PetVivo Holdings, Inc. - FORM 10-Q

Attached files

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EXCEL - IDEA: XBRL DOCUMENT - PetVivo Holdings, Inc.	Financial_Report.xls
EX-32.1 - CERTIFICATION - PetVivo Holdings, Inc.	temp_ex321.htm
EX-32.2 - CERTIFICATION - PetVivo Holdings, Inc.	temp_ex322.htm
EX-31.1 - CERTIFICATION - PetVivo Holdings, Inc.	tenp_ex311.htm
EX-31.2 - CERTIFICATION - PetVivo Holdings, Inc.	temp_ex312.htm

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 June 30, 2012

o	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: 333-173569

Technologies Scan Corp.

(Exact name of registrant as specified in its charter)

Nevada		99-0363559
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

331 Labelle, St-Jerome,

Quebec, Canada, J7Z 5L2

(Address of principal executive offices) (Zip Code)

(855) 492-5245

(Registrant’s telephone number, including area code)

Indicate by check mark whether the issuer (1) has 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 past 90 days. x Yes o 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). o Yes x No

Indicate by check mark whether the registrant is a large accelerated file, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	o		Accelerated filer	o
Non-accelerated filer	o	(Do not check if a smaller reporting company)	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). x Yes o No

As of August 13, 2012, there were 114,150,000 shares of the issuer’s $.001 par value common stock issued and outstanding.

TABLE OF CONTENTS

PART I FINANCIAL INFORMATION
		Page
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	15
Item 4.	Controls and Procedures	15

PART II OTHER INFORMATION

Item 1.	Legal Proceedings	16
Item 1A.	Risk Factors	16
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	16
Item 3.	Defaults Upon Senior Securities	16
Item 4.	Mine Safety Disclosures	16
Item 5.	Other Information	16
Item 6.	Exhibits	16

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

TECHNOLOGIES SCAN CORP.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED BALANCE SHEETS
JUNE 30, 2012 AND MARCH 31, 2012
(UNAUDITED)

ASSETS
	JUNE 30,			MARCH 31,
	2012			2012
	(UNAUDITED)
CURRENT ASSETS
Cash	$	385		$	225
Other receivable		1,216			554
Other current asset		-			573
Total current assets		1,601			1,352

TOTAL ASSETS	$	1,601		$	1,352


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
Accounts payable and accrued expenses	$	61,948		$	60,929
Advances payable		15,000			15,000
Advances payable - shareholders		125,694			103,042
Total current liabilities		202,642			178,971

TOTAL LIABILITIES		202,642			178,971

STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $0.001 par value, 200,000,000 shares authorized,
114,150,000 shares issued and outstanding as of March 31, 2012
and March 31, 2011, respectively.		114,150			114,150
Additional paid in capital		74,300			74,300
Deficit accumulated during the development stage		(389,804	)		(366,070	)
Accumulated other comprehensive income		313			1
		(201,041	)		(177,619	)

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	1,601		$	1,352

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

TECHNOLOGIES SCAN CORP.

(A DEVELOPMENT STAGE COMPANY)

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

FOR THE THREE MONTHS ENDED JUNE 30, 2012 AND 2011

AND FOR THE CUMULATIVE PERIOD MARCH 31, 2010 (INCEPTION) THROUGH JUNE 30, 2012

(UNAUDITED)

	FOR THE THREE			FOR THE THREE			MARCH 31, 2009
	MONTHS ENDED			MONTHS ENDED			(INCEPTION)
	JUNE 30,			JUNE 30,			THROUGH
	2012			2011			JUNE 30, 2012

REVENUE	$	-		$	-		$	-

COST OF REVENUES		-			-			-

GROSS PROFIT		-			-			-

OPERATING EXPENSES
Professional fees		13,605			13,635			160,174
General and administrative		9,627			7,263			69,142
Advertising expense		-			-			1,800
Research and development		-			-			157,300
LOSS FROM OPERATIONS		23,232			20,898			388,416

NET LOSS BEFORE OTHER EXPENSE		(23,232	)		(20,898	)		(388,416	)

OTHER INCOME (EXPENSE)
Foreign currency exchange gain (loss)		(502	)		51			(1,388	)
Total other expense		(502	)		51			(1,388	)

NET LOSS	$	(23,734	)	$	(20,847	)	$	(389,804	)


WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		114,150,000			114,150,000

BASIC AND DILUTED NET LOSS PER COMMON SHARE	$	(0.00	)	$	(0.00	)

COMPREHENSIVE LOSS:
Net loss	$	(23,734	)	$	(20,847	)	$	(389,804	)
Currency translation adjustment		312			-			313
Total comprehensive loss	$	(23,422	)	$	(20,847	)	$	(389,491	)

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

TECHNOLOGIES SCAN CORP.

