards granted after the date of the adoption.

Newly adopted accounting policies

The Company will adopt FASB ASC Topic 325-30 “Investments in Insurance Contracts”. As of September 30, 2011, the Company has not determined how it will account for life settlement contracts.

Certain reclassifications have been made to the prior years’ financial statements to conform to the current year presentation.  These reclassifications had no effect on previously reported results of operations or retained earnings.  The Company reclassified common stock from the balance sheet to additional paid in capital pursuant to the cancellation of capital shares on November 11, 2011.

Note 4

Sale of Subsidiary

On August 31, 2011, the Company entered into an Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”), with the former President of the Company.  Pursuant to the Agreement, the Company’s interest in KRC was transferred to the former President and the former president assumed all interests and liabilities of KRC amounting to $61,027 in exchange for the Company’s interest in KRC.

The following table summarizes the identifiable assets and liabilities of KRC that were disposed of, the consideration received, and the loss of KRC for the period from July 1, 2011 to August 31, 2011.

	August 31, 2011
Identifiable Assets and Liabilities
Amount owed to Kinetic Resources Corp	$  (13,220)
Net liabilities of KRC	(13,220)
Consideration Received
Settlement of promissory notes and accrued interest	61,027
Assumption of Accounts payable	21,718
Elimination of consolidated losses of KRC	13,220
	95,965
Sale of subsidiary- related party	$  82,745
Loss for the period from July 1, 2011 to August 31, 2011
Mineral property option costs	$  4,000

Subsequently, on November 11, 2011, the former President of the Company and several shareholders entered into a stock cancellation agreement with the Company whereby 824,000 and 465,000, common shares, respectively, were returned to treasury and cancelled (See Note 7 Subsequent Events).

F-8

Note 5

Financial Instruments

Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk.

In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs.  The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.  Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

Level 1 - inputs are based upon unadjusted quoted prices for identical instruments traded in active markets.

Level 2-inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 -inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

The carrying value of the Company’s financial assets and liabilities which consist of cash, accounts payable and accrued liabilities in management’s opinion approximate their fair value due to the short maturity of such instruments.  These financial assets and liabilities are valued using level 3 inputs, except for cash which is at level 1.  Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, exchange or credit risks arising from these financial instruments.

Note 6

Related Party Transactions - (Note 4)

On August 30, 2010, the Company issued a promissory note of $15,000 to the Company’s president and received $15,000 cash in exchange.  The note is unsecured, non-interest bearing and matures on September 30, 2012.  During the three month period ended September 30, 2011, the Company has recorded interest expense of $226 (three month period ended September 30, 2010 - $nil) and also recorded a capital contribution of $226 (2010 - $nil) in respect of the imputed interest charge on this note payable.

F-9

Note 6

Related Party Transactions - (Note -4) - (cont’d)

On February 11, 2011, the Company issued a promissory note of $25,000 to the Company’s president and received $25,000 cash in exchange. The promissory note is unsecured, bears interest at 6% per annum, and matures on February 28, 2013.  During the three month period ended September 30, 2011, the Company accrued $255 (three month period ended September 30, 2010 - $nil) of interest expense in respect of this note payable.

On May 10, 2011, the Company issued a promissory note of $10,000 to the Company’s president and received $10,000 cash in exchange. The promissory note is unsecured, bears interest at 6% per annum, and matures on May 31, 2013.  During the three month period ended September 30, 2011, the Company accrued $102 (three month period ended September 30, 2010 - $nil) of interest expense in respect of this note payable.

On August 22, 2011, the Company issued a promissory note of $10,000 to the Company’s president and received $10,000 cash in exchange. The promissory note is unsecured, bears interest at 6% per annum, and matures on August 31, 2013.  During the three month period ended September 30, 2011, the Company accrued $15 (three month period ended September 30, 2010 - $nil) of interest expense in respect of this note payable.  

On August 31, 2011, the Company entered into an Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”), with the former President of the Company.  Pursuant to the agreement, the former President of the Company assumed $61,027 of related party notes payable and accrued interest. (Note 4)

Note 7

Subsequent Event

On October 3, 2011, the Company issued 1,000,000 common shares to pursuant to a share subscription agreement at $0.045 per share for total proceeds of $45,000.

