10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

[X]	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended: September 30, 2013
[  ]	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

Crown Alliance Capital Limited

(Exact name of registrant as specified in its charter)

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

2985 Drew Road, Suite 217

Mississauga, ON L4T OA4, Canada

(Address of principal executive offices)

(905) 604-8877

(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). [ ] Yes [X] No

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 212,746,848 as of November 11, 2013.

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	4
Item 3:  Quantitative and Qualitative Disclosures About Market Risk	13
Item 4:  Controls and Procedures	13
PART II - OTHER INFORMATION
Item 1:  Legal Proceedings	15
Item 1A:  Risk Factors	15
Item 2:  Unregistered Sales of Equity Securities and Use of Proceeds	15
Item 3:  Defaults Upon Senior Securities	15
Item 4:  Mine Safety Disclosures	15
Item 5:  Other Information	15
Item 6:  Exhibits	15

2

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, 2013 (unaudited) and June 30, 2013 (unaudited);
F-2	Statements of Operations for the three months ended September 30, 2013 and 2012 (unaudited);
F-3	Statements of Cash Flows for the three months ended September 30, 2013 and 2012 (unaudited);
F-4	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, 2013 are not necessarily indicative of the results that can be expected for the full year.

3

CROWN ALLIANCE CAPITAL LTD

(formerly Kinetic Resources Corp).

BALANCE SHEETS

(Stated in US Dollars)

(Unaudited)

	September 30,		June 30,
	2013		2013
ASSETS
Current
Cash	$	33,494	$	144,769
Prepaid expenses - Note 7		416,700		1,125,900
Total current assets		450,194		1,270,669
Premiums on life settlement policies - Note 11		92,503		76,003
Investment in life settlement policies - Note 11		669,001		615,451
Property and equipment, net - Note 4		8,678		9,754
Lease deposit		3,616		3,616
Total long term assets		773,798		704,824
Total assets	$	1,223,992	$	1,975,493
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current
Accounts payable	$	153,595	$	59,037
Accrued interest, related party - Note 6		1,989		437
Notes payable, related party - Note 6		85,000		95,000
Total current liabilities		240,584		154,474
Total liabilities		240,584		154,474
STOCKHOLDERS’ EQUITY
Preferred stock, $0.001 par value
10,000,000 shares authorized, none outstanding		-		-
Common stock, $0.001 par value - Note 8
450,000,000 shares authorized
212,746,848 shares issued and outstanding  (212,703,620 shares as of June 30, 2013)		212,748		212,705
Additional paid-in capital		2,480,187		2,456,455
Share subscriptions received		-		23,775
Deficit accumulated during the development stage		(1,709,527)		(871,916)
Total stockholders’ equity		983,408		1,821,019
Total liabilities and stockholders’ equity	$	1,223,992	$	1,975,493

The accompanying notes are an integral part of these financial statements.

F-1

CROWN ALLIANCE CAPITAL LTD.

STATEMENTS OF OPERATIONS

(Stated in US Dollars)

(Unaudited)

	Three Months Ended
	September 30,
	2013		2012
Income	$	-	$	-
Cost of insurance contracts		-		-
Gross profit		-		-
Expenses
Audit and accounting fees	$	11,246	$	10,710
Bank charges		282		528
Stock-based consulting fees		662,600		-
Consulting fees		52,600		8,435
Depreciation		1,076		3,040
Foreign exchange (gain) loss		(148)		172
Legal fees		31,723		9,041
Management fees		50,000		45,000
Marketing and promotion		6,677		17,850
Office expenses		1,873		789
Rent		5,969		15,569
Transfer and filing fees		-		15,670
Travel		10,594		2,467
Operating loss		834,492		129,271
Interest expense - Note 6		(3,119)		(1,134)
Net income (loss)	$	(837,611)	$	(130,405)
Loss per share: - Basic	$	(0.00)	$	(0.00)
Weighted average number of shares outstanding		212,714,897		206,474,507

The accompanying notes are an integral part of these financial statements.

F-2

CROWN ALLIANCE CAPTIAL LTD

STATEMENTS OF CASH FLOWS

(Stated in US Dollars)

(Unaudited)

	Three Months Ended
	September 30,
	2013		2012
Cash Flows Used in Operating Activities
Net loss	$	(837,611)	$	(130,405)
Adjustments to reconcile net loss to net cash used by operating activities:
Interest expense		3,119		-
Depreciation		1,076		3,040
Stock-based compensation		662,600		-
Changes in operating assets and liabilities:
Prepaid expenses		46,600		(1,500)
Accrued interest - related party		(1,567)		1,134
Accounts payable		57,358		19,179
Net cash used in operating activities		(68,425)		(108,552)
Cash Flows from Investing Activities
Purchases of life settlement policies and capitalized premiums		(32,850)		(187,599)
Purchase of property and equipment		-		(4,569)
Net cash used in investing activities		(32,850)		(192,168)
Cash Flows from Financing Activities
Proceeds from capital stock issued		-		424,500
Share subscriptions received				59,500
Payments of notes payable, related party		(10,000)		-
Net cash provided by financing activities		(10,000)		484,000
Increase in cash during the period		(111,275)		183,280
Cash, beginning of the period		144,769		22,830
Cash, end of the period	$	33,494	$	206,110

See Note 11 for supplemental cash flow information.

The accompanying notes are an integral part of these financial statements.

F-3

CROWN ALLIANCE CAPITAL LTD

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2013

(Stated in US Dollars)

(Unaudited)

Note 1

Basis of Presentation

While the information presented in the accompanying September 30, 2013 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 financial statements should be read in conjunction with the Company’s June 30, 2013 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, 2013 are not necessarily indicative of the results that can be expected for the year ending June 30, 2014.

Note 2

Nature of Operations

The Company was incorporated in the state of Nevada, United States of America on March 4, 2010.  The Company was 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.

On January 30, 2012, the Board of Directors approved a change in name from Kinetic Resources Corp. to Crown Alliance Capital Limited and a forward-split of its Common Stock on the basis of 17.85715 shares of Common Stock for one share of Common Stock held by shareholders of record at the close of business on February 10, 2012.

On March 15, 2013, the Board of Directors approved a forward-split of its Common Stock on the basis of five shares of Common Stock for one share of Common Stock held by shareholders of record at the close of business on March 31, 2013.

On March 20, 2013, the Board of Directors approved an increase in the number of authorized common shares of the Company from 90,000,000 to 450,000,000.

All share and per share data has been retroactively adjusted to reflect the effect of the forward-splits.

F-4

CROWN ALLIANCE CAPITAL LTD

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2013

(Stated in US Dollars)

(Unaudited)

Note 2

Nature of Operations - (cont’d)

On March 15, 2012, the Company entered into its first contract to acquire life settlement policies.  The agreement is closed on October 31, 2013.

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:

Cash and cash equivalents

The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.  There were no cash equivalents held at September 30, 2013 or June 30, 2013.

Exiting Development Stage

The Company was in the development stage through June 30, 2013.  In October 2013, the Company acquired the remaining life policy in the contract entered into on March 15, 2012 and secured funding to purchase additional policies.  As of July 2013, the Company became fully operational and as such was no longer considered a development stage company.  During the period that the Company was considered a development stage company, the Company incurred accumulated losses of approximately $871,916.

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.  

F-5

CROWN ALLIANCE CAPITAL LTD

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2013

(Stated in US Dollars)

(Unaudited)

Note 3

Summary of Significant Accounting Policies - (cont’d)

Investments in Insurance Contracts

The Company adopted FASB ASC Topic 325-30 “Investments in Insurance Contracts” and accounts for life settlement contracts using the investment method.  Life settlement contracts will be initially recognized at the transaction price.  Any additional costs, such as premiums paid, will be capitalized.  In accordance with ASC 230, “Statement of Cash Flows”, cash paid towards acquiring and maintaining life settlement policies will be treated as an investing outflow while the receipt of proceeds over the cash invested will be shown as an operating cash flow with return of investment and premiums shown as investing inflows.

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.

Foreign Currency Translation

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.

Newly Issued Accounting Pronouncements

The Company has reviewed issued accounting pronouncements and plans to adopt those that are applicable to it. The Company does not expect the adoption of any other pronouncements to have an impact on its results of operations or financial position.

F-6

CROWN ALLIANCE CAPITAL LTD

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2013

(Stated in US Dollars)

(Unaudited)

Note 4

Property and equipment

	September 30,		June 30,
	2013		2013
Cost
Computer equipment	$	3,618	$	3,618
Office equipment and furnishings		10,705		10,705
Leasehold improvements		-		-
Gross cost		14,323		14,323
Accumulated depreciation		(5,645)		(4,569)
Net book value	$	8,678	$	9,754

As of September 30, 2013 and 2012, depreciation expense was $1,076 and $3,040, respectively.

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.

F-7

CROWN ALLIANCE CAPITAL LTD

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2013

(Stated in US Dollars)

(Unaudited)

Note 5

Financial Instruments - (cont’d)

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, prepaid expenses, 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

On October 3, 2011, the Company issued 89,285,750 common shares pursuant to a share subscription agreement at $0.0005 per share for total proceeds of $45,000.  Shares were issued to a company managed by our President.

On January 26, 2012, the Company repurchased and cancelled 89,285,750 shares of its own stock and as consideration issued a $45,000 promissory note to a company managed by our President.  The promissory note is unsecured, bears interest at 10% per annum, and is due on or before January 26, 2013.  During the year ended June 30, 2013, the Company settled the note in the amount of $48,205 including accrued interest to settlement.  During the year ended June 30, 2013 the Company accrued $2,404 (year ended June 30, 2012 - $801) of interest expense in respect of this note payable.

On February 8, 2012, the Company entered into an Employment Agreement with the President of the Company.  Pursuant to the agreement the President will receive a signing bonus of $25,000 and $180,000 per annum February 8, 2012 until February 8, 2013 (the initial term) for services rendered plus reimbursement of the Company’s expenses.

The initial term shall be automatically renewed for up to 3 years successive years in consecutive one year periods. The agreement will continue in force unless either party gives notice of termination not more than 270 days and not less than 30 days prior to the then existing term of employment.

