Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2011
Commission file number 000-54390
CINDISUE MINING CORP.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
11255 Tierrasanta Blvd., Unit 78
San Diego, CA 92124
(Address of principal executive offices, including zip code)
Telephone (858)278-1166 Facsimile (904)369-5658
(Telephone number, including area code)
Donovan L. Cooper
Cindisue Mining Corp.
11255 Tierrasanta Blvd., Unit 78
San Diego, CA 92124
Telephone (858)278-1166 Facsimile (904)369-5658
(Name and Address of Agent for Service)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 last 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 (ss.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 [ ]
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]
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). YES [X] NO [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 8,500,000 shares as of June 8, 2011
ITEM 1. FINANCIAL STATEMENTS
The financial statements for the quarters ended April 30, 2011 immediately
follow.
2
Cindisue Mining Corp.
(An Exploration Stage Company)
Balance Sheets
--------------------------------------------------------------------------------
As of As of
April 30, January 31,
2011 2011
-------- --------
(Unaudited) (Audited)
ASSETS
CURRENT ASSETS
Cash $ 7,786 $ 1,308
-------- --------
TOTAL CURRENT ASSETS 7,786 1,308
-------- --------
TOTAL ASSETS $ 7,786 $ 1,308
======== ========
LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 450 $ 3,850
Advances from Officers -- --
-------- --------
TOTAL CURRENT LIABILITIES 450 3,850
LONG-TERM LIABILITIES
Accrued interest payable 90 47
Notes payable 4,300 5,500
-------- --------
TOTAL LONG-TERM LIABILITIES 4,390 5,547
TOTAL LIABILITIES 4,840 9,397
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, ($0.0001 par value, 100,000,000 shares authorized;
8,500,000 and 3,000,000 shares issued and outstanding
as of April 30, 2011 and January 31, 2011 respectively 850 300
Additional paid-in capital 44,150 14,700
Deficit accumulated during exploration stage (42,054) (23,089)
-------- --------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) 2,946 (8,089)
-------- --------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT) $ 7,786 $ 1,308
======== ========
The accompanying notes are an integral part of these financial statements
3
Cindisue Mining Corp.
(An Exploration Stage Company)
Statements of Operations (Unaudited)
--------------------------------------------------------------------------------
January 8, 2010
Three Months Three Months (inception)
Ended Ended through
April 30, April 30, April 30,
2011 2010 2011
---------- ---------- ----------
REVENUES
Revenues $ -- $ -- $ --
---------- ---------- ----------
TOTAL REVENUES -- -- --
GENERAL & Administrative Expenses
Administrative expenses 8,422 1,803 13,564
Professional fees 2,500 5,300 13,400
Exploration costs 8,000 -- 15,000
---------- ---------- ----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES 18,922 7,103 41,964
---------- ---------- ----------
LOSS FROM OPERATION (18,922) (7,103) (41,964)
---------- ---------- ----------
OTHER INCOME (EXPENSE)
Interest expense (43) -- (90)
---------- ---------- ----------
NET INCOME (LOSS) $ (18,965) $ (7,103) $ (42,054)
========== ========== ==========
BASIC EARNINGS PER SHARE $ (0.00) $ (0.00)
========== ==========
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 6,140,449 3,000,000
========== ==========
The accompanying notes are an integral part of these financial statements
4
Cindisue Mining Corp.
(An Exploration Stage Company)
Statement of changes in Shareholders' Equity
--------------------------------------------------------------------------------
Deficit
Common Stock Additional During
------------------- Paid-in Exploration
Shares Amount Capital Stage Total
------ ------ ------- ----- -----
Balance, January 8, 2010 (Inception) -- $ -- $ -- $ -- $ --
Commn stock issued, January 22, 2010
at $.005 per share 3,000,000 300 14,700 -- 15,000
Loss for the period beginning January 8, 2010
(inception) to January 31, 2010 (7,599) (7,599)
---------- ------ -------- -------- --------
BALANCE, JANUARY 31, 2010 3,000,000 $ 300 $ 14,700 $ (7,599) $ 7,401
========== ====== ======== ======== ========
Net Loss, year ended January 31, 2011 (15,490) (15,490)
---------- ------ -------- -------- --------
BALANCE, JANUARY 31, 2011 3,000,000 $ 300 $ 14,700 $(23,089) $ (8,089)
========== ====== ======== ======== ========
Common stock issued, March 8, 2010
at $.01 per share 2,500,000 250 24,750 -- 25,000
Common stock issued to director for
services March 12, 2011 3,000,000 300 4,700 -- 5,000
Loss for the period ended April 30, 2011 (18,965) (18,965)
---------- ------ -------- -------- --------
BALANCE, APRIL 30, 2011 (UNAUDITED) 8,500,000 $ 850 $ 44,150 $(42,054) $ 2,946
========== ====== ======== ======== ========
The accompanying notes are an integral part of these financial statements
5
Cindisue Mining Corp.