On November 11, 2011, the former President of the Company and several shareholders entered into a stock cancellation agreement with the Company whereby 824,000 and 465,000, common shares, respectively, were returned to treasury and cancelled.  Due to the fact that the shares under this agreement have been cancelled without the exchange of consideration to reduce the number of shares outstanding, the Company considered the change in capital structure from the cancellation agreement a reverse stock split.  In accordance with SAB Topic 4-C, the Company recorded the cancellation retrospectively as a reduction to the par value of common stock with a corresponding increase to additional paid-in capital.

Note 8

Commitment

On September 1, 2011, the Company entered into a lease agreement for a term of two years.  The Company’s commitment for annual minimum future lease payments under office rental agreements are as follows:

2012	$	23,828
2013	$	31,770
2014	$	5,295

Additional fees and taxes of approximately $2,541 per month are due in connection with the lease agreement.  Upon acceptance of the lease agreement, a security deposit of $12,000 was required.  As of September 30, 2011, a security deposit of $12,000 was unpaid.

F-10

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

Forward-Looking Statements

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

Company Overview

We are a Nevada corporation formed March 4, 2010.  Our initial business operations were focused on the exploration of mineral properties in Washington.   On August 31, 2011, we entered into an Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”) with our former sole officer and director, Luis Antonio Delgado Gonzalez.  Pursuant to the Agreement, we transferred all membership interests in our operating subsidiary, KRC Exploration LLC, to Mr. Gonzalez.  In exchange for this assignment of membership interests, Mr. Gonzalez agreed to assume and cancel all liabilities relating to our former business of exploring approximately 80 acres of lode mining claims located in the State of Washington.    

As a result of the Agreement, we are no longer pursuing our former business plan and have changed our business focus.  As financing permits, we will be acquiring an ongoing portfolio of life settlement policies.  We expect that the universal and whole life policies we purchase will provide substantial payouts upon the passing of the insured.  With the right business model and experienced management, we believe we will be able to accumulate a portfolio of quality policies that will generate stable returns.  As our new line of business continues to develop, we will make appropriate additional disclosures.

Results of operations for the three and nine months ended September 30, 2011 and 2010, and for the period from March 4, 2010 (date of inception) through September 30, 2011

We have not earned any revenues from inception on March 4, 2010 through the period ending September 30, 2011. We are presently in the development stage of our business and we can provide no assurance that we will produce significant revenues or, if revenues are earned, that we will be profitable.

6

We have incurred total expenses and net losses in the amount of $125,701 from our inception on March 4, 2010 through the period ending September 30, 2011.   Our expenses since our inception have consisted primarily of legal fees, audit and accounting fees, mineral property option costs, office expenses, transfer and filing fees and mineral property costs. During the three months ended September 30, 2011, we incurred expenses and net losses in the amount of $49,903 consisting primarily of audit and accounting fees, legal fees, and mineral property costs. During the three months ended September 30, 2010, we incurred expenses and net losses in the amount of $19,967.  

Liquidity and Capital Resources

As of September 30, 2011, we had current assets of $413, consisting entirely of cash.  As of September 30, 2011, we had current liabilities of $14,654, consisting of accounts payable.  Thus, we had a working capital deficit of $14,241 as of September 30, 2011.

We will require substantial additional funding in order to undertake our planned business of acquiring a portfolio of life settlement policies. Although we are currently seeking equity funding, we have no firm arrangements for financing and can provide no assurance that such funding will be received in an amount sufficient to pursue our planned line of business.

Off Balance Sheet Arrangements

As of September 30, 2011, there were no off balance sheet arrangements.  

Going Concern

We have yet to achieve profitable operations, have accumulated losses of $125,701 since our inception, and we have no established source of revenue, all of which casts substantial doubt about our ability to continue as a going concern.  

Item 3. Quantitative and Qualitative Disclosures About Market Risk

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

Item 4. Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 30, 2011.  This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, Lorraine Fusco.  Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2011, our disclosure controls and procedures were not effective.  There have been no changes in our internal controls over financial reporting during the quarter ended September 30, 2011.