F-8

CROWN ALLIANCE CAPITAL LTD

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2013

(Stated in US Dollars)

(Unaudited)

Note 6

Related Party Transactions - (cont’d)

The annual base compensation pursuant to the employment agreement is as follows:

$180,000 until February 8, 2013;

$200,000 until February 8, 2014;

$255,000 until February 8, 2015;

$255,000 per annum thereafter, - unless renewal terms are renegotiated

The Agreement also allows in addition to the base salary noted above for bonus payments to be made as deemed reasonable at the time by the Board of Directors either as cash, or grants of stock options.  On March 26, 2013, the Board of Directors approved and paid a bonus to the president of $35,000.

As of September 30, 2013, accounts payable and accrued liabilities includes $33,342 (June 30, 2013 - $3,207) in respect of unpaid management fees.  Management fees for the three month period ended September 30, 2013 includes $50,000 (three month period to September 30, 2012 -$45,000) pursuant to this agreement.

On June 18, 2013, the Company issued a promissory note for $95,000 and received $95,000 in exchange.  The promissory note is unsecured, bears interest at 14% per annum, and was due on or before July 18, 2013.  On July 18, 2013 the terms of the note were amended to due upon demand.  The Company accrued $3,556 (three month period ended September 30, 2012 - $nil) of interest expense in respect of this note payable. The Company repaid $10,000 of the principal and  has also paid $1,567 of the interest due.  At September 30, 2013 accrued interest of $1,988 (June 30, 2013 - $437) was recorded.  

Note 7

Prepaid Expenses

As of September 30, 2013, prepaid expenses were $416,700 (June 30, 2013 - $1,125,900)  Prepaid expenses consist of prepaid consulting fees related to two separate consultants and will be amortized over the life of each agreement ranging from six months to one year.  Of the total prepaid expenses, at September 30, 2013 $316,897 (June 30, 2013 - $979,497) is attributable to prepaid stock-based compensation.

Note 8

Capital Stock

The authorized common stock of the Company consists of 450,000,000 shares of common stock with par value of $0.001 and 10,000,000 shares of preferred stock with a par value of $0.001. As of September 30, 2013 the Company had 210,746,848 (June 30, 2013 - 210,703,620) common stock and zero (June 30, 2013 - zero) preferred stock outstanding.

F-9

CROWN ALLIANCE CAPITAL LTD

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2013

(Stated in US Dollars)

(Unaudited)

Note 8

Capital Stock - (cont’d)

a)

Issued

On May 31, 2013 the Company received $23,775 pursuant to a share subscription agreement to acquire 43,228 common shares at $0.55 per share.  The Company received Cdn$25,000 as subscription proceeds.  On September 6, 2013 the stock was issued.

b)

Share Purchase Warrants

A summary of changes in share purchase warrants for the three month ended September 30, 2013 and the year ended June 30, 2013 is presented below:

	Three Months Ended			Year Ended
	September 30, 2013			June 30, 2013
	Number	Weighted Average Exercise Price		Number	Weighted Average Exercise Price
Balance, beginning of period	900,000	$	0.22	-	$	-
Issued	-		-	900,000		0.22
Exercised	-		-	-		-
Balance, end of period	900,000	$	0.22	900,000	$	0.22

As at September 30, 2013, share purchase warrants were outstanding for the purchase of common shares as follows:

		Number
Number		Exercisable
of	Exercise	at	Expiry
Shares	Price	September 30, 2013	Date
650,000	$0.22	650,000	August 8, 2016
250,000	$0.22	250,000	August 28, 2016
900,000		900,000

Note 9

Commitments

On March 16, 2013, the Company entered into a lease agreement for a term of two years commencing April 1, 2013.

F-10

CROWN ALLIANCE CAPITAL LTD

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2013

(Stated in US Dollars)

(Unaudited)

Note 9

Commitments - (cont’d)

As of September 30, 2013, the Company’s commitment for annual minimum future lease payments under office rental agreements are as follows:

Fiscal 2014	$	17,400
Fiscal 2015		18,000
	$	35,400

On May 14, 2013, the Company entered into a Consultancy agreement with Caro Capital LLC. (“Caro”) which expires on November 14, 2013.  Pursuant to the agreement the Company receive consultancy services with respect to investor relations, sourcing financing and introducing the Company to investment managers and analysts.  As compensation for services rendered the Company will issue Caro 2,000,000 common shares with a fair value of $1,320,000 for proceeds of $2,000 which is being amortized over the period of the Contract.  Additionally, the Company will also pay a monthly retainer of $2,000 during the term of the agreement.  The contract can be terminated by either party upon delivery of 30 days written notice of termination.

Note 10

Investment in Life Settlement Policies

On March 15, 2012, the Company entered into its first contract to acquire four life settlement policies for the aggregate sum of $570,000, payable on or before April 23, 2012.  Pursuant to the agreement the Company is responsible for all premiums payable pursuant to the terms of the policies and are entitled to 50% of the death benefits of those policies not formally closed pursuant to the terms of the agreement.  ASC 325-30, Investments in Insurance Contracts, provides that a purchaser may elect to account for its investments in life settlement contracts based on the initial investment at the purchase price plus all initial direct costs. Continuing costs (e.g., policy premiums, statutory interest and direct external costs, if any) to keep the policy in force are capitalized. The Company has elected to use the investment method and refer to the recorded amount as the carrying value of the policies.

On June 19, 2012, the Company acquired one of the four life settlement policies.  The face value of the policy is $500,000 with a remaining life expectancy of 2.50 years.  As of September 30, 2013, the carrying value of the policy is $161,925  (June 30, 2013 - $153,375).

On December 28, 2012, the Company acquired the second life settlement policy pursuant to the above agreement.  The face value of the policy is for $2,000,000 with a remaining life of 3.75 years.  As of September 30, 2013, the carrying value of the policy is $507,076  (June 30, 2013 - $462,076)

F-11

Note 10

Investment in Life Settlement Policies - (cont’d)

During January 2013, one life settlement policy which the Company had not formally acquired matured upon the death of the insured.  The Company received proceeds equal to one half of the net proceeds less acquisition costs paid by Universal Settlements International Inc. aggregating $452,923.  At Maturity the Company had capitalized into life settlement premiums paid an amount of $83,715 in respect of this policy.

The Company evaluates the carrying value of their investment in life settlement policies on a regular basis and adjusts their total basis in the policies using new or updated information that affects their assumptions about remaining life expectancy, credit worthiness of the policy issuer, funds needed to maintain the asset until maturity, discount rates and potential return.

The Company recognizes impairment on individual policies if the expected undiscounted cash flows are less than the carrying amount of the investment, plus anticipated undiscounted future premiums and capitalizable direct external costs, if any. Impairment of policies is generally caused by the insured significantly exceeding the estimate of the original life expectancy, which causes the original policy costs and projected future premiums to exceed the estimated maturity value.

The Company does not believe the life settlement policies to be impaired as of September 30, 2013.

Estimated premiums to be paid for each of the five succeeding fiscal years to keep all three remaining policies in force as September 30, 2013, are as follows.

Year 1	$	280,200
Year 2		280,200
Year 3		280,200
Year 4		205,200
Year 5		63,550
Total estimated premiums	$	1,109,350

As of September 30, 2013 $92,503 (June 30, 2013, $76,003) of the policy premiums has been paid on the remaining policy and the premium payments have been capitalized in the financial statements.

Note 10

Investment in Life Settlement Policies - (cont’d)

On April 27, 2012, the Company amended the original life settlement contract to extend the $570,000 payable due date to May 10, 2012, the contract was further amended on May 23, 2012 to extend the $570,000 payable due date to September 17, 2012, and on September 24, 2012, the contract was amended again to extend the $570,000 payable due date to October 17 2012.  On April 18, 2012 the contract was further amended to extend the contract due date for the remaining amount payable to June 28, 2013.  On July 18, 2013, the contract was amended to extend the contract due date to September 30, 2013.  The contract was further amended on September 30, 2013 to extend the remaining amount payable to October 31, 2013.

As of September 30, 2013, the Company has paid a total of $325,000 towards the $445,000 payable.  The balance of the amount payable $120,000 was paid on October 31, 2013.

F-12

CROWN ALLIANCE CAPITAL LTD

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2013

(Stated in US Dollars)

(Unaudited)

Note 11

Supplemental cash flow information

	Three Months Ended
	September 30,
	2013		2012
Supplemental information:
Interest paid in cash	$	1,567	$	-
Taxes paid in cash	$	-	$	-
Non-cash interest and financing activities:
Prepaid stock-based compensation	$	(662,600)	$	-
Accrued policy premiums	$	(37,200)	$	-
Settlement of share subscriptions received	$	(23,775)	$	-

Note 12

Subsequent Events

Subsequent to the period end the Company:

i)

On October 31, 2013 paid $120,000 to acquire the remaining life policy in the contract entered into on March 15, 2012.

ii)

On October 31, 2103, the Company issued three promissory notes in aggregate for $1,500,000 and received $1,500,000 cash in exchange.  Each note bears interest at 15% per annum and is secured by a life policy with a value of $2,000,000.  The notes are due upon the maturity of the security or March 30, 2017, whichever is earlier.

F-13

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 publicly reporting Nevada corporation formed March 4, 2010.  Our business is focused on acquiring an ongoing portfolio of life settlement policies and to eventually build our own portfolio of policy purchases.  A life settlement is the purchase of a life insurance policy at a discount from face value from a person who no longer needs or wants the policy.  The policy owner receives a lump sum settlement and the title for the policy is transferred to the third party, which pays the future premiums due on the policy and eventually collects the death benefit.

Overview of Life Settlements

A life settlement (also sometimes known as a "viatical" if the life insured has less than 2 years to live) is the purchase of a life insurance policy at a discount from face value from a person who no longer needs or wants the policy.  The policy owner receives a lump sum settlement and the title for the policy is transferred to the third party, which pays the future premiums due on the policy and eventually collects the death benefit.

