UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 December 31, 2019 |
Or
| [ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the transition period from __________ to __________ |
Commission File Number: 333-221302
SIGMARENOPRO INC.
(Exact name of registrant as specified in its charter)
| Nevada | 2821 | 38-4045138 | ||
| (State or Other Jurisdiction of | (Primary Standard Industrial | (IRS Employer | ||
| Incorporation or Organization) | Classification Number) | Identification Number) |
SigmaRenoPro, Inc. Aloni
Noa’kh St. 1 Israel |
| (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) |
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 [ ] No [ X]
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," "non-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) |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as February 07, 2020 is 4,500,000 shares.
| 1 |
SIGMARENOPRO INC.
| 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 | 6 |
| Item 4. | Controls and Procedures | 7 |
| PART II – OTHER INFORMATION | ||
| Item 1. | Legal Proceedings | 8 |
| Item 1A. | Risk Factors | 8 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 8 |
| Item 3. | Defaults Upon Senior Securities | 8 |
| Item 4. | Mine Safety Disclosures | 8 |
| Item 5. | Other Information | 8 |
| Item 6. | Exhibits | 8 |
| Signature | 9 |
| 2 |
SIGMARENOPRO INC.
PART I — FINANCIAL INFORMATION
Item 1. Financial Statements
| INDEX TO UNAUDITED FINANCIAL STATEMENTS | PAGE |
| Balance Sheets at December 31, 2019 and June 30, 2019 (Unaudited) | F-1 |
| Statements of Operations for the three month and six month periods ended December 31, 2019 and 2018 (Unaudited) | F-2 |
| Statements of Stockholders’ Deficit for the three months and six months ended December 31, 2019 and 2018 (Unaudited) | F-3 |
| Statements of Cash Flows for the six month periods ended December 31, 2019 and 2018 (Unaudited) | F-4 |
| Notes to Unaudited Financial Statements | F-5 |
| 3 |
| Sigmarenopro, Inc | ||||||||
| BALANCE SHEETS | ||||||||
| December 31, | June 30, | |||||||
| 2019 | 2019 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash held in trust | $ | 9,996 | $ | 17,367 | ||||
| Prepaid expenses | — | 2,294 | ||||||
| Total current assets | 9,996 | 19,661 | ||||||
| Total assets | $ | 9,996 | 19,661 | |||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
| Current liabilities | ||||||||
| Due to related parties | 5,000 | 5,000 | ||||||
| Accounts Payable | 100 | — | ||||||
| 5,100 | 5,000 | |||||||
| Total current liabilities | ||||||||
| Commitments and contingencies | ||||||||
| Stockholders' equity | ||||||||
| Common stock: $0.001 par value, 75,000,000 shares authorized, 4,500,000 and 4,500,000 shares issued and outstanding as of December 31, 2019 and June 30, 2019, respectively | 4,500 | 4,500 | ||||||
| Additional paid-in capital | 68,900 | 68,900 | ||||||
| Accumulated deficit | (68,504 | ) | (58,739 | ) | ||||
| 4,896 | 14,661 | |||||||
| Total stockholders’ equity | ||||||||
| $ | 9,996 | 19,661 | ||||||
| Total liabilities and stockholders’ equity | ||||||||
| The accompanying notes are an integral part of these financial statements. | ||||||||
| F-4 |
| Sigmarenopro, Inc | ||||||||||||||||
| STATEMENTS OF OPERATIONS (Unaudited) | ||||||||||||||||
| For the three months ended December 31, | For the six months ended December 31, | |||||||||||||||
| 2019 | 2018 | 2019 | 2018 | |||||||||||||
| Revenue | $ | — | $ | — | $ | — | $ | — | ||||||||
| Expenses | ||||||||||||||||
| General and Administrative Exp | 45 | — | 45 | — | ||||||||||||
| Professional fees | 3,403 | 303 | 9,515 | 5,544 | ||||||||||||
| Share transfer agent fee | 205 | — | 205 | — | ||||||||||||
| Total expenses | 3,653 | 303 | 9,765 | 5,544 | ||||||||||||
| Net (loss) | $ | (3,653 | ) | $ | (303 | ) | $ | (9,765 | ) | $ | (5,544 | ) | ||||
| Basic and diluted loss per common share | $ | (0.001 | ) | $ | (0.0001 | ) | $ | (0.002 | ) | $ | (0.0012 | ) | ||||