7

Management determined that the material weaknesses that resulted in controls being ineffective are primarily due to lack of resources and number of employees. Material weaknesses exist in the segregation of duties required for effective controls and various reconciliation and control procedures not regularly performed due to the lack of staff and resources.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Limitations on the Effectiveness of Internal Controls

Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error.   Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

8

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

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

Item 1A: Risk Factors

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

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

None

Item 3. Defaults upon Senior Securities

None

Item 4. Removed and Reserved

Item 5. Other Information

None

Item 6. Exhibits

Exhibit Number	Description of Exhibit
31.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

9

SIGNATURES

In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Kinetic Resources, Corp.
Date:	June 25, 2012
	/s/ Lorraine Fusco
By:	Lorraine Fusco
Title:	Chief Executive Officer and Director

10

EX-31.1

CERTIFICATIONS

I, Lorraine Fusco, certify that;

1.	I have reviewed this amended quarterly report on Form 10-Q/A for the quarter ended September 30, 2011 of Crown Alliance Capital Ltd. (formally Kinetic Resources Corp.);
2.	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;
3.	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 presented in this report;
4.	The registrant’s other certifying officer 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 13a-15(f) and 15d-15(f)) for the registrant and have:

a.	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;
b.	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 the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.	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
d.	Disclosed in this report any change in the registrant’s internal control over financial 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

5. The registrant’s other certifying officer 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):

a.	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
b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 25, 2012

/s/ Lorraine Fusco

By: Lorraine Fusco

Title: Chief Executive Officer

EX-31.2

CERTIFICATIONS

I, Lorraine Fusco, certify that;

1.	I have reviewed this amended quarterly report on Form 10-Q/A for the quarter ended September 30, 2011 of Crown Alliance Capital Ltd. (formally Kinetic Resources Corp.);
2.	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;
3.	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 presented in this report;
4.	The registrant’s other certifying officer 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 13a-15(f) and 15d-15(f)) for the registrant and have:

a.	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;
b.	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 the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.	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
d.	Disclosed in this report any change in the registrant’s internal control over financial 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

5. The registrant’s other certifying officer 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):

a.	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
b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 25, 2012

/s/ Lorraine Fusco

By: Lorraine Fusco

Title: Chief Financial Officer

EX-32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND

CHIEF FINANCIAL OFFICER

PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the amended quarterly report of Crown Alliance Capital Ltd., formally Kinetic Resources Corp., (the “Company”) on Form 10-Q/A for the quarter ended September 30, 2011 filed with the Securities and Exchange Commission (the “Report”), I, Lorraine Fusco, Chief Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.

The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

2.

The information contained in the Report fairly presents, in all material respects, the consolidated financial condition of the Company as of the dates presented and the consolidated result of operations of the Company for the periods presented.

By:	/s/ Lorraine Fusco
Name:	Lorraine Fusco
Title:	Principal Executive Officer, Principal Financial Officer and Director
Date:	June 25, 2012

This certification has been furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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Summary of Significant Accounting Policies

3 Months Ended

Sep. 30, 2011

Accounting Policies

Significant Accounting Policies

Note 3  Summary of Significant Accounting Policies

The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and are stated in US dollars.  Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates, which may have been made using careful judgment. Actual results may vary from these estimates.

The financial statements have, in management’s opinion, been properly prepared within the framework of the significant accounting policies summarized below:

Principles of Consolidation

These financial statements include the accounts of the Company and KRC until KRC was disposed of by sale to the former president on August 31, 2011.  Accordingly, the statements of operations and cash flows presented include the results of KRC from June 4, 2010 to August 31, 2011 and the balance sheet presented at June 30, 2011 is a consolidated balance sheet.  The balance sheet presented at September 30, 2011 is solely that of Kinetic Resources Corp.  All significant inter-company transactions and balances have been eliminated.

Development Stage Company

From inception through August 31, 2011, the Company was an exploration stage company.  On August 31, 2011, the Company changed business directions from acquiring exploration and development stage mineral properties to development of a portfolio of life settlement policies.  The Company is now a development stage company.  All losses accumulated since inception have been considered as part of the Company’s development stage activities.

