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 June 30, 2015
Commission File Number 333-1888873
COSMO VENTURES INC. |
(Exact name of registrant as specified in its charter) |
Nevada |
| 33-1227173 |
(State or other jurisdiction of incorporation or organization) |
| (I.R.S. Employer Identification No.) |
VPO – Bham Distt, Hoshiarpur Tehsil Ghars, Punjab, India 14613
(Address of principal executive offices)(Zip Code)
800-582-3042
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ¨ Yes x 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. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ¨ | Accelerated filer | ¨ |
Non-accelerated filer | ¨ | Smaller reporting company | x |
(Do not check if a smaller reporting company) |
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). x Yes ¨ No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. ¨ Yes ¨ No
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of January 18, 2017, there were 13,000,000 shares of common stock issued and outstanding.
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Item 1. | 3 | ||
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 10 | |
Item 3. | 11 | ||
Item 4. | 11 | ||
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Item 1. | 12 | ||
Item 1A. | 12 | ||
Item 2. | 12 | ||
Item 3. | 12 | ||
Item 4. | 12 | ||
Item 5. | 12 | ||
Item 6. | 13 |
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Table of Contents |
Cosmo Ventures Inc.
FINANCIAL STATEMENTS
4 | |||
Statements of Operations - For the Three months ended June 30, 2015 and 2014 | 5 | ||
Statements of Cash Flows - For the Three months ended June 30, 2015 and 2014 | 6 | ||
7 |
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Table of Contents |
BALANCE SHEETS
As of June 30, 2015 and March 31, 2015
(unaudited)
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| June 30, 2015 |
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| March 31, 2015 |
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ASSETS |
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CURRENT ASSETS |
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Cash |
| $ | 4,408 |
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| $ | 4,507 |
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TOTAL ASSETS |
| $ | 4,408 |
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| $ | 4,507 |
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LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||||||||
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CURRENT LIABILITIES |
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Accounts payable |
| $ | 3,128 |
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| 2,831 |
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Due to related party |
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| 2,800 |
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| 2,800 |
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TOTAL CURRENT LIABILITIES |
| $ | 5,928 |
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| $ | 5,631 |
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STOCKHOLDERS’ DEFICIT |
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Common stock - 75,000,000 shares authorized, $0.001 par value; 13,000,000 shares issued and outstanding |
| $ | 13,000 |
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| $ | 13,000 |
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Additional paid-in capital |
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| 12,000 |
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| 12,000 |
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Stock subscriptions receivable |
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| (6,000 | ) |
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| (6,000 | ) |
Accumulated deficit |
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| (20,520 | ) |
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| (20,124 | ) |
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TOTAL STOCKHOLDERS’ DEFICIT |
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| (1,520 | ) |
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| (1,124 | ) |
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TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT |
| $ | 4,408 |
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| $ | 4,507 |
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The accompanying notes are an integral part of these financial statements.
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Table of Contents |
STATEMENTS OF OPERATIONS
For Three Months ended June 30, 2015 and 2014
(unaudited)
| Three months ended June 30, 2015 |
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| Three months ended June 30, 2014 |
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OPERATING EXPENSES |
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General and administrative |
| $ | 396 |
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| 2,148 |
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TOTAL OPERATING EXPENSES |
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| 396 |
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| 2,148 |
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NET LOSS |
| $ | (396 | ) |
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| (2,148 | ) |
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LOSS PER COMMON SHARE – BASIC AND DILUTED |
| $ | (0.00 | ) |
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| (0.00 | ) |
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WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING – BASIC AND DILUTED |
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| 13,000,000 |
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| 13,000,000 |
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The accompanying notes are an integral part of these financial statements.