| Weighted average number of common shares outstanding - basic and diluted | 4,500,000 | 4,500,000 | 4,500,000 | 4,500,000 | ||||||||||||
| The accompanying notes are an integral part of these financial statements. | ||||||||||||||||
| F-5 |
| Sigmarenopro, Inc | ||||||||||||||||||||
| STATEMENTS OF STOCKHOLDERS' DEFICIT | ||||||||||||||||||||
| For the three months ended December 31, 2018 (Unaudited) | ||||||||||||||||||||
| Additional | Total | |||||||||||||||||||
| Common Stock | Paid-in | Accumulated | Stockholders' | |||||||||||||||||
| Shares | Amount | Capital | Deficit | Equity | ||||||||||||||||
| Balance at September 30, 2018 | 4,500,000 | $ | 4,500 | $ | 68,900 | $ | (29,647 | ) | $ | 43,753 | ||||||||||
| Net loss for the three months ended December 31, 2018 | — | — | — | (303 | ) | (303 | ) | |||||||||||||
| Balance at December 31, 2018 | 4,500,000 | $ | 4,500 | $ | 68,900 | $ | (29,950 | ) | $ | 43,450 | ||||||||||
| For the six months ended December 31, 2018 (Unaudited) | ||||||||||||||||||||
| Balance at June 30, 2018 | 4,500,000 | 4,500 | 68,900 | (24,406 | ) | 48,994 | ||||||||||||||
| Net loss for the six months ended December 31, 2018 | — | — | — | (5,544 | ) | (5,544 | ) | |||||||||||||
| Balance at December 31, 2018 | 4,500,000 | 4,500 | 68,900 | (29,950 | ) | 43,450 | ||||||||||||||
| For the three months ended December 31, 2019 (Unaudited) | ||||||||||||||||||||
| Balance at September 30, 2019 | 4,500,000 | 4,500 | 68,900 | (64,851 | ) | 8,549 | ||||||||||||||
| Net loss for the three months ended December 31, 2019 | — | — | — | (3,653 | ) | (3,653 | ) | |||||||||||||
| Balance at December 31, 2019 | 4,500,000 | $ | 4,500 | $ | 68,900 | $ | (68,504 | ) | $ | 4,896 | ||||||||||
| For the six months ended December 31, 2019 (Unaudited) | ||||||||||||||||||||
| Balance at June 30, 2019 | 4,500,000 | 4,500 | 68,900 | (58,739 | ) | 14,661 | ||||||||||||||
| Net loss for the six months ended December 31, 2019 | — | — | — | (9,765 | ) | (9,765 | ) | |||||||||||||
| Balance at December 31, 2019 | 4,500,000 | $ | 4,500 | $ | 68,900 | $ | (68,504 | ) | $ | 4,896 | ||||||||||
| The accompanying notes are an integral part of these financial statements. | ||||||||||||||||||||
| F-6 |
| Sigmarenopro, Inc | ||||||||
| STATEMENT OF CASH FLOWS | ||||||||
| For the six months ended December 31, | ||||||||
| 2019 | 2018 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Cash flow from operating activities | ||||||||
| Net loss | $ | (9,765 | ) | $ | (5,544 | ) | ||
| Changes in Operating Assets and Liabilities: | ||||||||
| (Increase) Decrease in prepaid expenses | 2,294 | 2,294 | ||||||
| Increase (Decrease) in accounts payable | 100 | — | ||||||
| Net cash used in operating activities | $ | (7,371 | ) | $ | (3,250 | ) | ||
| Cash flows from investing activities | $ | — | $ | — | ||||
| Cash flows from financing activities | $ | — | $ | — | ||||
| Net increase/(decrease) in cash | (7,371 | ) | (3,250 | ) | ||||
| Cash at beginning of period | 17,367 | 51,700 | ||||||
| Cash at end of period | $ | 9,996 | $ | 48,450 | ||||
| Supplemental cash flow information: | ||||||||
| Cash paid for interest | $ | — | $ | — | ||||
| Cash paid for income taxes | $ | — | $ | — | ||||
| The accompanying notes are an integral part of these financial statements. | ||||||||
| F-7 |
SIGMARENOPRO, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
December 31, 2019
NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A summary of significant accounting policies of Sigmarenopro, Inc. (the Company) is presented to assist in understanding the Company’s financial statements. The accounting policies presented in these footnotes conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the accompanying financial statements. These financial statements and notes are representations of the Company’s management who are responsible for their integrity and objectivity. The Company has not realized revenues from its planned principal business purpose.