Cash and cash equivalents

The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.  There were no cash equivalents held at September 30, 2011 or June 30, 2011.

The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. At September 30, 2011 and June 30, 2011, the balance did not exceed the federally insured limit.

Foreign Currency Translation

The Company’s functional currency is the United States dollar as substantially all of the Company’s operations are in the USA. The Company uses the United States dollar as its reporting currency for consistency with registrants of the Securities and Exchange Commission (“SEC”).

Assets and liabilities denominated in a foreign currency are translated at the exchange rate in effect at the balance sheet date and capital accounts are translated at historical rates.  Income statement accounts are translated at the average rates of exchange prevailing during the period.  Translation adjustments from the use of different exchange rates from period to period are included in the Accumulated Other Comprehensive Income account in Stockholder’s Equity, if applicable.  Transactions undertaken in currencies other than the functional currency of the entity are translated using the exchange rate in effect as of the transaction date.  Any exchange gains and losses are included in the Statement of Operations.

Earnings per share

In accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,”  basic earnings per share (“EPS”) is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted EPS gives effect to all dilutive potential of shares of common stock outstanding during the period including stock options or warrants, using the treasury stock method (by using the average stock price for the period to determine the number of shares assumed to be purchased from the exercise of stock options or warrants), and convertible debt or convertible preferred stock, using the if-converted method. Diluted EPS excludes all dilutive potential of shares of common stock if their effect is anti-dilutive.

Income Taxes

The Company uses the asset and liability method of accounting for income taxes.  Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carry-forwards and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

The effect of a change in tax rules on deferred tax assets and liabilities is recognized in operations in the year of change. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized.

Stock-based Compensation

The Company is required to record compensation expense, based on the fair value of the awards, for all awards granted after the date of the adoption.

Newly adopted accounting policies

The Company will adopt FASB ASC Topic 325-30 “Investments in Insurance Contracts”. As of September 30, 2011, the Company has not determined how it will account for life settlement contracts.

Reclassification

Certain reclassifications have been made to the prior years' financial statements to conform to the current year presentation. These reclassifications had no effect on previously reported results of operations or retained earnings. The Company reclassified common stock from the balance sheet to additional paid-in capital pursuant to the cancellation of capital shares on November 11, 2011. 

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Nature of Operations and Ability to Continue as a Going Concern

3 Months Ended

Sep. 30, 2011

Organization, Consolidation and Presentation of Financial Statements

Nature of Operations

Note 2  Nature of Operations and Ability to Continue as a Going Concern

The Company was incorporated in the state of Nevada, United States of America on March 4, 2010.  The Company is an exploration stage company and was formed for the purpose of acquiring exploration and development stage mineral properties.  The Company’s year-end is June 30.

On June 4, 2010, the Company incorporated a wholly-owned subsidiary, KRC Exploration LLC (“KRC”) in the State of Nevada, United States of America (“USA”) for the purpose of mineral exploration in the USA.

On August 31, 2011, the Company changed its business focus to the development of a portfolio of life settlement policies and sold KRC to the former president.

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year.  Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern.  The Company has yet to achieve profitable operations, has accumulated losses of $125,701 since its inception and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company’s ability to continue as a going concern.  The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing from shareholders or other sources to meet its obligations and repay its liabilities arising from normal business operations when they come due.

Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available or on acceptable terms, if at all.  The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

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BALANCE SHEETS (unaudited) (USD $)	Sep. 30, 2011	Jun. 30, 2011
Current assets
Cash	$ 413	$ 5,958
Total current assets	413	5,958
Total assets	413	5,958
Current liabilities
Accounts payable	14,654	2,612
Total current liabilities	14,654	2,612
Long term liabilities
Accrued interest		655
Notes payable, related party		50,000
Total long term liabilities		50,655
Total liabilities	14,654	53,267
STOCKHOLDERS' DEFICIT
Preferred stock, $0.001 par value 10,000,000 shares authorized, none outstanding
Common stock, $0.001 par value 90,000,000 shares authorized 3,550,000 shares issued and outstanding	3,550	3,550
Additional paid in capital	107,910	26,228
Deficit accumulated during the exploration stage	(125,701)	(75,798)
Total stockholders' deficit	(14,241)	(47,309)
Total liabilities and stockholders' deficit	$ 413	$ 5,958	[1]

[1] The numbers in this column, for the fiscal year ended June 30, 2011, are derived from audited financials.