(A DEVELOPMENT STAGE COMPANY)

CONDENSED STATEMENTS OF CASH FLOW

FOR THREE MONTHS ENDED JUNE 30, 2012 AND 2011

AND FOR THE PERIOD MARCH 31, 2009 (INCEPTION) THROUGH JUNE 30, 2012

(UNAUDITED)

	FOR THE THREE			FOR THE THREE			MARCH 31, 2009
	MONTHS ENDED			MONTHS ENDED			(INCEPTION)
	JUNE 30,			JUNE 30,			THROUGH
	2012			2011			JUNE 30, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss)	$	(23,734	)	$	(20,847	)	$	(389,804.00	)

Adjustments to reconcile net (loss) to net cash used in operating activities:
Common stock issued for services		-			-			84,500

Change in assets and liabilities
(Increase) in other current asset		573			869			1,442
(Increase) Decrease in other receivables		(662	)		512			(2,658	)
Increase in accounts payable and accrued expenses		1,019			19,214			61,948
Net cash (used in) operating activities		(22,804	)		(252	)		(244,572	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from advances payable from shareholders		22,652			(389	)		125,694
Advances payable		-			-			15,000
Proceeds from the issuance of common stock		-			-			103,950
Net cash provided by financing activities		22,652			(389	)		244,644


EFFECT OF EXCHANGE RATES ON CASH AND CASH EQUIVALENTS		312			-			313

NET INCREASE IN CASH AND CASH EQUIVALENTS		160			(641	)		385

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD		225			1,064			-

CASH AND CASH EQUIVALENTS - END OF PERIOD	$	385		$	423		$	385

SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	-		$	-		$	-
Income Taxes	$	-		$	-		$	-

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

TECHNOLOGIES SCAN CORP.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
FOR THE PERIOD MARCH 31, 2009 (INCEPTION) THROUGH JUNE 30, 2012
(UNAUDITED)

							Accumulated
					Additional		Other		Accumulated			Total
	Common Stock				Paid-In		Comprehensive		Deficit Since			Stockholders’
	Shares		Par Value		Capital		Income		Inception			Deficit

Balance - March 31, 2009		-	$	-	$	-	$	-		-		$	-

Net Loss for the Period		-		-		-		-		-			-

Balance - March 31, 2010		-		-		-		-		-			-

Common Shares Issued for Services		79,500,000		79,500		5,000		-		-			84,500

Common Shares Issued for Cash		34,650,000		34,650		69,300		-		-			103,950

Net Loss for the Period		-		-		-		-		(263,440	)		(263,440	)

Balance -March 31, 2011		114,150,000		114,150		74,300	$	-		(263,440	)		(74,990	)

Foreign currency gain		-		-		-		1		-			1

Net Loss for the Period		-		-		-		-		(102,630	)		(102,630	)

Balance - March 31, 2012		114,150,000	$	114,150	$	74,300	$	1	$	(366,070	)	$	(177,619	)

Foreign currency gain		-		-		-		312		-			312

Net Loss for the Period		-		-		-		-		(23,734	)		(23,734	)

Balance - June 30, 2012		114,150,000		114,150		74,300		313		(389,804	)		(201,041	)

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

TECHNOLOGIES SCAN CORP.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSED FINANCIAL STATEMENTS

JUNE 30, 2012

(UNAUDITED)

NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION

On March 31, 2009, Technologies Scan Corp (a corporation in the development stage) (the “Company”) was incorporated in the State of Nevada as “Pharmascan Corp.” On September 21, 2010, the Company filed a Certificate of Amendment to its Articles of Incorporation and changed its name to Technologies Scan Corp.

The Company was formed to sell their touch screen product called the Infoscan to pharmacies. The Infoscan is a source of professional knowledge for natural products on a user friendly touch screen including a barcode reader tailored to products offered in a pharmacy. The Infoscan guides customers in purchasing over the counter natural products and private label products.

Basis of Presentation

These condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Securities and Exchange Commission (“SEC”) Form 10-Q and Article 8 of SEC Regulation S-X. The principles for interim financial information do not require the inclusion of all the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these financial statements should be read in conjunction with the Company’s audited financial statements in Form 10-K filed with the SEC for the years ended March 31, 2012 and 2011 and the period from March 31, 2009 (inception) to March 31, 2012. The condensed financial statements included herein are unaudited; however, in the opinion of management, they contain all normal recurring adjustments necessary for a fair statement of the condensed results for the interim periods. Operating results for the three month periods ended June 30, 2012 and 2011 are not necessarily indicative of the results that may be expected for the year ending March 31, 2013.