Traditionally, policy owners of a life insurance contract would get access to the value built up in a policy while they are living by surrendering the policy for its cash value, withdrawing some of the accumulated surplus value (if there is any), or borrowing against the cash value. Generally, the actual value that can be accessed through these options is fairly limited. Life settlements are an alternative for those wishing to sell their policy. With a life settlement, the owner of the policy can sell their beneficial interest in a policy for cash - a life settlement. The owner often receives a higher value compared to the traditional options and is relieved from paying future premium obligations.

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There is a network of licensed brokers throughout the United States through whom an individual or institution may purchase or sell an insured person's life insurance policy. These brokers represent the insured person, and they effectively 'shop' out or list for sale these insurance policies through their networks. Competing bids from life settlement companies or institutional buyers are received by the broker, who in time chooses to whom the policy will be sold. Like the real estate market, the highest offer usually secures the asset. The purchase of a life insurance policy asset is referred to as a life settlement transaction.

Life settlements are potentially profitable because the purchaser acquires a policy at a discount from the face value which is based on the insured person's life expectancy and the purchaser’s desired return on capital.  The investor then continues to pay the premiums and collects the death benefit when the policy matures. The annual rates of return that purchasers can expect typically vary between 8% and 12%. In the case of an early maturity (i.e death of an insured) the return on investment can be substantially higher. In the case where the insured person lives longer than anticipated, the return on investment will be lower, and can potentially be negative.

There are many reasons for policies becoming available for settlement. These include:

·

Policy-holder is terminally ill and requires funds to pay medical and/or living expenses

·

Policy-holder no longer needs coverage

·

Change in business ownership makes policy obsolete

·

Key-man leaves the business

·

Policy-holder needs to raise cash

·

Non-profit organization owns a policy insuring the life of a key donor or benefactor who no longer wants to pay premiums

·

Estate tax reform in USA

·

Growing number of sophisticated market participants

Further regulation, demographics and a low national savings rate will drive the expansion of supply to the life settlement market. The demographic of the baby boomer generation, people born in the U.S. between 1945 and 1965, is well known and is moving towards retirement with minimal savings relative to expected post-retirement expenditures.

U.S. Life Settlement Industry

The life settlement industry began in the late 1980's. The first year of credible data available is from 1989 when about $2 million in life insurance (face amount) was purchased. This figure has grown to approximately $12 billion in 2006. Processes and technologies allowing for more efficient transfer of life policies were established in the late 90's. The life settlements market developed and began to provide liquidity to a growing segment of Americans holding life insurance policies that they no longer needed.

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Though individuals have many reasons for exiting their policies, few are aware of the life settlements marketplace and either accepts the cash surrender value from the insurance company (often only a fraction of what the policy could be worth in the life settlement market) or let the policy lapse. The fundamental reason for the rapid growth of the life settlements market is consumer value. The life settlements purchaser can pay more than cash surrender value and still expect a competitive rate of return on their investment.

A report by Conning Research states that as of 2005, there was approximately US $9 trillion of life insurance in force in the US. Estimates place the US life settlement market potential between USD $240 and USD $600 billion." Bernstein Equity Research indicates that from 1990 to today the life settlement industry has grown from nil to over US $12 Billion and is expected to grow more than 10 fold to over US $125 Billion over the next several years.

Plan of Operations

Our primary objective will be to build a diversified inventory of life insurance policies both through new investment and the re-investment of the proceeds of matured policies. Initial management and administration of our current life settlements portfolio will be provided by Universal Settlements International Inc. (“USI”) under an Administrative Services Agreement.  USI is a Canadian company based in Burlington, Ontario. USI was incorporated in 1997 and has been operating in the life settlements sector for over a decade. USI facilitates the sale of interests in the benefits of U.S. life insurance policies to both institutional and individual purchasers and deals in numerous markets with representation across North America, South America, Central America, Asia and Europe. Further information on USI can be found on USI's website,   The shareholders of USI are Jeffrey Panos of Burlington, Ontario and Christopher Halas of Mississauga, Ontario.  The shareholders of USI are also shareholders in Crown Alliance Capital Limited.

Pursuant to the Administrative Services Agreement, USI has agreed to provide, on a non-exclusive basis, a number of services relating to the administration of our life settlement contracts and additional services. These services include dealing with change of ownership and change of beneficiary issues, verifying coverage under a policy, monitoring and validating premium payments required to be made, tracking each insured, managing claims, dealing with group insurance plans, maintaining records and reports on all insureds, and such other services as may be requested from time to time by us, including identifying additional policies for purchase. The Services Agreement has a fixed term of five (5) years with a mutual early termination provision of 90 days without cause. Fees for services will be charged by USI on a per policy basis.  

After acquiring an initial portfolio of life settlement contracts with the assistance of USI, we intend to focus on growing our portfolio of life settlement policies going forward. The primary strategy will be to acquire additional life settlement policies that meet certain criteria and pricing guidelines, including the following:

·

Policies must be issued in the United States on US lives.

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·

Policies must be issued by insurance companies rated at least "A-" or equivalent by AM Best, Moody's or S&P.

·

Policies must be beyond any contestability and suicide period.

·

Policies must allow for irrevocable beneficiary designations and absolute assignment of ownership.

·

Policies must allow for coverage for the whole life of the insured or allow for conversion so that coverage will continue for the whole life of the insured.

·

The cost of each policy acquired will be influenced by five major factors:

o

Face value of the policy upon maturity.

o

Annual premium on the policy.

o

Life expectancy (LE) of the insured.

o

Administration costs associated with the policy.

o

Competitive bids from other potential purchasers.

Sources for New Portfolio Acquisitions

We will use our own network of licensed providers and brokers throughout the United States to purchase policies. Each U.S. state has different licensing requirements and, consequently, we will only transact with providers and brokers who have demonstrated they have met these licensing requirements and show financial reliability.

Process and Procedures for Policy Purchases

Each life settlement will be subject to the due diligence process as described below:

1.

Due Diligence Underlying a Policy Purchase

We will source policies which meet our criteria from Qualified Service Providers (QSP’s). If a policy meets the criteria, we will conduct due diligence to ensure that the policy is valid and meets the necessary standards. Due diligence will include:

·

Obtaining verification of coverage (VOC) from the insurance company. VOC will confirm various policy details such as: face amount, premium, issue date, contestability, loans, withdrawals, lapses of coverage, beneficiary and ownership information, etc.

·

Obtaining and reviewing actual policy or copy of policy.

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·

Obtaining a Physician's Statement of Mental Competency for the owner of policy.

·

Analyzing policy illustrations.

·

Obtaining an authorization to procure and subsequent analysis of medical records.

2.

Required Documents for Due Diligence

Documents listed below are required as part of the due diligence process:

·

Consent to Release Medical Information (Notarized)

We must be able to receive all medical documentation for at least 5 years from all physicians that an insured person may have in order to obtain an accurate life expectancy evaluation. We must also have the ability to receive updated medical records as the situation requires.

·

Letter of Competency (Signed by attending Physician)

This ensures that an insured person is aware of what they are doing and that they are of sound mind.

·

Release and Consent to Change Beneficiaries (Notarized)

All current beneficiaries must sign off with the acknowledgement that they understand and consent to being removed as beneficiaries.

·

Authorization to Provide Death Certificate (Notarized)

This allows us to acquire a death certificate in a legal and timely manner.

·

Seller's Premium Indemnification Letter (Notarized)

This ensures that all premiums are paid up to the point where ownership and beneficiary rights have been transferred.

·

Special Power of Attorney (Notarized)

This gives us the authority to contact and obtain any required information from doctors or insurance companies.

·

Personal Information of the Insured and their Contact Information

We must be able to monitor and track the insured. Contact is maintained either directly with an insured or through a friend, family member, lawyer, physician or financial planner.

·

Payment Instructions

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This details the method of payment to an insured for their rights to ownership and beneficiary status once the closing of a policy purchase occurs.

3.

Life Expectancy (LE) Evaluations

Insured persons who seek to sell their policies on the secondary market usually retain qualified representation to facilitate the sale. These policy brokers typically provide all medical information and LE evaluations to us so that we are able to make an informed bid on a policy. The LE evaluation is completed by independent LE evaluators who have experience in the mortality assessment domain.

We will utilize the following LE providers to determine life expectancy:

·

American Viatical Services of Woodstock, Georgia, USA.

·

21st Services of Minneapolis, Minnesota, USA.

·

Examination Management Services, Inc. of Waco, Texas, USA.

·

Fasano Associates of Washington, DC, USA.

·

ISC Services of Clearwater, Florida, USA.

USI research indicates that over the last several years, LE evaluators have become more conservative in their reports, largely due to the adoption of updated mortality tables.  

4.

Closing

If a policy meets all necessary criteria and the due diligence process has been completed to our satisfaction, the parties enter into a "Policy Funding Agreement" which is the agreement between the policy owner and us as the buyer of the policy. The following documents are required for the closing of each individual transaction:

·

Contract between us and the seller of the policy.

·

LE reports from 2 (two) approved list of LE providers.

·

Original insurance policy (certified true copy if original is lost). Identification for the insured, such as copy of social security card or driver's license. If the owner is a trust or corporation, a copy of the trust or a corporate resolution showing individuals who have signing authority.

·

Completed and signed tax forms for all sellers and brokers.

·

Executed Ownership and Beneficiary Change forms.

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·

Funds are not disbursed to the owner or brokers until all changes are reflected in insurance company records.

5.

Change of Ownership

We will review and verify all policy information to ensure accuracy and to verify that there have been no changes, and submit the Absolute Assignment of Ownership and Beneficiary Change forms to the insurance company. Once the executed change forms are received back from the insurance company verifying that we are the owner and beneficiary of the policy, we will disburse funds as directed.

6.

Tracking

Insured persons whose policies have been purchased by us are tracked by qualified personnel in our office and reporting occurs on a regular basis. Tracking includes the following:

·

Periodic contact with the insured, attending physician of record, or a designated person such as a family member.

·

Weekly social security death index checks.

·

Other database checks on a monthly basis.

·

Health statements of insured from attending physician on an as needed basis.

·

Regularly updated information reports.

·

Updated medical reports from primary physician on an as needed basis.