Organization, Nature of Business and Trade Name
Sigmarenopro, Inc. (the Company) was incorporated in the State of Nevada on June 16, 2017. Sigmarenopro, Inc. intends to provide home project owners with contractor match making services in the U.S. Their customized match making service helps homeowners converge with professional contractors. They also intend to create a collection of articles intended to help homeowners with home project information, including how to outline project requirements, select the right contractor, interview contractors, draw up a project contract and settle disputes with contractors. Their service is deigned to be free for all homeowners to use and post their projects and plan to build a network of professionally-skilled contractors who provide a broad array of construction and renovation services for everything from changing light fixtures to complete kitchen renovation, and from housecleaning services to new construction.
The Company’s principal office is in Kiryat Motzkin, Israel.
The Company’s activities are subject to significant risks and uncertainties including failing to secure additional funding to operationalize the Company’s website and apps before another company develops similar websites or apps.
Basis of Presentation
The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America, and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows at December 31, 2019 and for the related periods presented.
Property and Equipment
Property and equipment are carried at cost. Expenditures for maintenance and repairs are charged against operations. Renewals and betterments that materially extend the life of the assets are capitalized. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is reflected in income for the period.
Depreciation is computed for financial statement purposes on a straight-line basis over estimated useful lives of the related assets. The estimated useful lives of depreciable assets are:
| Estimated Useful Lives | ||
| Office Equipment | 5-10 years | |
| Copier | 5-7 years | |
| Vehicles | 5-10 years |
For federal income tax purposes, depreciation is computed under the modified accelerated cost recovery system. For financial statements purposes, depreciation is computed under the straight-line method.
| F-8 |
The Company has been in the developmental stage since inception and has no operations to date. The Company currently does not have any property and equipment. The above accounting policies will be adopted upon the Company maintains property and equipment.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all short-term debt securities purchased with maturity of three months or less to be cash equivalents.
Recent Accounting Pronouncements
In August 2014, the FASB issued Accounting Standards Update “ASU” 2014-15 on “Presentation of Financial Statements Going Concern (Subtopic 205-40) – Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. Currently, there is no guidance in U.S. GAAP about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). We are currently reviewing the provisions of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition.
Revenue recognition
The Company’s revenue recognition policies are in compliance with FASB ASC 605-35 “Revenue Recognition”. Revenue is recognized when a formal arrangement exists, the price is fixed or determinable, all obligations have been performed pursuant to the terms of the formal arrangement and collectability is reasonably assured. The Company recognizes revenues on sales of its services, based on the terms of the customer agreement. The customer agreement takes the form of either a contract or a customer purchase order and each provides information with respect to the service being sold and the sales price. If the customer agreement does not have specific delivery or customer acceptance terms, revenue is recognized at the time the service is provided to the customer.
Fair Value of Financial Instruments
The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that
are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as
the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required
to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact
and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such
as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following
hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy
upon the lowest level of input that is available and significant to the fair value measurement:
| F-9 |
Level 1 – Quoted prices in active markets for identical assets or liabilities.
Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability.
In accordance with the fair value accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has not elected the fair value option for any eligible financial instruments.
As of December 31, 2019, the carrying value of loans that are required to be measured at fair value, approximated fair value due to the short-term nature and maturity of these instruments.
Advertising
Advertising expenses are recorded as general and administrative expenses when they are incurred.
Use of Estimates
The preparation of financial statements in accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the 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 reporting period. A change in managements’ estimates or assumptions could have a material impact on Sigmarenopro, Inc.’s financial condition and results of operations during the period in which such changes occurred. Actual results could differ from those estimates. Sigmarenopro, Inc.’s financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented.