(An Exploration Stage Company)
Statements of Cash Flows (Unaudited)
--------------------------------------------------------------------------------
January 8, 2010
Three Months Three Months (inception)
Ended Ended through
April 30, April 30, April 30,
2011 2010 2011
-------- -------- --------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $(18,965) $ (7,103) $(42,054)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Common stock issued for service 5,000 -- 5,000
Changes in operating assets and liabilities:
Increase in accounts payable (3,400) 1,500 450
Increase in accrued interest 43 -- 90
-------- -------- --------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (17,322) (5,603) (36,514)
CASH FLOWS FROM INVESTING ACTIVITIES
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES -- -- --
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in Advance from Officers -- (299) --
Proceed (Payment) from notes payable (1,200) -- 4,300
Issuance of common stock 250 -- 550
Additional paid-in capital 24,750 -- 39,450
-------- -------- --------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 23,800 (299) 44,300
-------- -------- --------
NET INCREASE (DECREASE) IN CASH 6,478 (5,902) 7,786
CASH AT BEGINNING OF PERIOD 1,308 8,000 --
-------- -------- --------
CASH AT END OF PERIOD $ 7,786 $ 2,098 $ 7,786
======== ======== ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during period for:
Interest $ -- $ -- $ --
======== ======== ========
Income Taxes $ -- $ -- $ --
======== ======== ========
The accompanying notes are an integral part of these financial statements
6
Cindisue Mining Corp.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
April 30, 2011
--------------------------------------------------------------------------------
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS
Cindisue Mining Corp. (the "Company") was incorporated on January 8, 2010 under
the laws of the State of Delaware. The Company's activities to date have been
limited to organization and capital. The Company has been in the exploration
stage since its formation and has not yet realized any revenues from its planned
operations.
The Company is primarily engaged in the acquisition and exploration of mining
properties. The Company has acquired Ford 1-4 mineral claims in Esmeralda
County, NV for exploration and has formulated a business plan to investigate the
possibilities of a viable mineral deposit.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
INTERIM FINANCIAL STATEMENTS
The accompanying interim unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Article 8 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In our opinion, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three and nine months period ended April 30, 2011 are
not necessarily indicative of the results that may be expected for the year
ending January 31, 2012. For further information, refer to the financial
statements and footnotes thereto included in our Form 10-K Report for the fiscal
year ended January 31, 2011.
ACCOUNTING BASIS
The statements were prepared following generally accepted accounting principles
of the United States of America consistently applied.
USE OF ESTIMATES
Management uses estimates and assumptions in preparing these financial
statements in accordance with generally accepted accounting principles. Those
estimates and assumptions affect the reported amounts of assets and liabilities,
the disclosure of contingent assets and liabilities, and the reported revenues
and expenses.
7
Cindisue Mining Corp.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
April 30, 2011
--------------------------------------------------------------------------------
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS
The Company is an exploration stage mining company and has not yet realized any
revenue from its operations. Mineral property acquisition costs are initially
capitalized in accordance with ASC 805-20-55-37, previously referenced as the
FASB Emerging Issues Task Force ("EITF") Issue 04-2. The Company assesses the
carrying costs for impairment under ASC 930 at each fiscal quarter end. When it
has been determined that a mineral property can be economically developed as a
result of establishing proven and probable reserves, the costs incurred to
develop such property will be capitalized. The Company has determined that all
property payments are impaired and written off the acquisition costs to project
expenses. Once capitalized, such costs will be amortized using the units of
production method over the estimated life of the probable reserve.
To date, mineral property exploration costs have been expensed as incurred. To
date the Company has not established any proven or probable reserves on its
mineral properties.