·

Updated life expectancy reports from qualified providers on an as needed basis.

·

Alerts when premium payments are due.

7.

Premiums Management

·

Obtaining and analyzing completed VOC (verification of coverage) forms from insurance companies for each policy. VOC forms indicate policy information, cash value figures and premium data.

·

Monitoring and validating premium payments required to be made.

·

Providing us with a premiums due schedule at least 30 days in advance of required payments.

·

Confirming receipt of premium payment by Insurance companies

·

Obtaining and analyzing updated premium illustrations as required.

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·

Performing premium optimization analysis as appropriate.

8.

Claims Management

Whenever there is a maturity, we submit a death claim to the insurance company. This process involves obtaining the death certificate, obtaining necessary claim documents from the insurance company, submitting of completed documentation to the insurance company and following up verbally and in writing with the insurance carrier on the claim status until such time as the death benefit is paid to us. The death benefit check is sent directly to us by the insurance company.

As part of our long term growth strategy, we intend to vertically integrate and internalize some of the services which will initially be outsourced. There are cost reductions that could be achieved in policy tracking costs, premium management, claims management, and agent commissions.

We can accomplish vertical integration by either buying existing companies that provide the above services or creating an internal employee pool to accomplish these tasks. By integrating the above functions, we could potentially provide these services to other life settlement companies and develop an additional income stream.

Results of operations for the three months ended September 30, 2013 and 2012.

During the three months ended September 30, 2013, we did not earn any revenue.  Our total expenses and net loss for the quarter ended September 30, 2013 were $837,611.  The largest components of our expenses were stock based consulting fees in the amount of $662,600. By comparison, during the three months ended September 30, 2012, we generated no revenues and had total expenses and a net loss of $130,405.

The stock based consulting fees reported for the quarter ended June 30, 2013 represent amortized stock-based compensation paid to Caro Capital, LLC.  The 2,000,000 shares of common stock issued to Caro under its Consulting Agreement were valued for accounting purposes at a total of $1,318,000.  This valuation was based solely on a small sale of shares made by the Company subsequent to the issuance of the consulting shares, and not on any appraisal or other valuation of the shares issued. Of that total value, $338,503 was booked as an expense for the year ended June 30, 2013 and $662,600 was booked as an expense for the three months ended September 30, 2013.  As of September 30, 2013, the remaining $316,897 in accounting valuation is being carried as a pre-paid expense.

We began the acquisition of our initial portfolio of life settlements on March 15, 2012, when we entered into a Policy Purchase agreement (the “Agreement”) with Universal Settlements International, Inc. (“USI”).  Pursuant to the Agreement, we agreed to purchase all right, title, and interest in a portfolio of four (4) life insurance policies for a total purchase price of $570,000.  On October 31, 2013, we completed the purchase of the last of the four policies we agreed to purchase under the Agreement with USI. We have previously completed the purchase of two of the four policies under the Agreement with USI. A third policy previously matured prior to completion of our purchase and we received payment of a portion of the total proceeds under that policy. Our final payment to USI in the amount of $120,000, made October 31, 2013, completed our purchase of the last of the four policies covered by the Agreement with USI.

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Estimated premiums to be paid for each of the five succeeding fiscal years to keep all three remaining policies purchased under the Agreement, as of June 30, 2013, are as follows.

Year 1	$	294,700
Year 2		309,200
Year 3		309,200
Year 4		309,200
Year 5		92,550
Total estimated premiums	$	1,239,850

Subsequent to the reporting period, on November 11, 2013, we purchased an additional life insurance policy from USI under a Policy Purchase Agreement.  The policy has a face value of $1,000,000 and was purchased for a price of $57,250.  

Our portfolio of life insurance policies now consists of a total of four (4) policies with a total face value of $4,500,000.  As discussed in Liquidity and Capital Resources, below, one of those policies with a face value of $2,000,000 is being used as collateral for a secured financing recently closed.

Liquidity and Capital Resources

As of September 30, 2013, we had current assets of $450,194, consisting of cash in the amount of $33,494 and prepaid expenses of $416,700.  Prepaid expenses consisted of prepaid consulting fees related to two separate consultants, Caro Capital, LLC ($316,897) and Emerging Markets ($99,803).  These will be amortized over the life of each agreement ranging from six months to one year.  

As of September 30, 2013, we had current liabilities of $240,584, consisting of accounts payable in the amount of $153,595, accrued interest payable to a related party of $1,989 and a note payable to a related party of $85,000. On June 18, 2013, our sole officer and director, Lorraine Fusco, lent us the sum of $95,000 under a Promissory Note.  The Note bears interest at a rate of fourteen percent (14%) per year.  The Note was originally due on or before July 18, 2013.  The Note was subsequently amended to be due and payable upon demand.  The Company repaid $10,000 of the principal and has also paid $1,567 of interest due.

Subsequent to the reporting period, on October 31, 2013, we closed a secured debt financing with the receipt of funding the amount of $1,500,000. A total of three (3) investors lent us a total of $1,500,000 under three individual Promissory Notes and Security Agreements (the “Notes”) each signed and dated October 24, 2013. The Notes bear interest at an annual rate of fifteen percent (15%), with monthly payments of accrued interest due to the note holders on the last day of each month beginning November 30, 2013. The notes are secured by our interest in a life insurance policy having a face value of $2,000,000. The Notes are due and payable in full upon the maturity of the life insurance policy pledged as collateral, but no later than March 30, 2017.

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We will require substantial additional funding in order to continue the development of our business of acquiring a portfolio of life settlement policies. Although we are currently seeking and raising additional 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, 2013, there were no off balance sheet arrangements.  

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, 2013.  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, 2013, 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, 2013.

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.

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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.

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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 include this Item.  Risk factors for our current line of business can be found in our Annual Report on Form 10-K for the fiscal year ended June 30, 2012, filed on September 27, 2012.

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

None.

Item 3. Defaults upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit Number	Description of Exhibit
10.1	Policy Purchase Agreement dated November 11, 2013
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

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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.

	Crown Alliance Capital Limited
Date:	November 14, 2013
	/s/ Lorraine Fusco
By:	Lorraine Fusco
Title:	Chief Executive Officer, Chief Financial Officer and Director

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EX-10.1

Policy Purchase Agreement

This Policy Purchase Agreement (“Agreement”) is made and entered into as of November 11, 2013 by and between Universal Settlements International Inc., an Ontario corporation with a place of business at 5500 North Service Road, Suite 703, Burlington, Ontario L7L 6W6 (“USI”), and Crown Alliance Capital Limited, a Nevada Corporation with a place of business at 2895 Drew Road, Suite 217, Mississauga, Ontario L4T 0A4 (“Purchaser”). (together, the “Parties”).

RECITALS

A.

Whereas, USI is in the business of identifying, purchasing, and/or facilitating the purchase of existing life insurance policies.  Said life insurance policies may be held by USI. or sold and/or otherwise transferred to other entities that may further resell said life insurance policies as allowed by law, and or benefits thereunder

B.

Whereas, Purchaser is in the business of purchasing existing life insurance policies.  Said life insurance policies may be held by Purchaser or sold and/or otherwise transferred to other entities that may further resell said life insurance policies as allowed by law, and or benefits thereunder.

C.

Whereas, USI will sell to or facilitate the sale to the purchaser of the following described life insurance policy (the “Policy”):

POLICY
Owner:	Universal Settlements International Inc.
Policy Number:	ZUA375056
Issuer:	West Coast Life Insurance Company
Death Benefit:	$ 1,000,000.00 USD
Insured:	{insured name 1} and {insured name 2}

The Policy was issued as a Last Survivor Flexible Premium Adjustable Life Insurance Policy, with death benefit payable after second death prior to maturity date of policy. {insured name 1} died April 5, 2009 and a copy of the Death Certificate issued by the State of California dated April 14, 2009 is attached as Attachment B.  

D.

Whereas, USI desires to sell to or facilitate the sale of the Policy to Purchaser, and Purchaser desires to purchase all rights, title and interest in and to the Policy in accordance with the terms and conditions of this Agreement.

AGREEMENT

 NOW THEREFORE, for and in consideration of the RECITALS, which are incorporated into this Agreement, the mutual promises and covenants set forth herein and for other good and valuable consideration, the sufficiency and receipt of which is hereby acknowledged, the Parties hereto agree as follows:

1.

(a) Purchase Cost

Purchaser hereby agrees to deposit the sum of: USD$57,250.00  (FIFTY SEVEN THOUSAND TWO HUNDRED AND FIFTY DOLLARS) (“Purchase Cost”) for the purpose of acquiring all rights, title and interest in and to the Policy as documented in Section C above. Said funds shall be deposited on or before November 12, 2013, and shall be held in escrow by USI.  Said funds shall be released immediately to USI upon receipt of proper recording of new Ownership and Beneficiary of the Policy to Crown Alliance Capital Limited from the West Coast Life Insurance Company.

USI’s Initials /s/

Purchaser’s Initials /s/

Page 2 of 6

(b) Early Maturity

In the event that the remaining insured’s ({insured name 2}) date of death is before the date of the new ownership and beneficiary changes having been recorded by the Insurer, the Parties agree that the full maturity proceeds will belong to USI, and Purchaser shall only be entitled to the full Purchase cost deposited as stated in 1(a) above plus premiums paid by Purchaser before confirmation of change in Ownership and Beneficiary to Crown Alliance Capital Limited, if any.

2.

UNIVERSAL SETTLEMENTS INTERNATIONAL INC’s Duties  

Universal Settlements International Inc shall perform the following duties:

a.

Obtain and provide to Purchaser verification of coverage from the issuing insurance company and premium illustration if desired by Purchaser.

b.

Take all steps necessary to effect a transfer of ownership of the Policy to Purchaser.

c.

Tracking of the insured’s status will be performed by Universal Settlements International Inc and / or Independent Agent / Service, as determined by Universal Settlements International Inc., until maturity of the policy, and charged to Purchaser in accordance with Attachment A..  Within a reasonable period of time after the Insured’s death, Universal Settlements International Inc shall use its best efforts to obtain and deliver to Purchaser a copy of the death certificate and claim form necessary to obtain the death benefit by the Purchaser.