Going Concern

The accompanying financial statements as of June 30, 2012 have been prepared assuming the Company will continue as a going concern. The Company has experienced recurring losses and negative cash flows from operations, has no revenue and has an accumulated deficit of $389,804 at June 30, 2012. These factors raise substantial doubt about the Company's ability to continue as a going concern. Management intends to raise additional debt and/or equity financing to fund future operations. There is no assurance that its plan can be implemented; or that the results will be of a sufficient level necessary to meet the Company’s ongoing cash needs. No assurances can be given that the Company can obtain sufficient working capital through borrowings or that the continued implementation of its business plan will generate sufficient revenues in the future to sustain ongoing operations.

The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Development Stage Company

The Company is considered to be in the development stage as defined by ASC 915. The Company has devoted substantially all of its efforts to the corporate formation, the raising of capital and attempting to generate customers for the sale of the Company’s products.

TECHNOLOGIES SCAN CORP.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSED FINANCIAL STATEMENTS

JUNE 30, 2012

(UNAUDITED)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Use of Estimates

The preparation of financial statements in conformity with 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 disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly liquid debt instruments and other short-term investments with maturity of three months or less, when purchased, to be cash equivalents.

Research and Development

The Company accounts for research and development costs in accordance with Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and development costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company sponsored research and development costs related to both present and future products are expensed in the period incurred. The Company incurred $157,300 of research and development costs associated with its informatic concept and prototype for the year ended June 30, 2012 and for the cumulative period March 31, 2009 (Inception) through June 30, 2012.

Foreign Currency Translation and Transaction

The functional currency for Technologies Scan Corp. is the Canadian dollar. The Company translates assets and liabilities to US dollars using period-end exchange ratesand translates revenues and expenses using average exchange rates during the period. Exchange gains and losses arising from translation are included as a component of other comprehensive income.

Transactions denominated in currencies other than the functional currency of the legal entity are re-measured to the functional currency of the legal entity at the period-end exchange rates. Any associated transactional currency re-measurement gains and losses are recognized in current operations.

Comprehensive Income

Comprehensive loss reflects changes in equity that results from transactions and economic events from non-owner sources. The Company had $312 and $1 in accumulated other comprehensive income for the periods ended June 30, 2012 and December 31, 2011, respectively, from its foreign currency translation. As a result, total comprehensive losses for the periods ended June 30, 2012 and December 31, 2012 was $389,491and $366,069, respectively.

TECHNOLOGIES SCAN CORP.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSED FINANCIAL STATEMENTS

JUNE 30, 2012

(UNAUDITED)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Income Taxes

Deferred tax liabilities and assets are recognized for the expected future tax consequences of events that have been included in the financial statement or tax returns. Deferred tax liabilities and assets are determined based on the difference between the financial statements and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are expected to be realized.

Revenue Recognition

The criteria for revenue recognition are as follows:

1)	Persuasive evidence of an arrangement exists;
2)	Delivery has occurred or services have been rendered;
3)	The seller’s price to the buyer is fixed or determinable, and
4)	Collectability is reasonably assured.

Determination of criteria (3) and (4) will be based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments will be provided for in the same period the related sales are recorded.

Basic and Diluted Loss Per Common Share

Basic net loss per common share is computed using the weighted average number of common shares outstanding. Diluted loss per share reflects the potential dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. There were no dilutive potential common shares as of June 30, 2012 and 2011. Because the Company has incurred net losses and there are no potential dilutive shares, basic and diluted loss per common share are the same.

TECHNOLOGIES SCAN CORP.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSED FINANCIAL STATEMENTS

JUNE 30, 2012

(UNAUDITED)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Recently Issued Accounting Standards

There were various updates recently issued, and are not expected to a have a material impact on the Company's consolidated financial position, results of operations or cash flows.

NOTE 3 - STOCKHOLDERS' EQUITY (DEFICIT)

The Company was established with one class of stock, common stock – 200,000,000 shares authorized at a par value of $0.001.

On April 1, 2010 the Company issued 77,000,000 shares of common stock to the Company’s founders at a value of $77,000 ($0.001 per share) for services rendered by the Company’s two founders and a consultant, which included the following: preparing the articles of incorporation, database and software development, and identifying strategic business partners.

In December 2010, the Company issued 2,500,000 shares of the Company's common stock for services rendered in connection with the preparation of this registration statement during 2011. Those 2,500,000 shares were valued at $7,500 ($0.003) per share based on the latest sale of shares to unrelated third parties. No quoted market price was available to value the shares on the date they were granted.