DEPRECIATION, AMORTIZATION AND CAPITALIZATION
The Company records depreciation and amortization, when appropriate, using both
straight-line and declining balance methods over the estimated useful life of
the assets (five to seven years). Expenditures for maintenance and repairs are
charged to expense as incurred. Additions, major renewals and replacements that
increase the property's useful life are capitalized. Property sold or retired,
together with the related accumulated
Depreciation is removed from the appropriate accounts and the resultant gain or
loss is included in net income.
CASH AND CASH EQUIVALENTS
Cash equivalents include short-term, highly liquid investments with maturities
of three months or less at the time of acquisition.
INCOME TAXES
The Company accounts for its income taxes in accordance with FASB Accounting
Standards Codification ("ASC") No.740, "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. 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.
8
Cindisue Mining Corp.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
April 30, 2011
--------------------------------------------------------------------------------
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion or all of the deferred
tax assets will not be realized. 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.
FINANCIAL INSTRUMENTS
Fair value measurements are determined based on the assumptions that market
participants would use in pricing an asset or liability. ASC 820-10 establishes
a hierarchy for inputs used in measuring fair value that maximizes the use of
observable inputs and minimizes the use of unobservable inputs by requiring that
the most observable inputs be used when available. FASB ASC 820 establishes a
fair value hierarchy that prioritizes the use of inputs used in valuation
methodologies into the following three levels:
* Level 1: Quoted prices (unadjusted) for identical assets or liabilities in
active markets. A quoted price in an active market provides the most
reliable evidence of fair value and must be used to measure fair value
whenever available.
* Level 2: Significant other observable inputs other than Level 1 prices such
as quoted prices for similar assets or liabilities; quoted prices in markets
that are not active; or other inputs that are observable or can be
corroborated by observable market data.
* Level 3: Significant unobservable inputs that reflect a reporting entity's
own assumptions about the assumptions that market participants would use in
pricing an asset or liability. For example, level 3 inputs would relate to
forecasts of future earnings and cash flows used in a discounted future cash
flows method.
The recorded amounts of financial instruments, including cash equivalents
accounts payable and accrued expenses, and long-term debt approximate their
market values as of April 30, 2011 and January 31, 2011.
NET LOSS PER SHARE
Basic loss per share includes no dilution and is computed by dividing loss
available to common stockholders by the weighted average number of common shares
outstanding for the period. Dilutive loss per share reflects the potential
dilution of securities that could share in the losses of the Company. Because
the Company does not have any potentially dilutive securities, the accompanying
presentation is only of basic loss per share.
9
Cindisue Mining Corp.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
April 30, 2011
--------------------------------------------------------------------------------
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
SHARE BASED EXPENSES
Codification topic 718 "Stock Compensation" requires that the cost resulting
from all share-based transactions be recorded in the financial statements and
establishes fair value as the measurement objective for share-based payment
transactions with employees and acquired goods or services from non-employees.
The codification also provides guidance on valuing and expensing these awards,
as well as disclosure requirements of these equity arrangements. The Company the
codification upon creation of the company and expenses share based costs in the
period incurred
NOTE 3 - PROVISION FOR INCOME TAXES
Realization of deferred tax assets is dependent upon sufficient future taxable
income during the period that deductible temporary differences and
carry-forwards are expected to be available to reduce taxable income. As the
achievement of required future taxable income is uncertain, the Company recorded
a valuation allowance.
April 30, January 31,
2011 2011
-------- --------
Net operating loss carryforward $ 14,298 $ 7,850
Valuation allowance (14,298) (7,850)
-------- --------
Net deferred income tax asset $ -- $ --
======== ========
NOTE 4 - COMMITMENTS AND CONTINGENCIES
LITIGATION
The Company is not presently involved in any litigation.
NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
Recent accounting pronouncements that the Company has adopted or that will be
required to adopt in the future are summarized below.