3.

Purchaser’s Representations and Warranties      

a.

Purchaser represents that USI has provided all requested documentation to Purchaser’s underwriting satisfaction.

b.

Purchaser represents that it has done its due diligence regarding the Policy and that the policy meets all of Purchaser’s criteria for purchase.  Purchaser represents that it has obtained an estimated life expectancy determination on the Insured to its own satisfaction.  Purchaser agrees that USI has made no representations and warranties about the Policy and that Purchaser has not relied on any statements made by USI and/or its agents to induce Purchaser to purchase the Policy.  Purchaser represents and agrees that USI is not the agent of Purchaser.

c.

Purchaser represents and warrants that if Purchaser directly or indirectly resells the Policy or any interest therein, Purchaser shall comply with any and all state, federal and/or international laws applicable to such resale.  Purchaser represents and warrants that Purchaser is borrowing, raising, or otherwise obtaining the funds to purchase the Policy in a legal manner consistent with all state, federal and/or international laws.

4.

Fees

Fees and costs for all services performed by Universal Settlements International Inc. and/or incurred by Universal Settlements International Inc. in the performance of its duties hereunder are included in the Purchase Cost, except for tracking and death claim costs as outlined in Attachment A.  Purchaser will incur costs beyond the amount tendered as the Purchase Cost for the cost of  premiums due following the date of this Agreement, Purchaser’s underwriting, Purchaser’s escrow costs, Purchaser’s attorney and accountant fees, on-going insurance premium payments, conversion costs, additional policy loans, outside tracking services, updated medical record costs and/or life expectancy estimations and any and all other costs related to the Policy after the ownership of the Policy has been transferred to Purchaser.

After the transaction contemplated by this agreement is complete, USI shall have no further specific duties to Purchaser and Purchaser shall have no further specific duties to USI other than those set forth in the following Section headed “Confidentiality and Non-Solicitation.”       

USI’s Initials /s/

Purchaser’s Initials /s/

Page 3 of 6

5.

Confidentiality and non-solicitation

a.

USI understands that Purchaser’s funding source(s) provide Purchaser with the prospect of additional and repeat business.  USI, its officers, employees, directors, shareholders, affiliates and agents agree not to directly or indirectly use, sell, distribute or otherwise communicate any information to third parties identifying Purchaser’s funding source(s).  In addition, USI, its officers, employees, directors, shareholders, affiliates and agents will not directly or indirectly contact, do business with, or attempt to sell insurance policies to Purchaser’s funding source(s) learned as a result of this Agreement.

b.

Purchaser agrees that Universal Settlements International Inc. sourcing contacts provide Universal Settlements International Inc. with the prospect of additional and repeat business.  Purchaser, its officers, employees, directors, shareholders, affiliates and agents agree not to directly or indirectly use, sell, distribute or otherwise communicate any information to third parties identifying Universal Settlements International Inc.’s sourcing contacts.  In addition, Purchaser’s officers, employees, directors, shareholders, affiliates and agents will not directly or indirectly contact, do business with or attempt to purchase life insurance policies from Universal Settlements International Inc.’s sourcing contacts learned as a result of this Agreement from the owner of the Policies, or the Insured, without the prior written consent of Universal Settlements International Inc..

6.

Indemnification

Purchaser shall indemnify and hold harmless USI against any and all claims, costs, attorneys’ and accountants’ fees related to Purchaser’s purchase of the Policy, including but not limited to, any claim made by Purchaser’s funding source(s).

7.

Binding Effect  

This Agreement is irrevocably binding upon and shall inure to the benefit of and shall be enforceable by the parties hereto and their respective successors, assigns, executors, administrators, and heirs.

8.

Severability

 If any provision of this agreement shall be held invalid in a court of law, the remaining provisions shall be construed as if the invalid provision were not included in this Agreement.

9.

Amendments and Final Integration

This Agreement may only be amended or modified through a written, duly executed instrument by the Parties hereto.  Any attempted oral amendment or modification is ineffective and therefore null and void.  This Agreement constitutes and contains the complete and final integrated Agreement between the parties regarding the subject matter herein.  All prior negotiations, discussions and representations are merged into the Agreement.  Each Party acknowledges that, except as expressly set forth herein, no representations of any kind or character have been made to it by any other Party, or by any Parties’ agents, representatives or attorneys, to induce the execution of this Agreement.

10.

Notices

Any and all notices, requests, consents, notifications, and other communications given to any Party to this Agreement shall be given in writing and will be as elected by the party giving said notice, hand-delivered by messenger or courier service, telecopied, electronically communicated, or sent via registered or certified mail, return receipt requested, postage prepaid, to the below address and deemed given when received by Party being served such notice.

USI’s Initials /s/

Purchaser’s Initials /s/

Page 4 of 6

To USI:	To Purchaser:
Universal Settlements International Inc.	Crown Alliance Capital Limited
5500 North Service Road, Suite 703	2985 Drew Road, Suite 217
Burlington	Mississauga
Ontario L7L 6W6	Ontario, L4T 0A4

11.

Waiver

Either Party’s failure to insist in any one or more instances upon strict performance by the other Party of any of the terms of this Agreement shall not be construed as a waiver of any continuing or subsequent failure to perform or delay in performance of any term hereof.

12.

Assignment

Neither Party shall assign any of its rights to delegate any of its obligations under this Agreement without prior written consent of the other Party.

13.

Choice of law

The Parties hereby agree and confirm that the law of the Province of Ontario, Canada shall control this Agreement.

14.

Counterparts and Facsimile

This Agreement may be signed in one or more counterparts, each of which is deemed an original, but all of which together constitute one and the same instrument.  A facsimile copy of this executed Agreement shall be deemed valid as if it were the original.

15.

Headings

The headings and subheadings contained in this Agreement are for convenience of reference only and are not to be considered part of this Agreement and will not limit or otherwise affect in any way the meaning or interpretation of this agreement.

16.

Arbitration and Enforcement Costs

USI and Purchaser agree that any disputes regarding this Agreement shall be submitted to arbitration in Burlington County, Ontario and shall be resolved and adjudicated according to the rules of the Canadian Arbitration Association.  The decision rendered in said arbitration shall be binding.  The substantially prevailing party shall recover from the substantially non-prevailing Party its reasonable expenses, costs and reasonable attorney’s fees, whether action is brought or not.  As used herein, expenses, costs and attorney’s fees also include arbitrator fees, arbitration costs, court costs, attorneys’ and accountants fees and any cost associated with an appellate arbitrator or court.  It is requested by the Parties to award actual costs of attorney and accountants fees incurred by the substantially prevailing party, it being the intention of the Parties that the substantially prevailing party is completely reimbursed for all such costs and fees.

17.

Time

Time is of the essence in this Agreement.

USI’s Initials /s/

Purchaser’s Initials /s/

Page 5 of 6

18.

Representation by Counsel

The Parties acknowledge that they have been or have had the opportunity to have been represented by their own counsel throughout the negotiations and at the signing of this Agreement and all other documents signed incidental to this Agreement and, therefore, neither Party shall claim or assert that any provision of this Agreement or any ancillary documents should be constructed against their drafter.

USI’s Initials /s/

Purchaser’s Initials /s/

Page 6 of 6

In WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day, month and year first above written.

USI:	By: /s/ Jeffrey Panos
	Jeffrey Panos, President
	Universal Settlements International Inc
	5500 North Service Road, Suite 703
	Burlington
	Ontario, L7L 6W6
Purchaser:	By: /s/ Lorraine A. Fusco
	Lorraine A. Fusco, President
	Crown Alliance Capital Limited
	2895 Drew Road, Suite 217
	Mississauga
	Ontario L4T 0A4

USI’s Initials /s/

Purchaser’s Initials /s/

ATTACHMENT   A

POLICY SERVICE CONTRACT

Date: November 11, 2013

As of the executed date, Universal Settlements International Inc. (USI) and Crown Alliance Capital Limited (Client) agree on the conditions set forth in the following contract:

1.

That USI will diligently and reasonably attempt to perform the Services, and USI will provide Insured information to Client on a quarterly basis.

2.

That the Client will provide to USI the Insured information to reasonably carry out the Tracking Services. This information is to include: (Contact Sheet is included)

3.

That USI will not, nor is expected to perform, any investigative Services.

4.

Should USI find that the performance of Services for any individual Insured is not possible or unreasonably difficult, USI shall be permitted to terminate services for any such Insured with no penalty or fee attached, other than the loss of fees for that Insured alone.

5.

That the term of this contract is for a renewable one (1) year from the date of execution, but may be cancelled with a 30-day written notice by either party.

6.

The Service fees are set out in Schedule A, “Fee Schedule for Services”, constituting an inseparable attachment of this contract.

7.

USI will invoice for its services on a quarterly basis. The Client shall remit to USI upon receipt of the respective invoice issued by USI.

8.

That at its sole discretion, USI might offer further services to the Client on a separate fee basis. These services might include the subcontracting of third party companies.

Indemnification of USI

The Client expressly indemnifies USI from any and all liability arising directly or indirectly from the aforementioned Services. That any information provided to the Client by USI is for its internal use only and may not be distributed to any other individuals or companies without the written permission of USI. Any business or credit decision made by the Client based wholly or in part on information provided by USI is strictly at its own risk without any recourse against USI. That the above Contract is governed by the laws of the Province of Ontario and that any disputes will be venued in the Province of Ontario.