Capital Stock
The Company has authorized Seventy Five Million (75,000,000) shares of common stock with a par value of $0.001. Four Million Five Hundred and Thousand (4,500,000) shares of common stock were issued and outstanding as of December 31, 2019.
Income Taxes
The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes.
NOTE B – GOING CONCERN
The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company does not have an established source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern.
Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future with neither the intention nor the necessity of liquidation, ceasing trading, or seeking protection from creditors pursuant to laws or regulations. Accordingly, assets and liabilities are recorded on the basis that the entity will be able to realize its assets and discharge its liabilities in the normal course of business.
| F-10 |
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the Business paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern.
During the next year, the Company’s foreseeable cash requirements will relate to continual development of the operations of its business, maintaining its good standing and making the requisite filings with the Securities and Exchange Commission, and the payment of expenses associated with app development. The Company may experience a cash shortfall and be required to raise additional capital.
Historically, it has mostly relied upon internally generated funds and funds from the sale of shares of stock to finance its operations and growth. Management may raise additional capital through future public or private offerings of the Company’s stock or through loans from private investors, although there can be no assurance that it will be able to obtain such financing. The Company’s failure to do so could have a material and adverse effect upon it and its shareholders.
In the past year, the Company funded operations by using cash proceeds received through the issuance of common stock. For the coming year, the Company plans to continue to fund the Company through debt and securities sales and issuances until the company generates enough revenues through the operations as stated above.
NOTE C – COMMON STOCK
On June 2017, Company issued 1,150,000 Common Shares to the director of the company at $0.008 per share for cash proceeds of $9,200.
On June 2017, Company issued 1,150,000 common shares to the secretary of the company at $0.008 per share for cash proceeds of $9,200.
On April 2018, Company issued 560,000 common shares to the various shareholder of the company at $0.025 per share for cash proceeds of $14,000.
On May 2018, Company issued 640,000 common shares to the various shareholder of the company at $0.025 per share for cash proceeds of $16,000.
On June 2018, Company issued 1,000,000 common shares to the various shareholder of the company at $0.025 per share for cash proceeds of $25,000.
There were 4,500,000 and 4,500,000 shares of common stock issued and outstanding as of December 31, 2019 and June 30, 2019 respectively.
NOTE D – RELATED PARTY TRANSACTIONS
On June 2017, Company issued 1,150,000 Common Shares to the director of the company at $0.008 per share for cash proceeds of $9,200. (Refer Note C)
On June 2017, Company issued 1,150,000 Common Shares to the secretary of the company at $0.008 per shares for cash proceeds of $9,200. (Refer Note C)
The Company received loans from Aamar Omar, Director of the Company towards various operating expenses. During the year ended June 30, 2018, the Company received a loan totaling $5,000 towards operating expenses. The loans are unsecured, non-interest bearing and due on demand.
As of December 31, 2019 and June 30, 2019, $5,000 and $5,000 respectively was due to Aamar Omar, Director of the Company.
| F-11 |
NOTE E – ACCOUNTS PAYABLE
On October 07, 2019, the company incurred $100 towards stock agent transfer fee..
As of December 31,2019, and June 30, 2019 $100 and $0 was outstanding towards accounts payable
NOTE F – TRUST ACCOUNT
Trust account (cash equivalent) is held by a law firm which provides periodic statement and pay the bills on behalf of Sigmarenopro. Law firm charges fees for managing the trust account
NOTE G – PREPAID EXPENSES
On January 29, 2019, Company paid $7,900 to Ruthy Navon towards SEC filing charges and Accounts book-keeping charges for the period of services from October 15, 2018 to October 15, 2019.
During the period ended December 31, 2019, prepaid expenses were reduced by $7,900 which resulted in the prepaid closing balance of $0.
Prepaid expenses as of December 31, 2019 and June 30, 2019 is $0 and $2,294 respectively.