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Table of Contents |
STATEMENTS OF CASH FLOWS
For the Three Months ended June 30, 2015 and 2014
(unaudited)
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| Three months ended June 30, 2015 |
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| Three months ended June 30, 2014 |
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CASH FLOWS FROM OPERATING ACTIVITIES |
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Net loss |
| $ | (396 | ) |
| $ | (2,148 | ) |
Adjustments to reconcile net loss to net cash used in operating activities |
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Changes in operating assets and liabilities: |
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Accounts payable |
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| 297 |
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| 500 |
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NET CASH USED IN OPERATING ACTIVITIES |
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| (99 | ) |
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| (1,648 | ) |
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CASH FLOWS FROM INVESTING ACTIVITIES |
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| - |
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| - |
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CASH FLOWS FROM FINANCING ACTIVITIES |
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Proceeds from sales of common stock |
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| - |
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| 4,285 |
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Repayment of advances to related party |
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| - |
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| - |
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NET CASH PROVIDED BY FINANCING ACTIVITIES |
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| - |
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| 4,285 |
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NET INCREASE IN CASH |
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| (99 | ) |
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| 2,637 |
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CASH, BEGINNING OF PERIOD |
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| 4,507 |
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| 2,705 |
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CASH, END OF PERIOD |
| $ | 4,408 |
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| 5,342 |
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NON-CASH INVESTINGAND FINANCING ACTIVITIES: |
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Common stock issued for related party payable |
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| - |
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| $ | 5,000 |
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The accompanying notes are an integral part of these financial statements.
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Table of Contents |
Notes to Financial Statements
NOTE 1 – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company
Cosmo Ventures Inc. (the “Company”) was incorporated in the State of Nevada on February 3, 2013, with a year end of March 31. The Company intends to purchase overstocked inventory items from manufacturers and retailers and offer them to the public at discounted prices via a web-based on-line store.
Basis of Presentation – Unaudited Financial Statements
The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for financial information and with the instructions to Form 10-Q. They do not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the fiscal year ended March 31, 2015 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. The unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-K. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending March 31, 2016.
Use of Estimates and Assumptions
Preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Accordingly, actual results could differ from those estimates.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.
Earnings (Loss) per Common Share
The basic earnings (loss) per common share is calculated by dividing the Company’s net income (loss) available to common shareholders by the weighted average number of common shares during the period. The diluted earnings (loss) per share is calculated by dividing the Company’s net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company. As of June 30, 2015, there were no common stock equivalents outstanding.
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Table of Contents |
Income Taxes
The Company follows the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances and tax loss carry-forwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment.
Stock-based Compensation
The Company estimates the fair value of each stock-based compensation award at the grant date by using Black-Scholes Option Pricing Model. The fair value determined represents the cost of the award and is recognized over the vesting period during which an employee is required to provide service in exchange for the award. As stock-based compensation expense is recognized based on awards ultimately expected to vest. Excess tax benefits, if any, are recognized as additional paid in capital.
Subsequent Events
The Company has evaluated all transactions through the financial statement issuance date for subsequent event disclosure consideration.
Recent Accounting Pronouncements
The Company does not expect the adoption of any recent accounting pronouncements to have a material impact on its financial statements.
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Table of Contents |
NOTE 2 – GOING CONCERN
To date the Company has generated no revenues from its business operations and has incurred operating losses of $20,520 since inception. As of June 30, 2015, the Company has a working capital deficit of $1,520. The Company requires additional funding to meet its ongoing obligations and to fund anticipated operating losses. The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern. The Company intends to continue to fund its business by way of private placements and advances from related parties as may be required. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.
NOTE 3 – RELATED PARTY TRANSACTIONS
During the three-month periods ended June 30, 2015 and 2014, the Company’s CEO loaned the Company cash to support operations. Balances as of June 30, 2015 and March 31, 2015 were $2,800 and $2,800, respectively. The balance due is unsecured and non-interest-bearing with no set terms of repayment.
NOTE 4 – EQUITY
The Company has 75,000,000 common shares authorized with a par value of $0.001 per share. No preferred shares have been authorized or issued.
On April 30, 2014, the Company entered into stock subscription agreements to issue 3,000,000 shares of its common stock at $0.005 per share for $15,000 in cash. As of March 31, 2015, agreements to issue 3,000,000 shares were executed; of which 1,800,000 shares had been issued for net proceeds of $9,000 prior to March 31, 2015. Payments from subscribers for 1,200,000 shares in the amount of $6,000 were not received by the Company until August 3, 2015 and the shares were issued then.