By: /s/ Jeffrey Panos	By: /s/ Lorraine A. Fusco
Universal Settlements International Inc.	Crown Alliance Capital Limited
November 11, 2013	November 11, 2013
Date of signature	Date of signature

SCHEDULE A:

Fee Schedule for Services

Policy Management

·

Set-up for servicing of Portfolios of policies

·

Electronic Storage of Policy Documentation

·

Periodic Standardized and/or Customized Portfolio Reporting

Premium Management

·

Optimize premiums to mitigate against overfunding/underfunding of premiums

·

Notification of premium due at least thirty (30) days prior to premium due date

·

Verify the insurer has received corresponding premium paid by client

·

Review and Analysis of Annual Reports

·

Annual Request for Verification

·

Requirements;

§

Full Name

§

Date of Birth

§

Social Insurance Number of the Insured

§

Tax ID Number or EID#

§

Copy of Policy

§

Annual Statements

§

Premium Notices

§

Verification of Coverage’s

§

Illustrations from the last 2 years

Tracking Services

·

Annual Contact with the Insured or Insured Representative

·

Weekly Electronic Demise Verification

·

Quarterly Servicing Activity Reports

·

USI shall provide a notice to the Client at the death of each Insured covered by this Contract

·

Requirements; (Attached is the ‘Insured Contact Sheet’)

§

Full Name

§

Date of Birth

§

Social Insurance Number

§

Current Address

§

Current Phone Numbers

§

Email Contact

	Total: $45.00/per month per Policy
Policy Maturity Servicing	$250.00 for all services per policy
· Obtain Death Certificate
· Coordination of Claim Documentation
· Submit death claim to the insurer and follow up to ensure timely payment
Life Expectancy Review	$25.00/per hour of work + Expenses
· Request for Executed HIPAA’s from Insured
· Request and receipt of Medical Records once annually
· Order one or more updated Life Expectancy of the insured (as client requests)
· Performance review of policy based on updated Life Expectancy Information

CONTACT SHEET

For: Universal Settlements International Inc.

PERSONAL INFORMATION

Name:
DOB:	SSN:
Address:
City, State, ZIP:
Home Phone:	Work Phone:
Email:

Preference of Contact:             MAIL         PHONE         EMAIL         CONTACT

(Please Circle One)

Notes:

CONTACTS

Name:	Name:
Address:	Address:
City, State, ZIP:	City, State, ZIP:
Home Phone:	Home Phone:
Work Phone:	Work Phone:
Email:	Email:
Relationship:	Relationship:

PRIMARY CARE PHYSICIAN(S)/ Specialists

Name:
DOB:	SSN:
Address:
City, State, ZIP:
Home Phone:	Work Phone:
Email:

Name:
DOB:	SSN:
Address:
City, State, ZIP:
Home Phone:	Work Phone:
Email:

Signature: _________________________________________     Date: __________________

Signed by: ________________________________________

EX-31.1

CERTIFICATIONS

I, Lorraine Fusco, certify that;

1.

I have reviewed this quarterly report on Form 10-Q for the quarter ended September 30, 2013 of Crown Alliance Capital Limited;

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: November 14, 2013

By: /s/ Lorraine Fusco

Title: Chief Executive Officer

EX-31.2

CERTIFICATIONS

I, Lorraine Fusco, certify that;

1.

I have reviewed this quarterly report on Form 10-Q for the quarter ended September 30, 2013 of Crown Alliance Capital Limited;

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: November 14, 2013

By: /s/ 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 quarterly Report of Crown Alliance Capital Limited (the “Company”) on Form 10-Q for the quarter ended September 30, 2013 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:	November 14, 2013

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

XML

Subsequent Events

3 Months Ended

Sep. 30, 2013

Notes

Subsequent Events

Note 12  Subsequent Events

Subsequent to the period end the Company:

i)          On October 31, 2013 paid $120,000 to acquire the remaining life policy in the contract entered into on March 15, 2012.

ii)         On October 31, 2013, the Company issued three promissory notes in aggregate for $1,500,000 and received $1,500,000 cash in exchange.  Each note bears interest at 15% per annum and is secured by a life policy with a value of $2,000,000.  The notes are due upon the maturity of the security or March 30, 2017, whichever is earlier.

XML

STATEMENTS OF OPERATIONS (USD $)	3 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Income Statement
Income
Cost of insurance contracts
Gross Profit
Expenses
Audit and accounting fees	11,246	10,710
Bank charges	282	528
Stock-based consulting fees	662,600
Consulting fees	52,600	8,435
Depreciation	1,076	3,040
Foreign exchange (gain) loss	(148)	172
Legal fees	31,723	9,041
Management fees	50,000	45,000
Marketing and promotion	6,677	17,850
Office expenses	1,873	789
Rent	5,969	15,569
Transfer and filing fees		15,670
Travel	10,594	2,467
Operating loss	834,492	129,271
Interest expense	(3,119)	(1,134)
Net income (loss)	$ (837,611)	$ (130,405)
Loss per share - Basic	$ 0.00	$ 0.00
Weighted average number of shares outstanding	212,714,897	206,474,507

XML

Financial Instruments

3 Months Ended

Sep. 30, 2013

Notes

Financial Instruments

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.

XML

Summary of Significant Accounting Policies: Newly Issued Accounting Pronouncements (Policies)

3 Months Ended

Sep. 30, 2013

Policies

Newly Issued Accounting Pronouncements

Newly Issued Accounting Pronouncements

The Company has reviewed issued accounting pronouncements and plans to adopt those that are applicable to it. The Company does not expect the adoption of any other pronouncements to have an impact on its results of operations or financial position.

XML

Summary of Significant Accounting Policies: Cash and Cash Equivalents Policy (Policies)

3 Months Ended

Sep. 30, 2013

Policies

Cash and Cash Equivalents Policy

Cash and cash equivalents

The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.  There were no cash equivalents held at September 30, 2013 or June 30, 2013.

XML

Commitment: Annual minimum future lease payments (Details) (USD $)	Sep. 30, 2013
Details
Annual minimum future lease payments (fiscal 2013)	$ 17,400
Annual minimum future lease payments (fiscal 2014)	18,000
Annual minimum future lease payments (total)	$ 35,400

XML

Capital Stock: Share purchase warrants outstanding (Tables)

3 Months Ended

Sep. 30, 2013

Tables/Schedules

Share purchase warrants outstanding

		Number
Number		Exercisable
of	Exercise	at	Expiry
Shares	Price	June 30, 2013	Date
650,000	$0.22	650,000	August 8, 2016
250,000	$0.22	250,000	August 28, 2016
900,000		900,000

XML

Capital Stock: Changes in share purchase warrants (Tables)

3 Months Ended

Sep. 30, 2013

Tables/Schedules

Changes in share purchase warrants

	Three Months Ended September 30, 2013			Year Ended June 30, 2013
	Number	Weighted Average Exercise Price		Number	Weighted Average Exercise Price
Balance, beginning of period	900,000	$	0.22	-	$	-
Issued	-		-	900,000		0.22
Exercised	-		-	-		-
Balance, end of period	900,000	$	0.22	900,000	$	0.22

XML

Related Party Transactions (Details) (USD $)		9 Months Ended	12 Months Ended
	Oct. 03, 2011 Share subscription agreement	Mar. 31, 2013 Stock Cancellation Agreement	Jun. 30, 2013 Stock Cancellation Agreement	Jun. 30, 2012 Stock Cancellation Agreement	Jan. 26, 2012 Stock Cancellation Agreement
Common shares issued	89,285,750
Per share	$ 0.0005
Total proceeds	$ 45,000
Repurchased and cancelled shares					89,285,750
Promissory note					45,000
Promissory note settlement		48,205
Interest expense accrued			$ 2,404	$ 801

XML

Investment in Life Settlement Policies (Details) (USD $)	3 Months Ended	12 Months Ended	13 Months Ended
	Sep. 30, 2013	Jun. 30, 2013	Oct. 31, 2013	Jan. 31, 2013	Dec. 28, 2012	Jun. 19, 2012	Mar. 15, 2012
Details
Contract to acquire four life settlement policies							$ 570,000
Life settlement policy one acquired, face value						500,000
Life settlement policy one acquired, remaining life expectancy						2.50
Life settlement policy one acquired, carrying value	161,925	153,375
Life settlement policy two acquired, face value					1,000,000
Life settlement policy two acquired, remaining life expectancy					3.75
Life settlement policy two acquired, carrying value	507,076	462,076
Life settlement policy matured, proceeds				452,923
Policy premiums paid	92,503	76,003
Amount of life settlement paid		$ 325,000	$ 120,000

XML

Summary of Significant Accounting Policies: Exiting Development Stage (Details) (USD $)	Jun. 30, 2013
Details
Accumulated losses as a development stage company	$ 871,916

XML

Subsequent Events (Details) (USD $)	1 Months Ended	12 Months Ended	13 Months Ended
	Oct. 31, 2013	Jun. 30, 2013	Oct. 31, 2013
Details
Amount of life settlement paid		$ 325,000	$ 120,000
Proceeds from issuance of promissory notes	$ 1,500,000

XML

Property and equipment: Property and equipment assets (Tables)

3 Months Ended

Sep. 30, 2013

Tables/Schedules

Property and equipment assets

	September 30, 2013	June 30, 2013
Cost
Computer equipment	$ 3,618	$ 3,618
Office equipment and furnishings	10,705	10,705
Leasehold improvements	--	--
Gross cost	14,323	14,323
Accumulated depreciation	(5,645)	(4,569)
Net book value	$ 8,678	$ 9,754

XML

Basis of Presentation

3 Months Ended

Sep. 30, 2013

Notes

Basis of Presentation

Note 1  Basis of Presentation

While the information presented in the accompanying September 30, 2013 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 financial statements should be read in conjunction with the Company’s June 30, 2013 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, 2013 are not necessarily indicative of the results that can be expected for the year ending June 30, 2014.

XML

Summary of Significant Accounting Policies

3 Months Ended

Sep. 30, 2013

Notes

Summary of 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:

Cash and cash equivalents

The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.  There were no cash equivalents held at September 30, 2013 or June 30, 2013.

Exiting Development Stage

The Company was in the development stage through June 30, 2013.  In October 2013, the Company acquired the remaining life policy in the contract entered into on March 15, 2012 and secured funding to purchase additional policies.  As of July 2013, the Company became fully operational and as such was no longer considered a development stage company.  During the period that the Company was considered a development stage company, the Company incurred accumulated losses of approximately $871,916.

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. 

Investments in Insurance Contracts

The Company adopted FASB ASC Topic 325-30 “Investments in Insurance Contracts” and accounts for life settlement contracts using the investment method.  Life settlement contracts will be initially recognized at the transaction price.  Any additional costs, such as premiums paid, will be capitalized.  In accordance with ASC 230, “Statement of Cash Flows”, cash paid towards acquiring and maintaining life settlement policies will be treated as an investing outflow while the receipt of proceeds over the cash invested will be shown as an operating cash flow with return of investment and premiums shown as investing inflows.