During the period ended December 31, 2010 the Company raised $103,950 through the sale of 34,650,000 shares of common stock ($0.003 per share).

The Company has not issued any options or warrants to date.

TECHNOLOGIES SCAN CORP.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSED FINANCIAL STATEMENTS

JUNE 30, 2012

(UNAUDITED)

NOTE 4 - ADVANCES PAYABLE

As of June 30, 2012 and December 31, 2011, the Company had advances payable outstanding to a third party of $15,000, respectively. These advances are non-interest bearing, unsecured and are payable on demand.

NOTE 5 - ADVANCES PAYABLE - SHAREHOLDERS

As of June 30, 2012 and March 31, 2012, the Company had advances payable of $78,000, respectively due to two shareholders of the Company. These advances are non-interest bearing, unsecured and are payable on demand.

As of June 30, 2012 and March 31, 2012, the Company also had related party advances payable of $47,694 and $25,042, respectively, due to a director who is also a related party shareholder of the Company. These related party advances are non-interest bearing, unsecured and are payable on demand.

NOTE 6 - INCOME TAXES

As of June 30, 2012 and March 31, 2012, the Company had no significant current or deferred taxes.

The net deferred tax asset consists of the following at June 30, 2012 and March 31, 2012:

	JUNE 30, 2012			MARCH 31, 2012
Net taxable losses	$	103,565		$	95,496
Deferred income tax liabilities		-			-
Subtotal		103,565			95,496
Valuation allowance		(103,565	)		(95,496
Net	$	-		$	-

Based upon the net operating losses incurred since inception, management has determined that the deferred tax asset as of June 30, 2012, will likely not be recognized. Consequently, the Company has established a valuation allowance against the entire deferred tax asset.

TECHNOLOGIES SCAN CORP.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSED FINANCIAL STATEMENTS

JUNE 30, 2012

(UNAUDITED)

NOTE 6 - INCOME TAXES (CONTINUED)

As of June 30, 2012, the Company had a net operating loss carry forward of approximately $389,804 with an initial carry forward period of 20 years.A reconciliation of income taxes computed at the statutory income tax rate to the provision (benefit) for income taxes for the periods ended June 30, 2012 and March 31, 2012, is as follows:

	JUNE 30, 2012			MARCH 31, 2012
Statutory tax at 34%	$	(132,533)	)	$	(124,464)
Permanent differences – primarily stock-based compensation		28,968			28,968
Valuation allowance		103,565			95,496
Provision (benefit) for income taxes	$	-		$	-

NOTE 7 - COMMITMENTS AND CONTINGENCIES

On July 5, 2010, the Company entered into a lease agreement that expires on October 31, 2013 for office space in Mirabel, Quebec. The lease calls for monthly payments of approximately $1,887 (CDN$). Rent expense for the period ended June 30, 2012 and 2011 was approximately$5,591 and $5,127 (USD$).

The scheduled lease payments for the office space are as follows:

June 30, 2013	$	22,644
June 30, 2014		7,548
Total	$	30,192

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

Forward-looking Statements.

This Quarterly Report of Technologies Scan Corp. on Form 10-Q contains forward-looking statements, particularly those identified with the words, “anticipates,” “believes,” “expects,” “plans,” “intends,” “objectives,” and similar expressions. These statements reflect management’s best judgment based on factors known at the time of such statements. The reader may find discussions containing such forward-looking statements in the material set forth under “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” generally, and specifically therein under the captions “Liquidity and Capital Resources” as well as elsewhere in this Quarterly Report on Form 10-Q. Actual events or results may differ materially from those discussed herein. The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guaranty, or warranty is to be inferred from those forward-looking statements. The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements. No assurance can be given that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.

Critical Accounting Policies and Estimates. Our Management’s Discussion and Analysis of Financial Condition and Results of Operations section discusses our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources. In addition, these accounting policies are described at relevant sections in this discussion and analysis and in the notes to the financial statements included in this Quarterly Report on Form 10-Q for the three months ended June 30, 2012.

The following discussion of our financial condition and results of operations should be read in conjunction with our condensed unaudited interim financial statements for the three months ended June 30, 2012 and 2011, together with notes thereto, as included in this Quarterly Report on Form 10-Q, and our audited financial statements for the years ended March 31, 2012 and 2011, together with notes thereto, as included in our Annual Report on Form 10-K filed on July 16, 2012.

Our Background. We were incorporated as Pharmascan Corp. in the State of Nevada on March 31, 2009. On September 21, 2010, we filed a Certificate of Amendment to our Articles of Incorporation and changed our name to Technologies Scan Corp.