On May 8, 2014, the Company issued 5,000,000 of common shares at $0.001 per share to the sole director and President of the Company for payment of related party advances of $5,000.
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Table of Contents |
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
This section of this Form 10-Q includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our predictions.
Results of Operations
For the three month period ended June 30, 2015 and June 30, 2014 we had no revenue. Expenses for the three month period ended June 30, 2015 totaled $396 resulting in a Net loss of $396. Compared to expenses for the three month period ended June 30, 2014 totaled $2,148 resulting in a Net loss of $2,148. The Net Loss for the three month period ended June 30, 2015 is a result of Office and general expense of $396 comprised primarily of filing fees of $396. Compared to expenses for the three months ended June 30, 2014 is a result of Office and general expenses of $1,648 comprised of bank service charges of $1,628 and office supplies of $20 and Professional fees of $500.
Capital Resources and Liquidity
There is substantial doubt if we can continue as an on-going business for the next twelve months unless we obtain additional capital. No substantial revenues are anticipated until we have completed the financing from this offering and implemented our plan of operations. With the exception of cash advances from our sole Officer and Director, our only source for cash at this time is investments by others by way of private placements. Since inception we have raised $25,000 through the sale of Company’s common stock. We must raise additional cash to implement our strategy and stay in business.
As of June 30, 2015, we had $4,408 in cash as compared to $4,507 in cash at March 31, 2015. The funds available to the Company will not be sufficient to fund the planned operations of the Company and maintain a reporting status. As of June 30, 2015 the Company’s sole officer and director, Mr. Ram has loaned the Company $2,800 and he has indicated that he may be willing to provide a maximum of $50,000, required to maintain the reporting status, in the form of a non-secured loan for the next twelve months as the expenses are incurred if no other proceeds are obtained by the Company. However, there is no contract or written agreement in place.
We anticipate that we will begin the development of our proposed business plan to purchase overstocked inventory items and offer them to the public via a web-based on-line store and hire additional consultants to setup out website within the next 180 days.
Off-balance sheet arrangements
Other than the situation described in the section titled Capital Recourses and Liquidity, the company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect or change on the company’s financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors. The term “off-balance sheet arrangement” generally means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the company is a party, under which the company has (i) any obligation arising under a guarantee contract, derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assets
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Item 3. Quantitative and Qualitative Disclosures about Market Risk.
We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.
Item 4. Controls and Procedures.
Disclosure Controls and Procedures
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 Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time period 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 or submitted under the Securities Exchange Act of 1934 is accumulated and communicated to management including our principal executive officer and principal financial officer as appropriate, to allow timely decisions regarding required disclosure.
In connection with this quarterly report, as required by Rule 15d-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of the design and operation of our company's disclosure controls and procedures. The material weaknesses in our disclosure control procedures are as follows:
1. Lack of formal policies and procedures necessary to adequately review significant accounting transactions. We utilize a third party independent contractor for the preparation of our financial statements. Although the financial statements and footnotes are reviewed by our management, we do not have a formal policy to review significant accounting transactions and the accounting treatment of such transactions. The third party independent contractor is not involved in our day to day operations and may not be provided information from our management on a timely basis to allow for adequate reporting/consideration of certain transactions.
2. Audit Committee and Financial Expert. We do not have an audit committee with a financial expert and, thus, we lack the appropriate oversight within the financial reporting process.
We intend to initiate measures to remediate the identified material weaknesses, including, but not necessarily limited to, the following:
| · | Establishing a formal review process of significant accounting transactions that includes participation of our principal executive officer, principal financial officer and corporate legal counsel. |
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| · | Form an audit committee that will establish policies and procedures that will provide our Board of Directors with a formal review process that will among other things, assure that management controls and procedures are in place and being maintained consistently. |
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) or 15d-15(f)) during the quarter ended June 30, 2015 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.
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Currently we are not involved in any pending litigation or legal proceeding.
We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.
Item 2. Unregistered Sales of Securities and Use of Proceeds.
None
Item 3. Defaults Upon Senior Securities.