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.

Foreign Currency Translation

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.

Newly Issued Accounting Pronouncements

The Company has reviewed issued accounting pronouncements and plans to adopt those that are applicable to it. The Company does not expect the adoption of any other pronouncements to have an impact on its results of operations or financial position.

XML

Related Party Transactions

3 Months Ended

Sep. 30, 2013

Notes

Related Party Transactions

Note 6  Related Party Transactions

On October 3, 2011, the Company issued 89,285,750 common shares pursuant to a share subscription agreement at $0.0005 per share for total proceeds of $45,000.  Shares were issued to a company managed by our President.

On January 26, 2012, the Company repurchased and cancelled 89,285,750 shares of its own stock and as consideration issued a $45,000 promissory note to a company managed by our President.  The promissory note is unsecured, bears interest at 10% per annum, and is due on or before January 26, 2013.  During the year ended June 30, 2013, the Company settled the note in the amount of $48,205 including accrued interest to settlement.  During the year ended June 30, 2013 the Company accrued $2,404 (year ended June 30, 2012 - $801) of interest expense in respect of this note payable.

On February 8, 2012, the Company entered into an Employment Agreement with the President of the Company.  Pursuant to the agreement the President will receive a signing bonus of $25,000 and $180,000 per annum February 8, 2012 until February 8, 2013 (the initial term) for services rendered plus reimbursement of the Company’s expenses.

The initial term shall be automatically renewed for up to 3 years successive years in consecutive one year periods. The agreement will continue in force unless either party gives notice of termination not more than 270 days and not less than 30 days prior to the then existing term of employment.

The annual base compensation pursuant to the employment agreement is as follows:

$180,000 until February 8, 2013;

$200,000 until February 8, 2014;

$255,000 until February 8, 2015;

$255,000 per annum thereafter, - unless renewal terms are renegotiated

The Agreement also allows in addition to the base salary noted above for bonus payments to be made as deemed reasonable at the time by the Board of Directors either as cash, or grants of stock options. On March 26, 2013, the Board of Directors approved a bonus to the president of $35,000.

As of September 30, 2013, accounts payable and accrued liabilities includes $33,342 (June 30, 2013 - $3,207) in respect of unpaid management fees.  Management fees for the three month period ended September 30, 2013 includes $50,000 (three month period to September 30, 2012 - $45,000) pursuant to this agreement.

On June 18, 2013, the Company issued a promissory note for $95,000 and received $95,000 in exchange.  The promissory note is unsecured, bears interest at 14% per annum, and is due on or before July 18, 2013.  On July 18, 2013 the terms of the note were amended to due upon demand. The Company accrued $3,556 (three month period ended September 30, 2012 - $nil) of interest expense in respect of this note payable.  The Company repaid $10,000 of the principal and  has also paid $1,567 of the interest due.  At September 30, 2013 accrued interest of $1,988 (June 30, 2013 - $437) was recorded.

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Property and equipment

3 Months Ended

Sep. 30, 2013

Notes

Property and equipment

Note 4  Property and equipment

	September 30, 2013	June 30, 2013
Cost
Computer equipment	$ 3,618	$ 3,618
Office equipment and furnishings	10,705	10,705
Leasehold improvements	--	--
Gross cost	14,323	14,323
Accumulated depreciation	(5,645)	(4,569)
Net book value	$ 8,678	$ 9,754

As of September 30, 2013 and 2012 depreciation expense was $1,076 and $3,040, respectively.

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Investment in Life Settlement Policies: Estimated premiums, life settlement policies (Details) (USD $)	Sep. 30, 2013
Details
Estimated premiums to be paid (Year 1)	$ 280,200
Estimated premiums to be paid (Year 2)	280,200
Estimated premiums to be paid (Year 3)	280,200
Estimated premiums to be paid (Year 4)	205,200
Estimated premiums to be paid (Year 5)	63,550
Estimated premiums to be paid (Total)	$ 1,109,350

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Commitment: Annual minimum future lease payments (Tables)

3 Months Ended

Sep. 30, 2013

Tables/Schedules

Annual minimum future lease payments

Fiscal 2014	$	17,400
Fiscal 2015		18,000
	$	35,400

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Property and equipment: Property and equipment assets (Details) (USD $)	Sep. 30, 2013	Jun. 30, 2013
Property, Plant and Equipment, Gross	$ 14,323	$ 14,323
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	(5,645)	(4,569)
Property and equipment (net)	8,678	9,754
Computer Equipment
Property, Plant and Equipment, Gross	3,618	3,618
Office equipment and furnishings
Property, Plant and Equipment, Gross	$ 10,705	$ 10,705

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Capital Stock: Changes in share purchase warrants (Details) (USD $)	12 Months Ended
	Jun. 30, 2013	Sep. 30, 2013
Details
Share purchase warrants issued	900,000
Weighted average exercise price, warrants	$ 0.22
Share purchase warrants outstanding	900,000	900,000

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BALANCE SHEETS (Parenthetical) (USD $)	Sep. 30, 2013	Jun. 30, 2012
Balance Sheet
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	450,000,000	450,000,000
Common stock, shares issued	212,746,848	212,703,620
Common stock, shares outstanding	212,746,848	212,703,620

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Commitment

3 Months Ended

Sep. 30, 2013

Notes

Commitment

Note 9  Commitments

On March 16, 2013, the Company entered into a lease agreement for a term of two years commencing April 1, 2013.

As of September 30, 2013, the Company’s commitment for annual minimum future lease payments under office rental agreements are as follows:

Fiscal 2014	$	17,400
Fiscal 2015		18,000
	$	35,400

On May 14, 2013, the Company entered into a Consultancy agreement with Cara Capital LLC. (“Caro”) which expires on November 14, 2013.  Pursuant to the agreement the Company receive consultancy services with respect to investor relations, sourcing financing and introducing the Company to investment managers and analysts.  As compensation for services rendered the Company will issue Caro 2,000,000 common shares with a fair value of $1,320,000 for proceeds of $2,000 which is being amortised over the period of the Contract. Additionally, the Company will also pay a monthly retainer of $2,000 during the term of the agreement.  The contract can be terminated by either party upon delivery of 30 days written notice of termination.

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STATEMENTS OF CASH FLOWS (USD $)	3 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Cash Flows Used in Operating Activities
Net loss	$ (837,611)	$ (130,405)
Adjustments to reconcile net loss to net cash used by operating activities:
Interest expense,	3,119
Depreciation	1,076	3,040
Stock-based compensation	662,600
Changes in operating assets and liabilities:
Prepaid expenses	46,600	(1,500)
Accrued interest, related party	(1,567)	1,134
Accounts payable	57,358	19,179
Net cash used in operating activities	(68,425)	(108,552)
Cash Flows from Investing Activities
Purchase of life settlement policies and capitalized premiums	32,850	187,599
Purchase of property and equipment		4,569
Net cash used in investing activities	(32,850)	(192,168)
Cash Flows from Financing Activities
Proceeds from capital stock issued		424,500
Proceeds from share subscriptions received		59,500
Payments of notes payable, related party	10,000
Net cash provided by financing activities	(10,000)	484,000
Increase in cash during the period	(111,275)	183,280
Cash, beginning of the period	144,769	22,830
Cash, end of the period	$ 33,494	$ 206,110

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BALANCE SHEETS (USD $)	Sep. 30, 2013	Jun. 30, 2013
Current assets
Cash	$ 33,494	$ 144,769
Prepaid expenses	416,700	1,125,900
Total current assets	450,194	1,270,669
Long term assets
Premiums on life settlement policies	92,503	76,003
Investments in life settlement policies	669,001	615,451
Property and equipment (net)	8,678	9,754
Lease deposit	3,616	3,616
Total long term assets	773,798	704,824
Total assets	1,223,992	1,975,493
Current liabilities
Accounts payable	153,595	59,037
Accrued interest, related party	1,989	437
Notes payable, related party	85,000	95,000
Total current liabilities	240,584	154,474
Total liabilities	240,584	154,474
STOCKHOLDERS' EQUITY
Preferred stock value
Common stock value	212,748	212,705
Additional paid in capital	2,480,187	2,456,455
Share subscriptions received		23,775
Deficit accumulated during the development stage	(1,709,527)	(871,916)
Total stockholders' equity	983,408	1,821,019
Total liabilities and stockholders' equity	$ 1,223,992	$ 1,975,493

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Investment in Life Settlement Policies: Estimated premiums, life settlement policies (Tables)

3 Months Ended

Sep. 30, 2013

Tables/Schedules

Estimated premiums, life settlement policies

Year 1	$	280,200
Year 2		280,200
Year 3		280,200
Year 4		205,200
Year 5		63,550
Total estimated premiums	$	1,109,350

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Summary of Significant Accounting Policies: Foreign Currency Translation (Policies)

3 Months Ended

Sep. 30, 2013

Policies

Foreign Currency Translation

Foreign Currency Translation

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.