NOTE H – SUBSEQUENT EVENT
The Company evaluated all events or transactions that occurred after December 31, 2019 through February 07, 2020. The Company determined that it does not have any subsequent event requiring recording or disclosure in the financial statements for the period ended December 31, 2019.
| F-12 |
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Forward-looking statements
This quarterly report on Form 10-Q contains “forward-looking statements” relating to the registrant which represent the registrant’s current expectations or beliefs, including statements concerning registrant’s operations, performance, financial condition and growth. For this purpose, any statement contained in this quarterly report on Form 10-Q that are not statements of historical fact are forward-looking statements. Without limiting the generality of the foregoing, words such as “may”, “anticipation”, “intend”, “could”, “estimate”, or “continue” or the negative or other comparable terminology are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, such as credit losses, dependence on management and key personnel and variability of quarterly results, ability of registrant to continue its growth strategy and competition, certain of which are beyond the registrant’s control. Should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, actual outcomes and results could differ materially from those indicated in the forward-looking statements.
The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes, and other financial information contained in this prospectus.
Overview
SigmaRenoPro was incorporated on June 16, 2017. Our fiscal year end is June 30, and we have no subsidiaries. Our business offices are currently located at Aloni Noa’kh St. 1, Kiryat Motzkin 26402, Israel. Omar Aamar, has served as our President, Treasurer and a director since June 16, 2017. Mr. Amar’s spouse, Hosnieh Aaman, has served as our Secretary since July 25, 2017. Mr. Aamar and Ms. Aamar collectively hold 2,300,000 shares of common stock of the Company. Mr. Aamar’s business experience is in the construction and home building industry in Israel. We are focusing on matching home project owners with contractors in the United States. Mr. Aamar, however, has no knowledge of and no experience in this business in the United States. The Company is focusing its operations in the United States because the Company’s believes the barriers to operation of its business in the United States is not burdensome and the United States has a large home repair market.
We plan to provide a U.S.-based service matching homeowners that have renovation projects with professionally-skilled contractors ,initially concentrating our efforts on the four consumer regions of the United States of, New York, New York; Los Angeles, California; Chicago Illinois; and Houston Texas. Our customized match making service helps homeowners converge with professional contractors. We plan to create a collection of articles intended to help homeowners with home project information, including:
• How to outline project requirements;
• How to select the right contractor;
• How to interview contractors;
• How to draw up a project contract; and
• How to settle disputes with contractors
Our service is deigned to be free for all homeowners to use and post their projects. We plan to build a network of professionally-skilled contractors who provide a broad array of construction and renovation services for everything from changing light fixtures to complete kitchen renovation, and from housecleaning services to new construction.
| 4 |
Plan of Operations
Comparison of the Three Months Ended December 31, 2019 and 2018
Lack of Revenues
We have limited operational history. For the three months ended December 31, 2019 and 2018 we did not generate any revenues. We anticipate that we will incur substantial losses for the foreseeable future and our ability to generate any revenues in the next 12 months continues to be uncertain.
Operating Expenses
The Company’s operating expenses for the three months ended December 31, 2019 and 2018 were $3,653 and $303 respectively. Operating expenses consisted of professional fees of $3,403, general and administrative expenses of $45 and share transfer agent fee of $205 for the three months ended December 31, 2019. Operating expenses consisted of professional fees of $303 for the three months ended December 31, 2018.
Net Loss
During the three months ended December 31, 2019 and 2018 the Company recognized net losses of $3653 and $303.
Comparison of the Six Months Ended December 31, 2019 and 2018
Lack of Revenues
We have limited operational history. For the six months ended December 31, 2019 and 2018 we did not generate any revenues. We anticipate that we will incur substantial losses for the foreseeable future and our ability to generate any revenues in the next 12 months continues to be uncertain.
Operating Expenses
The Company’s operating expenses for the six months ended December 31, 2019 and 2018 were $9,765 and $5,544 respectively. Operating expenses consisted of professional fees of $9,515, general and administrative expenses of $45 and share transfer agent fee of $205 for the six months ended December 31, 2019. Operating expenses consisted of professional fees of $5,544 for the six months ended December 31, 2018.
Net Loss
During the three months ended December 31, 2019 and 2018 the Company recognized net losses of $9,765 and $5,544.
Liquidity and Capital Resources
Our capital resources have been acquired through the sale of shares of our common stock and loans from shareholders.
At December 31, 2019 and June 30, 2019, we had total assets of $9,996 and $19,661 respectively consisting of cash held in trust and prepaid expenses.
At December 31, 2019 and June 30, 2019, our total liabilities were $5,000 and $5,000, respectively consisting of due to related parties.