None
Item 4. Mine Safety Disclosures
None
None
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31.1 | Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer |
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31.2 | Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer * |
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32.1 | Section 1350 Certification of Chief Executive Officer |
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32.2 | Section 1350 Certification of Chief Financial Officer ** |
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101 | XBRL Interactive Data Files pursuant to Rule 405 of Regulation S-T |
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* Included in Exhibit 31.1
** Included in Exhibit 32.1
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Cosmo Ventures Inc. (Registrant) | |||
Date: January 18, 2017 | By: | /s/ Sonu Ram | |
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| Sonu Ram President and Director Principal and Executive Officer Principal Financial Officer Principal Accounting Officer |
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EXHIBIT 31.1
CERTIFICATIONS
I, Sonu Ram, certify that:
1. | I have reviewed this quarterly report of Cosmo Ventures Inc.; |
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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; |
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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; |
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4. | I am 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 the 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 controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
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| b) | Designed such internal controls and procedures, or caused such disclosure controls and procedures 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; |
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| c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
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| d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | 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 equivalent functions): |
| a) | All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and, |
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| b) | 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: January 18, 2017 | By: | /s/ Sonu Ram | |
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| Sonu Ram | |
President, Secretary Treasurer, Principal Executive Officer, | |||
Principal Financial Officer and Director |
EXHIBIT 32.1
CERTIFICATION 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 on Form 10-Q for the period ended June 30, 2015 of Cosmo Ventures Inc., a Nevada corporation (the "Company"), as filed with the Securities and Exchange Commission on the date hereof (the "Transition Report"), I, Sonu Ram, President 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 Quarterly Report fully complies with the requirements of Section 13(a) or15(d) of the Securities and Exchange Act of 1934, as amended; and |
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| 2. | The information contained in this Quarterly Report fairly presents, in all material respects, the financial condition and results of operation of the Company. |
Date: January 18, 2017 | By: | /s/ Sonu Ram | |
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| Sonu Ram | |
President, Secretary Treasurer, Principal Executive Officer, Principal Financial Officer and Director |
Document and Entity Information - shares |
3 Months Ended | |
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Jun. 30, 2015 |
Jan. 18, 2017 |
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Document And Entity Information | ||
Entity Registrant Name | Cosmo Ventures Inc | |
Entity Central Index Key | 0001575295 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 13,000,000 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2016 |
BALANCE SHEETS - USD ($) |
Jun. 30, 2015 |
Mar. 31, 2015 |
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CURRENT ASSETS | ||
Cash | $ 4,408 | $ 4,507 |
TOTAL ASSETS | 4,408 | 4,507 |
CURRENT LIABILITIES | ||
Accounts payable | 3,128 | 2,831 |
Due to related party | 2,800 | 2,800 |
TOTAL CURRENT LIABILITIES | 5,928 | 5,631 |
STOCKHOLDER DEFICIT | ||
Common stock - 75,000,000 shares authorized, $0.001 par value; 13,000,000 shares issued and outstanding, respectively | 13,000 | 13,000 |
Additional paid-in capital | 12,000 | 12,000 |
Stock subscriptions receivable | (6,000) | (6,000) |
Accumulated deficit | (20,520) | (20,520) |
TOTAL STOCKHOLDER DEFICIT | (1,520) | (1,124) |
TOTAL LIABILITIES AND STOCKHOLDER DEFICIT | $ 4,408 | $ 4,507 |
BALANCE SHEETS (Parenthetical) - $ / shares |
Jun. 30, 2015 |
Mar. 31, 2015 |
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STOCKHOLDER'S DEFICIT | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 13,000,000 | 13,000,000 |
Common stock, shares outstanding | 13,000,000 | 13,000,000 |
STATEMENTS OF OPERATIONS (Unaudited) - USD ($) |
3 Months Ended | |
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Jun. 30, 2015 |
Jun. 30, 2014 |
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OPERATING EXPENSES | ||