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INTERIM STATEMENTS OF CASH FLOWS (Unaudited) (USD $)	3 Months Ended		19 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011
Cash Flows Used in Operating Activities
Net loss	$ (49,903)	$ (19,967)	$ (125,701)
Adjustments to reconcile net loss to net cash used by operating activities:
Non cash interest expense - capital contribution	226		902
Accrued interest	372		1,027
Accounts payable and accrued liabilities	33,760	1,068	36,372
Net cash used in operating activities	(15,545)	(18,899)	(87,400)
Cash Flows from Financing Activities
Proceeds from capital stock issued			27,813
Due to related party		(500)
Proceeds from notes payable, related party	10,000	15,000	60,000
Net cash provided by financing activities	10,000	14,500	87,813
Increase (decrease) in cash during the period	(5,545)	(4,399)	413
Cash, beginning of the period	5,958	27,841
Cash, end of the period	413	23,442	413
Supplemental information
Interest and taxes paid in cash
Non-cash activities
Accounts payable assumed with sale of subsidiary	21,718		21,718
Notes payable and accrued interest assumed with sale of subsidiary	$ 61,027		$ 61,027

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Basis of Presentation

3 Months Ended

Sep. 30, 2011

Accounting Policies

Business Description and Basis of Presentation

Note 1 Basis of Presentation

While the information presented in the accompanying September 30, 2011 interim financial statements is unaudited, it includes all adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim period presented in accordance with the accounting principles generally accepted in the United States of America.  In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.  These interim consolidated financial statements should be read in conjunction with the Company’s June 30, 2011 audited financial statements (notes thereto) included in the Company’s Annual Report on Form 10-K.

Operating results for the three months ended September 30, 2011 are not necessarily indicative of the results that can be expected for the year ending June 30, 2012.

Restatement

Upon completion of the Company’s March 31, 2012 financial statements, accounting errors were discovered that required the restatement of amounts previously reported. Additionally, it was determined that the sale of our subsidiary KRC Exploration LLC was accounted for incorrectly.  Under the terms of the Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”),  amounts included in accounts payable before the execution of the Agreement should have been assumed by the Company’s subsidiary.

The following is a summary of the impact of these restatements on the Company’s Balance Sheets at September 30, 2011:

	September 30, 2011
	As Previously Reported		Error Correction			As Restated
Accounts payable	$	36,372	$	(21,718)	(a)	$	14,654
Total current liabilities	$	36,372	$	(21,718)	(a)	$	14,654
Additional paid in capital	$	86,192	$	21,718	(a)	$	107,910
Total stockholders’ equity (deficit)	$	(35,959)	$	21,718	(a)	$	(14,241)

(a) To correct certain errors discovered upon completion of the Company’s March 31, 2012 financial statements, primarily consisting of adjustment to properly recognize the assumption of liabilities by the Company’s former subsidiary.

The following is a summary of the impact of these restatements on the Company’s Statements of Stockholders’ Equity (Deficit) for the period ended September 31, 2011:

	As Previously Reported		Error Correction				As Restated
Capital contribution- Sale of subsidiary	$	61,027	$	21,718	(a	)	$	82,7458
Balance September 30, 2011 – Additional paid in capital	$	86,192	$	21,718	(a	)	$	107,910

(a) To correct certain errors discovered upon completion of the Company’s March 31, 2012 financial statements, primarily consisting of adjustment to properly recognize the assumption of liabilities by the Company’s former subsidiary.