Cash flows from operating activities
Net cash flows used in operating activities for the six-month periods ended December 31, 2019 and 2018 was $(7,371) and $(3,250).
| 5 |
Going Concern
The future of our company is dependent upon its ability to obtain financing and upon future profitable operations from the sale of products and services through our websites. Management has plans to seek additional capital through a private placement and public offering of its common stock, if necessary. Our auditors have expressed a going concern opinion because uncertainties raise doubts about the Issuers ability to continue as a going concern.
Cash Requirements
We intend to provide funding for our activities, if any, through a combination of the private placement of the company’s equity securities and the public sales of equity securities.
We have no agreement, commitment or understanding to secure any funding from any source.
Off-Balance Sheet Arrangements
We do not have any off balance sheet arrangements.
Office
SigmaRenoPro, Inc.’s executive office is located at Aloni Noa’kh St. 1Kiryat Motzkin 26402 Israel. The telephone number is +972 03-6860331.
SigmaRenoPro, Inc. is not operating its business plan until such time as capital is raised for operations. To date its operation has involved only selling stock to meet expenses.
Business Overview
Since its inception, the Company derived no revenues and no income from such business and as result as of December 31, 2019, had an accumulated deficit of $68504.
There is no current public market for our securities. As our stock is not publicly traded, investors should be aware they probably will be unable to sell their shares and their investment in our securities is not liquid.
At the present time, we are classified as a “shell company” under Rule 405 of the Securities Act Rule 12b-2 of the Exchange Act. As such, all restricted securities presently held by the affiliates of our company may not be resold in reliance on Rule 144 until: (1) we file Form 10 information with the Securities and Exchange Commission (“SEC”) when we cease to be a “shell company”; (2) we have filed all reports as required by Section 13 and 15(d) of the Securities Act for twelve consecutive months; and (3) one year has elapsed from the time we file the current Form 10 type information with the SEC reflecting our status as an entity that is not a shell company.
Bankruptcy Or Similar Proceedings
There has been no bankruptcy, receivership or similar proceeding involving the Company.
Number Of Total Employees And Number Of Full Time Employees
Omar Aamar, our sole officer and director, is our only employee, and he currently works full time on Company matters.
Once the offering is complete we will hire additional staff if we generate enough revenue to support the expense. The number of additional staff will depend upon our growth.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
Not Applicable to Smaller Reporting Companies.
| 6 |
Item 4. Controls and Procedures.
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
As required by Rule 13a-15/15d-15 under the Securities and Exchange Act of 1934,as amended (the "Exchange Act"), as of December 31, 2019, we have carried out an evaluation of the effectiveness of the design and operation of our Company's disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our Company's management, our President (Principal Executive Officer) and Treasurer (Principal Accounting Officer). Based upon the results of that evaluation, our management has concluded that, as of December, 2019, our Company's disclosure controls and procedures were not effective and do not provide reasonable assurance that material information related to our Company required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to management to allow timely decisions on required disclosure.
MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control system is designed to provide reasonable assurance to our management and board of directors regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that:
| · | Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; |
| · | Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles in the United States of America, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and |
| · | Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the financial statements. |
Management assessed the effectiveness of our internal control over financial reporting as of December 31, 2019 . In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in INTERNAL CONTROL -- INTEGRATED FRAMEWORK.
Our management concluded that, as of December 31, 2019, our internal control over financial reporting was effective based on the criteria in INTERNAL CONTROL -- INTEGRATED FRAMEWORK issued by the COSO.
This quarterly report does not include an attestation report of the Company's independent registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's independent registered public accounting firm pursuant to rules of the SEC that permit the Company to provide only management's report in this annual report.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
There were no changes in our internal control over financial reporting identified in connection with the evaluation described above during the first quarter ended December 31, 2019 that has materially affected or is reasonably likely to materially affect our internal controls over financial reporting.
| 7 |
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
SigmaRenoPro is not involved in any litigation or any material legal proceeding. No Officer or Director is involved in any litigation or any material legal proceeding.