General and administrative | $ 396 | $ 2,148 |
TOTAL OPERATING EXPENSES | 396 | 2,148 |
NET LOSS | $ (396) | $ (2,148) |
LOSS PER COMMON SHARE ? BASIC AND DILUTED | $ (0.00) | $ 0.00 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED | 13,000,000 | 13,000,000 |
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) |
3 Months Ended | |
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Jun. 30, 2015 |
Jun. 30, 2014 |
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CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (396) | $ (2,148) |
Changes in operating assets and liabilities: | ||
Accounts payable | 297 | 500 |
NET CASH USED IN OPERATING ACTIVITIES | (99) | (1,648) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from sales of common stock | 4,285 | |
Repayment of advances to related party | ||
NET CASH PROVIDED BY FINANCING ACTIVITIES | 4,285 | |
NET INCREASE IN CASH | (99) | 2,637 |
CASH, BEGINNING OF YEAR | 4,507 | 2,705 |
CASH, END OF YEAR | 4,408 | 5,342 |
NON-CASH INVESTINGAND FINANCING ACTIVITIES: | ||
Common stock issued reclass of related party payable | $ 5,000 |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
3 Months Ended |
---|---|
Jun. 30, 2015 | |
Notes to Financial Statements | |
NOTE 1 - NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | The Company
Cosmo Ventures Inc. (the Company) was incorporated in the State of Nevada on February 3, 2013, with a year end of March 31. The Company intends to purchase overstocked inventory items from manufacturers and retailers and offer them to the public at discounted prices via a web-based on-line store.
Basis of Presentation Unaudited Financial Statements
The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for financial information and with the instructions to Form 10-Q. They do not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the fiscal year ended March 31, 2015 included in the Companys Annual Report on Form 10-K filed with the Securities and Exchange Commission. The unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-K. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending March 31, 2016.
Use of Estimates and Assumptions
Preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Accordingly, actual results could differ from those estimates.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.
Earnings (Loss) per Common Share
The basic earnings (loss) per common share is calculated by dividing the Companys net income (loss) available to common shareholders by the weighted average number of common shares during the period. The diluted earnings (loss) per share is calculated by dividing the Companys net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company. As of June 30, 2015, there were no common stock equivalents outstanding.
Income Taxes
The Company follows the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances and tax loss carry-forwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment.
Stock-based Compensation
The Company estimates the fair value of each stock-based compensation award at the grant date by using Black-Scholes Option Pricing Model. The fair value determined represents the cost of the award and is recognized over the vesting period during which an employee is required to provide service in exchange for the award. As stock-based compensation expense is recognized based on awards ultimately expected to vest. Excess tax benefits, if any, are recognized as additional paid in capital.
Subsequent Events
The Company has evaluated all transactions through the financial statement issuance date for subsequent event disclosure consideration.
Recent Accounting Pronouncements
The Company does not expect the adoption of any recent accounting pronouncements to have a material impact on its financial statements. |
GOING CONCERN |
3 Months Ended |
---|---|
Jun. 30, 2015 | |
Notes to Financial Statements | |
NOTE 2 - GOING CONCERN | To date the Company has generated no revenues from its business operations and has incurred operating losses of $20,520 since inception. As of June 30, 2015, the Company has a working capital deficit of $1,520. The Company requires additional funding to meet its ongoing obligations and to fund anticipated operating losses. The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Companys ability to continue as a going concern. The Company intends to continue to fund its business by way of private placements and advances from related parties as may be required. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. |
RELATED PARTY TRANSACTIONS |
3 Months Ended |
---|---|
Jun. 30, 2015 | |
Notes to Financial Statements | |
NOTE 3 - RELATED PARTY TRANSACTIONS | During the three-month periods ended June 30, 2015 and 2014, the Companys CEO loaned the Company cash to support operations. Balances as of June 30, 2015 and March 31, 2015 were $2,800 and $2,800, respectively. The balance due is unsecured and non-interest-bearing with no set terms of repayment. |
EQUITY |
3 Months Ended |
---|---|
Jun. 30, 2015 | |
Notes to Financial Statements | |
NOTE 4 - EQUITY | The Company has 75,000,000 common shares authorized with a par value of $0.001 per share. No preferred shares have been authorized or issued.