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BALANCE SHEETS (Unaudited) (Parenthetical) (USD $)	Sep. 30, 2011	Jun. 30, 2011
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	90,000,000	90,000,000
Common stock, shares issued	3,550,000	3,550,000
Common stock, shares outstanding	3,550,000	3,550,000

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Document and Entity Information	3 Months Ended
	Sep. 30, 2011
Document and Entity Information
Entity Registrant Name	Crown Alliance Capital Ltd
Document Type	10-Q
Document Period End Date	Sep. 30, 2011
Amendment Flag	false
Entity Central Index Key	0001487439
Current Fiscal Year End Date	--06-30
Entity Common Stock, Shares Outstanding	3,550,000
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q1

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INTERIM STATEMENTS OF OPERATIONS (Unaudited) (USD $)	3 Months Ended		19 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011
Expenses
Audit and accounting fees	$ 7,608	$ 7,360	$ 24,978
Bank charges	93	273	623
Foreign exchange gain	2	(3)	(1)
Legal fees	27,583	4,143	65,993
Management fees			500
Mineral property option costs	4,000	4,000	8,000
Mineral property exploration costs		2,500	2,500
Office expenses	1,000	1,600	7,606
Rent	5,189		5,189
Transfer and filing fees	3,830	94	8,384
Operating loss	(49,305)	(19,967)	(123,772)
Interest expense - Note 4	(598)		(1,929)
Net Loss	$ (49,903)	$ (19,967)	$ (125,701)
Basic loss per share	$ (0.01)	$ (0.01)
Weighted average number of shares outstanding - basic	3,550,000	3,550,000

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Related Party Transactions

3 Months Ended

Sep. 30, 2011

Related Party Disclosures

Related Party Transactions Disclosure

Note 6  Related Party Transactions - (Note 4)

On August 30, 2010, the Company issued a promissory note of $15,000 to the Company’s president and received $15,000 cash in exchange.  The note is unsecured, non-interest bearing and matures on September 30, 2012.  During the three month period ended September 30, 2011, the Company has recorded interest expense of $226 (three month period ended September 30, 2010 - $nil) and also recorded a capital contribution of $226 (2010 - $nil) in respect of the imputed interest charge on this note payable.

On February 11, 2011, the Company issued a promissory note of $25,000 to the Company’s president and received $25,000 cash in exchange.  The promissory note is unsecured, bears interest at 6% per annum, and matures on February 28, 2013.  During the three month period ended September 30, 2011, the Company accrued $255 (three month period ended September 30, 2010 - $nil) of interest expense in respect of this note payable.

On May 10, 2011, the Company issued a promissory note of $10,000 to the Company’s president and received $10,000 cash in exchange.  The promissory note is unsecured, bears interest at 6% per annum, and matures on May 31, 2013.  During the three month period ended September 30, 2011, the Company accrued $102 (three month period ended September 30, 2010 - $nil) of interest expense in respect of this note payable.  

On August 22, 2011, the Company issued a promissory note of $10,000 to the Company’s president and received $10,000 cash in exchange.  The promissory note is unsecured, bears interest at 6% per annum, and matures on August 31, 2013.  During the three month period ended September 30, 2011, the Company accrued $15 (three month period ended September 30, 2010 - $nil) of interest expense in respect of this note payable.

On August 31, 2011, the Company entered into an Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”), with the former President of the Company.  Pursuant to the agreement, the former President of the Company assumed $61,027 of related party notes payable and accrued interest. (Note 4)

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Financial Instruments

3 Months Ended

Sep. 30, 2011

Investments, All Other Investments

Financial Instruments Disclosure

Note 5  Financial Instruments

Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk.

In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs.  The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.  Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

Level 1 - inputs are based upon unadjusted quoted prices for identical instruments traded in active markets.

Level 2 - inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

The carrying value of the Company’s financial assets and liabilities which consist of cash, accounts payable and accrued liabilities in management’s opinion approximate their fair value due to the short maturity of such instruments.  These financial assets and liabilities are valued using level 3 inputs, except for cash which is at level 1.  Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, exchange or credit risks arising from these financial instruments.

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Subsequent Event

3 Months Ended

Sep. 30, 2011

Subsequent Events

Subsequent Events

Note 7  Subsequent Event

On October 3, 2011, the Company issued 1,000,000 common shares to pursuant to a share subscription agreement at $0.045 per share for total proceeds of $45,000.