Item 1A. Risk Factors
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 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 31.1 | - | Certification of Chief Executive Officer of Sigmarenopro, Inc. required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| Exhibit 31.2 | - | Certification of Chief Financial Officer of Sigmarenopro, Inc. required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| Exhibit 32.1 | - | Certification of Chief Executive Officer of Sigmarenopro, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63. |
| Exhibit 32.2 | - | Certification of Chief Executive Officer of Sigmarenopro, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63.
|
| 8 |
Signatures
Pursuant to the requirements of Section 13 or 15(d) 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.
| Sigmarenopro, Inc. | |
| By: /s/ Omar Aamar | Date: February 12, 2020 |
| Omar Aamar, | |
| President and Treasurer | |
Chief Executive Officer Chief Financial Officer |
|
| 9 |
Exhibit 31.1
SigmaRenoPro, Inc.
Certification Pursuant to Rule 13a-14(a)
Section 302 Certification
I, Omar Aamar, the Chief Executive Officer of SigmaRenoPro, Inc., certify that:
1. I have reviewed this quarterly report on Form 10-Q of SigmaRenoPro, Inc. for the six months ended December 31, 2019;
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, the results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;
4. The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the for the issuer 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 issuer, 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) evaluated the effectiveness of the issuer'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
(c) disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the issuer's most recent fiscal quarter (the issuer's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the issuer's internal control over financial reporting; and
5. The issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions):
(a) all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer'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 issuer's internal control over financial reporting.
Date: February 12, 2020
SigmaRenoPro, Inc. |
|
| By: /s/ Omar Aamar | |
| Omar Aamar, | |
| Chief Executive Officer | |
Exhibit 31.2
SigmaRenoPro, Inc.
Certification Pursuant to Rule 13a-14(a)
Section 302 Certification
I, Omar Aamar, the Chief Financial Officer of SigmaRenoPro, Inc., certify that:
1. I have reviewed this quarterly report on Form 10-Q of SigmaRenoPro, Inc. for the six months ended December 31, 2019;
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, the results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;
4. The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the for the issuer 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 issuer, 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) evaluated the effectiveness of the issuer'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
(c) disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the issuer's most recent fiscal quarter (the issuer's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the issuer's internal control over financial reporting; and
5. The issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions):
(a) all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer'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 issuer's internal control over financial reporting.
Date: February 12, 2020
SigmaRenoPro, Inc. |
|
| By: /s/ Omar Aamar | |
| Omar Aamar, | |
| Chief Financial Officer | |
Exhibit 32.1
SigmaRenoPro, Inc.
Certification Pursuant to 18 U.S.C. § 1350
Section 906 Certifications
Pursuant to 18 U.S.C. § 1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002 (Public Law 107-204), the undersigned, Omar Aamar, the Chief Executive Officer of SigmaRenoPro, Inc., (the "Company"), hereby certify that:
1. The Company's Quarterly Report on Form 10-Q for the six months ended December 31, 2019, as filed with the U.S. Securities and Exchange Commission on the date hereof (the "Report"), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
This Certification is signed on February 12, 2020.
| SigmaRenoPro, Inc. | |
| By: /s/ Omar Aamar | |
| Omar Aamar, | |
| Chief Executive Officer | |
A signed original of this written statement required by Section 906 has been provided to SigmaRenoPro, Inc. and will be retained by SigmaRenoPro, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
Exhibit 32.2
SigmaRenoPro, Inc.
Certification Pursuant to 18 U.S.C. § 1350
Section 906 Certifications
Pursuant to 18 U.S.C. § 1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002 (Public Law 107-204), the undersigned, Omar Aamar, the Chief Financial Officer of SigmaRenoPro, Inc., (the "Company"), hereby certify that:
1. The Company's Quarterly Report on Form 10-Q for the six months ended December 31, 2019, as filed with the U.S. Securities and Exchange Commission on the date hereof (the "Report"), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
This Certification is signed on February 12, 2020.
| SigmaRenoPro, Inc. | |
| By: /s/ Omar Aamar | |
| Omar Aamar, | |
| Chief Financial Officer | |
A signed original of this written statement required by Section 906 has been provided to SigmaRenoPro, Inc. and will be retained by SigmaRenoPro, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
Related Party Transactions |
6 Months Ended |
|---|---|
Dec. 31, 2019 | |
| Related Party Transactions [Abstract] | |
| Related Party Transactions | NOTE D – RELATED PARTY TRANSACTIONS
On June 2017, Company issued 1,150,000 Common Shares to the director of the company at $0.008 per share for cash proceeds of $9,200. (Refer Note C)
On June 2017, Company issued 1,150,000 Common Shares to the secretary of the company at $0.008 per shares for cash proceeds of $9,200. (Refer Note C)
The Company received loans from Aamar Omar, Director of the Company towards various operating expenses. During the year ended June 30, 2018, the Company received a loan totaling $5,000 towards operating expenses. The loans are unsecured, non-interest bearing and due on demand.