In January 2010, the Financial Accounting Standards Board ("FASB") issued
guidance to amend the disclosure requirements related to recurring and
nonrecurring fair value measurements. The guidance requires new disclosures on
the transfers of assets and liabilities between Level 1 (quoted prices in active
10
Cindisue Mining Corp.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
April 30, 2011
--------------------------------------------------------------------------------
NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS - CONTINUED
market for identical assets or liabilities) and Level 2 (significant other
observable inputs) of the fair value measurement hierarchy, including the
reasons and the timing of the transfers. Additionally, the guidance requires a
roll forward of activities on purchases, sales, issuance, and settlements of the
assets and liabilities measured using significant unobservable inputs (Level 3
fair value measurements). The guidance became effective for us with the
reporting period beginning January 1, 2010, except for the disclosure on the
roll forward activities for Level 3 fair value measurements, which will become
effective for us with the reporting period beginning July 1, 2011. Other than
requiring additional disclosures, adoption of this new guidance did not have a
material impact on our financial statements.
In January 2010, the FASB issued an amendment to ASC 505, Equity, where entities
that declare dividends to shareholders that may be paid in cash or shares at the
election of the shareholders are considered to be a share issuance that is
reflected prospectively in EPS, and is not accounted for as a stock dividend.
This standard is effective for interim and annual periods ending on or after
December 15, 2009 and is to be applied on a retrospective basis. The adoption of
this standard is not expected to have a significant impact on the Company's
financial statements.
On February 24, 2010, the FASB issued guidance in the "Subsequent Events" topic
of the FASC to provide updates including: (1) requiring the company to evaluate
subsequent events through the date in which the financial statements are issued;
(2) amending the glossary of the "Subsequent Events" topic to include the
definition of "SEC filer" and exclude the definition of "Public entity"; and (3)
eliminating the requirement to disclose the date through which subsequent events
have been evaluated. This guidance was prospectively effective upon issuance.
The adoption of this guidance did not impact the Company's results of operations
of financial condition.
The Company has implemented all new accounting pronouncements that are in effect
and that may impact its financial statements and does not believe that there are
any other new accounting pronouncements that have been issued that might have a
material impact on its financial position or results of operations.
NOTE 6 - GOING CONCERN
Future issuances of the Company's equity or debt securities will be required in
order for the Company to continue to finance its operations and continue as a
going concern. The Company's present revenues are insufficient to meet operating
expenses.
The financial statements of the Company have been prepared assuming that the
Company will continue as a going concern, which contemplates, among other
things, the realization of assets and the satisfaction of liabilities in the
11
Cindisue Mining Corp.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
April 30, 2011
--------------------------------------------------------------------------------
NOTE 6 - GOING CONCERN - CONTINUED
normal course of business. The Company has incurred cumulative net losses of
$42,054 since its inception and requires capital for its contemplated
operational and exploration activities to take place. The Company's ability to
raise additional capital through the future issuances of common stock is
unknown. The obtainment of additional financing, the successful development of
the Company's contemplated plan of operations, and its transition, ultimately,
to the attainment of profitable operations are necessary for the Company to
continue operations. The ability to successfully resolve these factors raise
substantial doubt about the Company's ability to continue as a going concern.
The financial statements of the Company do not include any adjustments that may
result from the outcome of these aforementioned uncertainties.
NOTE 7 - RELATED PARTY TRANSACTIONS
Donovan L. Cooper, the sole officer and director of the Company, may in the
future, become involved in other business opportunities as they become
available, thus he may face a conflict in selecting between the Company and his
other business opportunities. The Company has not formulated a policy for the
resolution of such conflicts.
Donovan L. Cooper, the sole officer and director of the Company, will not be
paid for any underwriting services that he performs on behalf of the Company
with respect to the Company's S-1 offering. He will also not receive any
interest on any funds that he advances to the Company for offering expenses
prior to the offering being closed which will be repaid from the proceeds of the
offering.
NOTE 8 - NOTES PAYABLE
Since inception the Company received cash totaling $5,500 from EFM Venture
Group, Inc., an unrelated party, in the form of three promissory notes and made
one payment of $1,200 in cash. As of April 30, 2011 the amount due to EFM
Venture Group was $4,300.
The Company received cash in the amount of $1,000 from EFM Venture Group, Inc.
This amount is represented by one unsecured promissory note dated July 31, 2010.
This loan is at 4% interest with principle and interest all due on July 31,
2012. On February 10, 2011 the Company paid back $1,000.
The Company received cash in the amount of $2,900 from EFM Venture Group, Inc.