On November 11, 2011, the former President of the Company and several shareholders entered into a stock cancellation agreement with the Company whereby 824,000 and 465,000, common shares, respectively, were returned to treasury and cancelled. Due to the fact that the shares under this agreement have been cancelled without exchange of consideration to reduce the number of shares outstanding, the Company considered the change in capital structure from the cancellation agreement a reverse stock split. In accordance with SAB Topic 4-C, the Company recorded the cancellation retrospectively as a reduction to the par value of common stock with a corresponding increase to additional paid-in capital.

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Commitments

3 Months Ended

Sep. 30, 2011

Commitment and Contingencies

Commitments Disclosure

Note 8  Commitment

On September 1, 2011, the Company entered into a lease agreement for a term of two years.  The Company’s commitment for annual minimum future lease payments under office rental agreements are as follows:

2012	$	23,828
2013	$	31,770
2014	$	5,295

Additional fees and taxes of approximately $2,541 per month are due in connection with the lease agreement.  Upon acceptance of the lease agreement, a security deposit of $12,000 was required.  As of September 30, 2011, a security deposit of $12,000 was unpaid.

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STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (Unaudited) (USD $)	Common Stock	Additional Paid-in Capital	Deficit Accumulated During the Exploration Stage	Total
Beginning Balance, amount at Mar. 03, 2010
Capital stock issued to founder for cash, shares	2,000,000			2,000,000
Capital stock issued to founder for cash, value	$ 2,000	$ 13,558		$ 15,558
Capital stock returned to treasury for cancellation, shares	(824,000)			(824,000)
Capital stock returned to treasury for cancellation, value	(824)	824
Capital stock issued for cash, shares, net of commission	1,550,000			1,550,000
Capital stock issued for cash, value, net of commission	1,550	10,705		12,255
Founders stock returned to treasury for cancellation, shares	(465,000)			(465,000)
Founders stock returned to treasury for cancellation, value	(465)	465
Net loss for the period			(7,077)	(7,077)
Ending Balance, amount at Jun. 30, 2010	2,261	25,552	(7,077)	20,736
Ending Balance, shares at Jun. 30, 2010	2,261,000			2,261,000
Capital contribution by president - Note 6		676		676
Net loss for the period			(68,721)	(68,721)
Ending Balance, amount at Jun. 30, 2011	2,261	26,228	(75,798)	(47,309)
Ending Balance, shares at Jun. 30, 2011	2,261,000			2,261,000
Capital contribution by president - Note 6		226		226
Capital contribution - Sale of subsidiary - Note 4		82,745		82,745
Net loss for the period			(49,903)	(49,903)
Ending Balance, amount at Sep. 30, 2011	$ 2,261	$ 107,910	$ (125,701)	$ (14,241)
Ending Balance, shares at Sep. 30, 2011	2,261,000			2,261,000

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Sale of Subsidiary

3 Months Ended

Sep. 30, 2011

Business Combinations

Mergers, Acquisitions and Dispositions Disclosures

Note 4  Sale of Subsidiary

On August 31, 2011, the Company entered into an Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”), with the former President of the Company.  Pursuant to the Agreement, the Company’s interest in KRC was transferred to the former President and the former president assumed all interests and liabilities of KRC amounting to $61,027 in exchange for the Company’s interest in KRC.

The following table summarizes the identifiable assets and liabilities of KRC that were disposed of, the consideration received, and the loss of KRC for the period from July 1, 2011 to August 31, 2011.

	August 31, 2011
Identifiable Assets and Liabilities
Amount owed to Kinetic Resources Corp	$	(13,220)
Net liabilities of KRC		(13,220)
Consideration Received
Settlement of promissory notes and accrued interest		61,027
Assumption of accounts payable		21,718
Elimination of consolidated losses of KRC		13,220
		95,965
Sale of subsidiary- related party	$	82,745
Loss for the period from July 1, 2011 to August 31, 2011
Mineral property option costs	$	4,000

Subsequently, on November 11, 2011, the former President of the Company and several shareholders entered into a stock cancellation agreement with the Company whereby 824,000 and 465,000, common shares, respectively, were returned to treasury and cancelled (See Note 8 Subsequent Events).