As of December 31, 2019 and June 30, 2019, $5,000 and $5,000 respectively was due to Aamar Omar, Director of the Company. |
Statements Of Operations (Unaudited) - USD ($) |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Dec. 31, 2019 |
Dec. 31, 2018 |
Dec. 31, 2019 |
Dec. 31, 2018 |
|
| Income Statement [Abstract] | ||||
| Revenue | ||||
| Expenses | ||||
| General and Administrative Exp | 45 | 45 | ||
| Professional fees | 3,403 | 303 | 9,515 | 5,544 |
| Share transfer agent fee | 205 | 205 | ||
| Total expenses | 3,653 | 303 | 9,765 | 5,544 |
| Net (loss) | $ (3,653) | $ (303) | $ (9,765) | $ (5,544) |
| Basic and diluted loss per common share | $ (0.001) | $ (0.0001) | $ (0.002) | $ (0.0012) |
| Weighted average number of common shares outstanding - basic and diluted | 4,500,000 | 4,500,000 | 4,500,000 | 4,500,000 |
Subsequent Event |
6 Months Ended |
|---|---|
Dec. 31, 2019 | |
| Subsequent Events [Abstract] | |
| Subsequent Event | NOTE H – SUBSEQUENT EVENT The Company evaluated all events or transactions that occurred after December 31, 2019 through February 07, 2020. The Company determined that it does not have any subsequent event requiring recording or disclosure in the financial statements for the period ended December 31, 2019. |
Common Stock (Narrative) (Details) - Common Stock [Member] - USD ($) |
1 Months Ended | |||
|---|---|---|---|---|
Jun. 30, 2018 |
May 31, 2018 |
Apr. 30, 2018 |
Jun. 30, 2017 |
|
| Various Shareholder [Member] | ||||
| Stock issued for cash, shares | 1,000,000 | 640,000 | 560,000 | |
| Proceeds from issuance of common stock | $ 25,000 | $ 16,000 | $ 14,000 | |
| Stock price per share | $ 0.025 | $ 0.025 | $ 0.025 | |
| Director [Member] | ||||
| Stock issued for cash, shares | 1,150,000 | |||
| Proceeds from issuance of common stock | $ 9,200 | |||
| Stock price per share | $ 0.008 | |||
| Secretary [Member] | ||||
| Stock issued for cash, shares | 1,150,000 | |||
| Proceeds from issuance of common stock | $ 9,200 | |||
| Stock price per share | $ 0.008 | |||
Going Concern |
6 Months Ended |
|---|---|
Dec. 31, 2019 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| Going Concern | NOTE B – GOING CONCERN
The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company does not have an established source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future with neither the intention nor the necessity of liquidation, ceasing trading, or seeking protection from creditors pursuant to laws or regulations. Accordingly, assets and liabilities are recorded on the basis that the entity will be able to realize its assets and discharge its liabilities in the normal course of business. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the Business paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern. During the next year, the Company’s foreseeable cash requirements will relate to continual development of the operations of its business, maintaining its good standing and making the requisite filings with the Securities and Exchange Commission, and the payment of expenses associated with app development. The Company may experience a cash shortfall and be required to raise additional capital. Historically, it has mostly relied upon internally generated funds and funds from the sale of shares of stock to finance its operations and growth. Management may raise additional capital through future public or private offerings of the Company’s stock or through loans from private investors, although there can be no assurance that it will be able to obtain such financing. The Company’s failure to do so could have a material and adverse effect upon it and its shareholders. In the past year, the Company funded operations by using cash proceeds received through the issuance of common stock. For the coming year, the Company plans to continue to fund the Company through debt and securities sales and issuances until the company generates enough revenues through the operations as stated above. |