On April 30, 2014, the Company entered into stock subscription agreements to issue 3,000,000 shares of its common stock at $0.005 per share for $15,000 in cash. As of March 31, 2015, agreements to issue 3,000,000 shares were executed; of which 1,800,000 shares had been issued for net proceeds of $9,000 prior to March 31, 2015. Payments from subscribers for 1,200,000 shares in the amount of $6,000 were not received by the Company until August 3, 2015 and the shares were issued then.
On May 8, 2014, the Company issued 5,000,000 of common shares at $0.001 per share to the sole director and President of the Company for payment of related party advances of $5,000. |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) |
3 Months Ended |
---|---|
Jun. 30, 2015 | |
Nature Of Operations And Summary Of Significant Accounting Policies Policies | |
The Company | Cosmo Ventures Inc. (the Company) was incorporated in the State of Nevada on February 3, 2013, with a year end of March 31. The Company intends to purchase overstocked inventory items from manufacturers and retailers and offer them to the public at discounted prices via a web-based on-line store. |
Basis of Presentation - Unaudited Financial Statements | The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for financial information and with the instructions to Form 10-Q. They do not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the fiscal year ended March 31, 2015 included in the Companys Annual Report on Form 10-K filed with the Securities and Exchange Commission. The unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-K. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending March 31, 2016. |
Use of Estimates and Assumptions | Preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Accordingly, actual results could differ from those estimates. |
Cash and Cash Equivalents | For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. |
Earnings (Loss) per Common Share | The basic earnings (loss) per common share is calculated by dividing the Companys net income (loss) available to common shareholders by the weighted average number of common shares during the period. The diluted earnings (loss) per share is calculated by dividing the Companys net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company. As of June 30, 2015, there were no common stock equivalents outstanding. |
Income Taxes | The Company follows the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances and tax loss carry-forwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment. |
Stock-based Compensation | The Company estimates the fair value of each stock-based compensation award at the grant date by using Black-Scholes Option Pricing Model. The fair value determined represents the cost of the award and is recognized over the vesting period during which an employee is required to provide service in exchange for the award. As stock-based compensation expense is recognized based on awards ultimately expected to vest. Excess tax benefits, if any, are recognized as additional paid in capital. |
Subsequent Events | The Company has evaluated all transactions through the financial statement issuance date for subsequent event disclosure consideration. |
Recent Accounting Pronouncements | The Company does not expect the adoption of any recent accounting pronouncements to have a material impact on its financial statements. |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) |
3 Months Ended |
---|---|
Jun. 30, 2015 | |
Nature Of Operations And Summary Of Significant Accounting Policies Details Narrative | |
State Country Name | State of Nevada |
Date of Incorporation | Feb. 03, 2013 |
GOING CONCERN (Details Narrative) - USD ($) |
Jun. 30, 2015 |
Mar. 31, 2015 |
---|---|---|
Going Concern Details Narrative | ||
Accumulated deficit | $ (20,520) | $ (20,520) |
Working capital deficit | $ 1,520 |
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) |
Jun. 30, 2015 |
Mar. 31, 2015 |
---|---|---|
Related Party Transactions Details Narrative | ||
Due to related party | $ 2,800 | $ 2,800 |
EQUITY (Details Narrative) - USD ($) |
1 Months Ended | |||
---|---|---|---|---|
May 08, 2014 |
Apr. 30, 2014 |
Jun. 30, 2015 |
Mar. 31, 2015 |
|
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |
Common stock, shares authorized | 75,000,000 | 75,000,000 | ||
Shares executed | 3,000,000 | |||
Shares issued for net proceed | 1,800,000 | |||
Shares issued for net proceed, value | $ 9,000 | |||
Subscribed shares | 1,200,000 | |||
Subscribed shares, value | $ 6,000 | |||
Common shares issued | $ 5,000,000 | |||
Related party payable | $ 5,000 | |||
Stock subscription agreements [Member] | ||||
Common shares issued for cash - At $0.005 per share, April 30, 2014, Shares | 3,000,000 | |||
Common shares issued for cash - At $0.005 per share, April 30, 2014, Amount | $ 15,000 |
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