This amount is represented by one unsecured promissory note dated November 30,
2010. This loan is at 4% interest with principle and interest all due on
November 24, 2012. On February 10, 2011 the Company paid back $200.
12
Cindisue Mining Corp.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
April 30, 2011
--------------------------------------------------------------------------------
NOTE 8 - NOTES PAYABLE - CONTINUED
The Company received cash in the amount of $1,600 from EFM Venture Group, Inc,
an unrelated party. This amount is represented by one unsecured promissory note
dated January 6, 2011 This loan is at 4% interest with principle and interest
all due on January 6, 2013.
Accrued interest payable as of April 30, 2011 is $90.
NOTE 9 - STOCK TRANSACTIONS
On January 22, 2010, the Company issued a total of 3,000,000 shares of common
stock to one director for cash in the amount of $0.005 per share for a total of
$15,000
On March 8, 2011, the company completed its offering of 2,500,000 common stocks
to 27 individuals for cash in the amount of $0.01 per share for a total of
$25,000.
On March 12, 2011 3,000,000 shares of common stock were issued to the director
Mr. Donavan L. Cooper in exchange for services from inception through January
31, 2011. The shares are valued at $5,000. The shares are issued under Rule 144
and are restricted securities within the meaning of the rule.
As of April 30, 2011 and January 31, 2011, the Company had 8,500,000 and
3,000,000 shares of common stock issued and outstanding respectively.
NOTE 10 - STOCKHOLDERS' EQUITY
The stockholders' equity section of the Company contains the following classes
of capital stock as of April 30, 2011:
Common stock, $ 0.0001 par value: 100,000,000 shares authorized; 8,500,000
shares issued and outstanding.
NOTE 11 - MINERAL CLAIMS
On January 28, 2010, the Company acquired a 100% interest in the Ford 1-4
minerals claims located in Esmeralda County, Nevada. The claims and related
geological report were acquired for $7,000. These costs have been expensed as
exploration costs during the period ended January 31, 2010.
On April 18, 2011 the Company paid the consulting geologist $8,000 to commence
Phase One of the exploration program on the claims. We expect this phase to take
two weeks to complete and an additional three months for him to receive the
results from the assay lab and prepare his report.
13
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
FORWARD LOOKING STATEMENTS
This report contains forward-looking statements that involve risk and
uncertainties. We use words such as "anticipate", "believe", "plan", "expect",
"future", "intend", and similar expressions to identify such forward-looking
statements. Investors should be aware that all forward-looking statements
contained within this filing are good faith estimates of management as of the
date of this report and actual results may differ materially from historical
results or our predictions of future results.
RESULTS OF OPERATIONS
We are still in our exploration stage and have generated no revenue to date.
We incurred operating expenses of $18,922 and $7,103 for the three months ended
April 30, 2011 and 2010, respectively. These expenses consisted of general
operating expenses and professional fees and for the three months ended April
30, 2011 there were $8,000 in exploration expenses.
Our net loss from inception (January 8, 2010) through April 30, 2011 was $42,054
which includes $15,000 in exploration expenses.
We received our initial funding of $15,000 through the sale of common stock to
Donovan L. Cooper, our officer and director, who purchased 3,000,000 shares of
our common stock at $0.005 per share on January 22, 2010.
On March 8, 2011, the company completed its offering of 2,500,000 shares of
common stock, pursuant to a Registration Statement on Form S-1, to 27
individuals for cash in the amount of $0.01 per share for a total of $25,000.
On March 12, 2011 3,000,000 shares of common stock were issued to the director
of the Company, Mr. Donavan L. Cooper, in exchange for services from inception
through January 31, 2011. The shares are valued at $5,000. The shares were
issued under Rule 144 and are restricted securities within the meaning of the
rule.
As of April 30, 2011 the Company had 8,500,000 shares of common stock issued and
outstanding held by 28 shareholders of record.
The following table provides selected financial data about our company for the
period ended April 30, 2011.
Balance Sheet Data: 4/30/11
------------------- -------
Cash $7,786
Total assets $7,786
Total liabilities $4,840
Shareholders' equity $2,946
14
LIQUIDITY AND CAPITAL RESOURCES
Our cash balance at April 30, 2011 was $7,786, with outstanding liabilities of
$4,840, consisting of $450 in accounts payable, $90 in accrued interest payable
and $4,300 in a note payable to an unrelated party. If we experience a shortage
of funds in the next twelve months we may utilize funds from our director, who
has agreed to advance funds for operations, however he has no formal commitment,
arrangement or legal obligation to advance or loan funds to us.