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Commitment (Details) (Consultancy agreement with Cara Capital LLC, USD $)	May 14, 2013
Consultancy agreement with Cara Capital LLC
Common shares issued	2,000,000
Fair market value	$ 1,320,000
Total proceeds	2,000
Monthly retainer	$ 2,000

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Prepaid Expenses Note (Details) (USD $)	Sep. 30, 2013	Jun. 30, 2013
Details
Prepaid consulting fees	$ 416,700	$ 1,125,900
Prepaid stock-based compensation attributable to prepaid expenses	$ 316,897	$ 979,497

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Capital Stock (Details) (Share subscription agreement, USD $)	Sep. 06, 2013	May 31, 2013
Share subscription agreement
Total proceeds		$ 23,775
Common shares issued	43,228
Price per share		$ 0.55

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Capital Stock

3 Months Ended

Sep. 30, 2013

Notes

Capital Stock

Note 8  Capital Stock

The authorized common stock of the Company consists of 450,000,000 shares of common stock with par value of $0.001 and 10,000,000 shares of preferred stock with a par value of $0.001. As of September 30, 2013 the Company had 210,746,848 (June 30, 2013 - 210,703,620) common stock and zero (June 30, 2013 - zero) preferred stock outstanding.

a)  Issued

On May 31, 2013 the Company received $23,775 pursuant to a share subscription agreement to acquire 43,228 common shares at $0.55 per share.  The Company received Cdn$25,000 as subscription proceeds.  On September 6, 2013 the stock was issued.

b)  Share Purchase Warrants

A summary of changes in share purchase warrants for the three month ended September 30, 2013 and the year ended June 30, 2013 is presented below:

	Three Months Ended September 30, 2013			Year Ended June 30, 2013
	Number	Weighted Average Exercise Price		Number	Weighted Average Exercise Price
Balance, beginning of period	900,000	$	0.22	-	$	-
Issued	-		-	900,000		0.22
Exercised	-		-	-		-
Balance, end of period	900,000	$	0.22	900,000	$	0.22

As at September 30, 2013, share purchase warrants were outstanding for the purchase of common shares as follows:

		Number
Number		Exercisable
of	Exercise	at	Expiry
Shares	Price	June 30, 2013	Date
650,000	$0.22	650,000	August 8, 2016
250,000	$0.22	250,000	August 28, 2016
900,000		900,000

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Supplemental Cash Flow Information: Schedule of Cash Flow, Supplemental Disclosures (Tables)

3 Months Ended

Sep. 30, 2013

Tables/Schedules

Schedule of Cash Flow, Supplemental Disclosures

	Three Months Ended
	September 30,
	2013		2012
Supplemental information:
Interest paid in cash	$	1,567	$	--
Taxes paid in cash	$	--	$	--
Non-cash interest and financing activities:
Prepaid stock-based compensation	$	(662,600)	$	--
Accrued policy premiums	$	(37,200)	$	--
Settlement of share subscriptions received	$	(23,775)	$	--

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Supplemental Cash Flow Information: Schedule of Cash Flow, Supplemental Disclosures (Details) (USD $)	3 Months Ended
	Sep. 30, 2013
Details
Interest paid in cash	$ 1,567
Prepaid stock-based compensation	(662,600)
Accrued policy premiums	(37,200)
Settlement of share subscriptions received	$ (23,775)

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Supplemental Cash Flow Information

3 Months Ended

Sep. 30, 2013

Notes

Supplemental Cash Flow Information

Note 11  Supplemental cash flow information

	Three Months Ended
	September 30,
	2013		2012
Supplemental information:
Interest paid in cash	$	1,567	$	--
Taxes paid in cash	$	--	$	--
Non-cash interest and financing activities:
Prepaid stock-based compensation	$	(662,600)	$	--
Accrued policy premiums	$	(37,200)	$	--
Settlement of share subscriptions received	$	(23,775)	$	--

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Prepaid Expenses Note

3 Months Ended

Sep. 30, 2013

Notes

Prepaid Expenses Note

Note 7  Prepaid Expenses

As of September 30, 2013, prepaid expenses were $416,700 (June 30, 2013 - $1,125,900).  Prepaid expenses consist of prepaid consulting fees related to two separate consultants and will be amortized over the life of each agreement ranging from six months to one year. Of the total prepaid expenses, at September 30, 2013 $316,897 (June 30, 2013 - $979,497) is attributable to prepaid stock-based compensation.

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Nature of Operations

3 Months Ended

Sep. 30, 2013

Notes

Nature of Operations

Note 2  Nature of Operations

The Company was incorporated in the state of Nevada, United States of America on March 4, 2010.  The Company was 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.

On January 30, 2012, the Board of Directors approved a change in name from Kinetic Resources Corp. to Crown Alliance Capital Limited and a forward-split of its Common Stock on the basis of 17.85715 shares of Common Stock for one share of Common Stock held by shareholders of record at the close of business on February 10, 2012.

On March 15, 2013, the Board of Directors approved a forward-split of its Common Stock on the basis of five shares of Common Stock for one share of Common Stock held by shareholders of record at the close of business on March 31, 2013.

On March 20, 2013, the Board of Directors approved an increase in the number of authorized common shares of the Company from 90,000,000 to 450,000,000.

All share and per share data has been retroactively adjusted to reflect the effect of the forward-splits.

On March 15, 2012, the Company entered into its first contract to acquire life settlement policies.  The agreement is closed on October 31, 2013.

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Property and equipment (Details) (USD $)	3 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Details
Depreciation expense	$ 1,076	$ 3,040

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Summary of Significant Accounting Policies: Exiting Development Stage (Policies)

3 Months Ended

Sep. 30, 2013

Policies

Exiting Development Stage

Exiting Development Stage

The Company was in the development stage through June 30, 2013.  In October 2013, the Company acquired the remaining life policy in the contract entered into on March 15, 2012 and secured funding to purchase additional policies.  As of July 2013, the Company became fully operational and as such was no longer considered a development stage company.  During the period that the Company was considered a development stage company, the Company incurred accumulated losses of approximately $871,916.

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Investment in Life Settlement Policies

3 Months Ended

Sep. 30, 2013

Notes

Investment in Life Settlement Policies

Note 10  Investment in Life Settlement Policies

On March 15, 2012, the Company entered into its first contract to acquire four life settlement policies for the aggregate sum of $570,000, payable on or before April 23, 2012.  Pursuant to the agreement the Company is responsible for all premiums payable pursuant to the terms of the policies and are entitled to fifty percent of the death benefits of those policies not formally closed pursuant to the terms of the agreement.  ASC 325-30, Investments in Insurance Contracts, provides that a purchaser may elect to account for its investments in life settlement contracts based on the initial investment at the purchase price plus all initial direct costs. Continuing costs (e.g., policy premiums, statutory interest and direct external costs, if any) to keep the policy in force are capitalized. The Company has elected to use the investment method and refer to the recorded amount as the carrying value of the policies.

On June 19, 2012, the Company acquired one of the four life settlement policies.  The face value of the policy is $500,000 with a remaining life expectancy of 2.50 years.  As of September 30, 2013, the carrying value of the policy is $161,925 (June 30, 2013 - $153,375).

On December 28, 2012, the Company acquired the second life settlement policy pursuant to the above agreement.  The face value of the policy is for $1,000,000 with a remaining life of 3.75 years.  As of September 30, 2013, the carrying value of the policy is $507,076 (June 30, 2013 - $462,076).

During January 2013, one life settlement policy which the Company had not formally acquired matured upon the death of the insured.  The Company received proceeds equal to one half of the net proceeds less acquisition costs paid by Universal Settlements International Inc. aggregating $452,923.  At Maturity the Company had capitalized into life settlement premiums paid an amount of $83,715 in respect of this policy.

The Company evaluates the carrying value of their investment in life settlement policies on a regular basis and adjusts their total basis in the policies using new or updated information that affects their assumptions about remaining life expectancy, credit worthiness of the policy issuer, funds needed to maintain the asset until maturity, discount rates and potential return.

The Company recognizes impairment on individual policies if the expected undiscounted cash flows are less than the carrying amount of the investment, plus anticipated undiscounted future premiums and capitalizable direct external costs, if any. Impairment of policies is generally caused by the insured significantly exceeding the estimate of the original life expectancy, which causes the original policy costs and projected future premiums to exceed the estimated maturity value.

The Company does not believe the life settlement policies to be impaired as of September 30, 2013.

Estimated premiums to be paid for each of the five succeeding fiscal years to keep all three policies in force as September 30, 2013, are as follows.

Year 1	$	280,200
Year 2		280,200
Year 3		280,200
Year 4		205,200
Year 5		63,550
Total estimated premiums	$	1,109,350

As of September 30, 2013, $92,503(June 30, 2013, $76,003) of the policy premiums has been paid on the remaining policy and the premium payments have been capitalized in the financial statements.

On April 27, 2012, the Company amended the original life settlement contract to extend the $570,000 payable due date to May 10, 2012, the contract was further amended on May 23, 2012 to extend the $570,000 payable due date to September 17, 2012, and on September 24, 2012, the contract was amended again to extend the $570,000 payable due date to October 17 2012.  On April 18, 2012 the contract was further amended to extend the contract due date for the remaining amount payable to June 28, 2013.  On July 18, 2013, the contract was amended to extend the contract due date to September 30, 2013.  The contract was further amended on September 30, 2013 to extend the remaining amount payable to October 31, 2013.

As of September 30, 2013, the Company has paid a total of $325,000 towards the $445,000 payable.  The balance of the amount payable $120,000 was paid on October 31, 2013.

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Summary of Significant Accounting Policies: Stock-based Compensation Policy (Policies)

3 Months Ended

Sep. 30, 2013

Policies

Stock-based Compensation Policy

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.

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Summary of Significant Accounting Policies: Earnings Per Share (Policies)

3 Months Ended

Sep. 30, 2013

Policies

Earnings Per Share

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. 

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Document and Entity Information	3 Months Ended
	Sep. 30, 2013
Document and Entity Information
Entity Registrant Name	Crown Alliance Capital Ltd
Document Type	10-Q
Document Period End Date	Sep. 30, 2013
Amendment Flag	false
Entity Central Index Key	0001487439
Current Fiscal Year End Date	--06-30
Entity Common Stock, Shares Outstanding	212,746,848
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	2014
Document Fiscal Period Focus	Q1

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Summary of Significant Accounting Policies: Investments in Insurance Contracts (Policies)

3 Months Ended

Sep. 30, 2013

Policies

Investments in Insurance Contracts

Investments in Insurance Contracts

The Company adopted FASB ASC Topic 325-30 “Investments in Insurance Contracts” and accounts for life settlement contracts using the investment method.  Life settlement contracts will be initially recognized at the transaction price.  Any additional costs, such as premiums paid, will be capitalized.  In accordance with ASC 230, “Statement of Cash Flows”, cash paid towards acquiring and maintaining life settlement policies will be treated as an investing outflow while the receipt of proceeds over the cash invested will be shown as an operating cash flow with return of investment and premiums shown as investing inflows.