PLAN OF OPERATION
Our exploration target is to find exploitable minerals on our property. Our
success depends on achieving that target. There is the likelihood of our mineral
claims containing little or no economic mineralization or reserves of gold,
silver and other minerals. There is the possibility that our claims do not
contain any reserves and funds that we spend on exploration will be lost. Even
if we complete our current exploration program and are successful in identifying
a mineral deposit, we will be required to expend substantial funds to bring our
claims to production. We are unable to assure you we will be able to raise the
additional funds necessary to implement any future exploration or extraction
program even if mineralization is found.
Our current cash balance is $7,786. We do not believe our cash balance, will be
sufficient to fund our limited levels of operations for the next 12 months. If
necessary, Mr. Cooper, our officer and director, has verbally agreed to loan the
company funds to allow us to pay for professional fees, including fees payable
in connection with the filing of our required reports to the Securities and
Exchange Commission, operational expenses and reclamation costs in the event we
experience a shortage of funds during exploration and abandon the claims. We are
an exploration stage company and have generated no revenue to date.
Our plan of operation for the next twelve months is to complete the first two
phases of the exploration program on our claims consisting of geological
mapping, soil sampling and rock sampling. In addition to the $10,000 we
anticipate spending for Phase 2, as outlined below, we anticipate spending an
additional $9,000 on professional fees, including fees payable in connection
with complying with reporting obligations, and general administrative costs.
Total expenditures over the next 12 months are therefore expected to be
approximately $19,000. If we experience a shortage of funds prior to funding
during the next 12 months, Mr. Cooper, our officer and director, has verbally
agreed to loan the company funds to allow us to pay for professional fees,
operation expenses and reclamation costs in the event we experience a shortage
of funds during exploration and abandon the claims, however, he has no formal
commitment, arrangement or legal obligation to advance or loan funds to the
company.
We engaged Mr. James W. McLeod, P. Geo., to prepare a geological evaluation
report on the Ford Property. Mr. McLeod's report summarizes the results of the
history of the exploration of the mineral claims, the regional and local geology
of the mineral claims and the mineralization and the geological formations
identified as a result of the prior exploration in the claim areas. The
geological report also gives conclusions regarding potential mineralization of
the mineral claims and recommends a further geological exploration program on
the mineral claims. The exploration program recommended by Mr. McLeod is as
follows:
15
PHASE 1
Prospecting and MMI soil geochemistry. The estimated
cost for this program is all inclusive $ 8,000 (paid)
PHASE 2
Magnetometer and VLF electromagnetic, grid controlled
surveys over the areas of interest determined by the Phase 1
survey. Included in this estimated cost is transportation,
accommodation, board, grid installation, the two
geophysical surveys, maps and report 10,000
-------
Total $18,000
=======
The above program costs are management's estimates based upon the
recommendations of the professional consulting geologist's report and the actual
project costs may exceed our estimates.
During the quarter we paid James McLeod, the consulting geologist, $8,000 to
commence Phase 1 of the exploration program on the claims. We expect this phase
to take two weeks to complete and an additional three months for him to receive
the results from the assay lab and prepare his report. If Phase 1 of the
exploration program is successful, we anticipate commencing Phase 2 in fall of
2011. We expect this phase to take three weeks to complete and an additional
three months for the consulting geologist to receive the results from the assay
lab and prepare his report.
We will require additional funding to proceed with any subsequent work on the
claims, we have no current plans on how to raise the additional funding. We
cannot provide investors with any assurance that we will be able to raise
sufficient funds to proceed with any work after the first two phases of the
exploration program.
OFF-BALANCE SHEET ARRANGEMENTS
We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.
ITEM 4. CONTROLS AND PROCEDURES
MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Our management is responsible for establishing and maintaining adequate internal
control over financial reporting. Internal control over financial reporting is
defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange
Act of 1934 as a process designed by, or under the supervision of, the company's
principal executive and principal financial officers and effected by the
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company's board of directors, management and other personnel, to provide
reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with
accounting principles generally accepted in the United States of America and
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 accounting principles generally accepted 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.
Because of its inherent limitations, internal control over financial reporting
may not prevent or detect misstatements. Projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become
inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate. All internal control systems,
no matter how well designed, have inherent limitations. Therefore, even those
systems determined to be effective can provide only reasonable assurance with
respect to financial statement preparation and presentation. Because of the
inherent limitations of internal control, there is a risk that material
misstatements may not be prevented or detected on a timely basis by internal
control over financial reporting. However, these inherent limitations are known
features of the financial reporting process. Therefore, it is possible to design
into the process safeguards to reduce, though not eliminate, this risk.
As of April 30, 2011 management assessed the effectiveness of our internal
control over financial reporting based on the criteria for effective internal
control over financial reporting established in Internal Control--Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission ("COSO") and SEC guidance on conducting such assessments. Based on
that evaluation, they concluded that, during the period covered by this report,
such internal controls and procedures were not effective to detect the
inappropriate application of US GAAP rules as more fully described below. This
was due to deficiencies that existed in the design or operation of our internal
controls over financial reporting that adversely affected our internal controls
and that may be considered to be material weaknesses.
The matters involving internal controls and procedures that our management
considered to be material weaknesses under the standards of the Public Company
Accounting Oversight Board were: (1) lack of a functioning audit committee due
to a lack of a majority of independent members and a lack of a majority of
outside directors on our board of directors, resulting in ineffective oversight
in the establishment and monitoring of required internal controls and
procedures; (2) inadequate segregation of duties consistent with control
objectives; and (3) ineffective controls over period end financial disclosure
and reporting processes. The aforementioned material weaknesses were identified
by our Chief Executive Officer in connection with the review of our financial
statements as of April 30, 2011.
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Management believes that the material weaknesses set forth in items (2) and (3)
above did not have an effect on our financial results. However, management
believes that the lack of a functioning audit committee and the lack of a
majority of outside directors on our board of directors results in ineffective
oversight in the establishment and monitoring of required internal controls and
procedures, which could result in a material misstatement in our financial
statements in future periods.
MANAGEMENT'S REMEDIATION INITIATIVES
In an effort to remediate the identified material weaknesses and other
deficiencies and enhance our internal controls, we have initiated, or plan to
initiate, the following series of measures:
We will create a position to segregate duties consistent with control objectives
and will increase our personnel resources and technical accounting expertise
within the accounting function when funds are available to us. And, we plan to
appoint one or more outside directors to our board of directors who shall be
appointed to an audit committee resulting in a fully functioning audit committee
who will undertake the oversight in the establishment and monitoring of required
internal controls and procedures such as reviewing and approving estimates and
assumptions made by management when funds are available to us.
Management believes that the appointment of one or more outside directors, who
shall be appointed to a fully functioning audit committee, will remedy the lack
of a functioning audit committee and a lack of a majority of outside directors
on our Board.
We anticipate that these initiatives will be at least partially, if not fully,
implemented by December 31, 2011. Additionally, we plan to test our updated
controls and remediate our deficiencies by December 31, 2011.
CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING
There was no change in our internal controls over financial reporting that
occurred during the period covered by this report, which has materially
affected, or is reasonably likely to materially affect, our internal controls
over financial reporting.
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PART II. OTHER INFORMATION
ITEM 6. EXHIBITS
Incorporated by Reference
Exhibit No. Exhibit or Filed Herewith
----------- ------- -----------------
3.1 Articles of Incorporation Incorporated by reference to
the Registration Statement on
Form S-1 filed with the SEC on
March 8, 2010, File No.
333-165302
3.2 Bylaws Incorporated by reference to
the Registration Statement on
Form S-1 filed with the SEC on
March 8, 2010, File No.
333-165302
31.1 Section 302 Certification of Filed herewith
Chief Executive Officer
31.2 Section 302 Certification of Filed herewith
Chief Financial Officer
32 Section 906 Certification of Filed herewith
Chief Executive Officer and
Chief Financial Officer
SIGNATURES
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.
June 8, 2011 Cindisue Mining Corp.
/s/ Donovan L. Cooper
-----------------------------------------
By: Donovan L. Cooper
(Chief Executive Officer, Chief Financial
Officer, Principal Accounting Officer,
President, Secretary, Treasurer & Sole
Director)
1