Our Business. We are a development stage company whose plan of operation is selling touch screen computer products to pharmacies. We have developed full software and databases for pharmacy products by gathering relevant information from the pharmacy industry and preparing the information for programming by our software consultants. We intend to use this expertise to develop customized software and database programs for specific retail pharmacies. We believe the Infoscan, one of our programs, provides pharmacy product information in a unique and innovative way, through a touch screen and barcode reader. The Infoscan can be tailored to any pharmacy’s product offerings. The Infoscan guides customers in purchasing over the counter natural products and private label products in what we believe is an efficient manner that would allow pharmacy employees to perform other tasks.

Our Infoscan products will be used at pharmacies to assist customers with their purchases. In addition to selling Infoscan products, we intend to provide services such as location and installation advice, personalized programming onto the Infoscan, and employee training to use the product. Our Infoscan products include a database for products, barcodes reader and equipment including computer screens, optic readers, master cards, hard discs and adapted support.

We hope to generate product revenues predominantly from sales of our Infoscan programs to potential clients in the retail pharmacy industry.

For the three months ended June 30, 2012, as compared to the three months ended June 30, 2011.

Results of Operations.

Revenues. We had no revenues for the three months ended June 30, 2012 and 2011.

Operating Expenses. Our operating expenses increased by $2,334 from $20,898 for the three months ended June 30, 2011 to $23,232 for the three months ended June 30, 2012. The overall increase between the comparable periods is primarily due to an increase in general and administrative fees, which increased from $7,263 for the three months ended June 30, 2011 to $9,627 for the three months ended June 30, 2012.

Other Income (Expense). We had a foreign exchange gain of $51 for the three months ended June 30, 2011 compared to a loss of $502 for the three months ended June 30, 2012. This decrease is a result of paying vendors in Canadian dollars.

Net Loss. Our net loss increased $2,887 from a net loss of $20,847 for the three months ended June 30, 2011 to a net loss of $23,734 for the three months ended June 30, 2012. Our net loss increased primarily due to an increase in our general and administrative expenses for the three months ended June 30, 2012.

Liquidity and Capital Resources. On April 1, 2010, we issued 77,000,000 shares of common stock to our two founders and a consultant in exchange for services valued at $77,000, or $0.001 per share. During the period from April 1, 2010 through March 31, 2012, we sold 34,650,000 shares of common stock in exchange for $103,950, or $0.003 per share. These proceeds are being used to pay for the development of our products, overhead expenses and working capital. In addition, we were advanced $103,042 from our director and shareholders since inception. The advances are non-interest bearing and payable on demand. We also received an advance of $15,000 from a third party during our fiscal year ended March 31, 2012. The advance is non-interest bearing and payable on demand.

As of June 30, 2012, we had liabilities of $202,642, of which $61,948 were represented by accounts payable and accrued expenses, $125,694 of advances payable to our shareholders, and $15,000 due to an unrelated third party.

During 2012, we expect to incur significant costs associated with updating and maintaining our database and website. We expect that the costs of updating and maintaining our database and website will be approximately $80,000 and will continue to impact our liquidity. We will need to obtain funds to pay those expenses.

During 2012, we expect to incur significant accounting costs associated with the audit and review of our financial statements. We expect that the legal and accounting costs of being a public company will be approximately $50,000 per year and will continue to impact our liquidity. We will need to obtain funds to pay those expenses.

Other than expenses for updating and maintaining our database and website and the anticipated increases in legal and accounting costs due to the reporting requirements of being a reporting company, we are not aware of any other known trends, events or uncertainties, which may affect our future liquidity.

As of June 30, 2012, we had a cash balance of $385. We have no currently planned material commitments for capital expenditures; however, we will need operating capital to continue our current business plans and we presently have no source of capital. Although we are considering various debt or equity financings, there can be no assurance that any financing will be available to us on terms acceptable to us or at the time that we would require such financing, or at all. Failure to obtain any such financing will result in our inability to effectuate our business plan. The notes to our financial statements at June 30, 2012 disclose uncertainty as to our ability to continue as a going concern.

In the opinion of management, available funds will not satisfy our working capital requirements for the next twelve months. Our forecast for the period for which our financial resources will be adequate to support our operations involves risks and uncertainties and actual results could fail as a result of a number of factors. We intend to pursue capital through public or private financing as well as borrowings and other sources, such as our officers and directors. We cannot guarantee that additional funding will be available on favorable terms, if at all.

We are not currently conducting any research and development activities. We do not anticipate conducting such activities in the near future. We do not anticipate that we will purchase or sell any significant equipment. In the event that we generate significant revenues and expand our operations, then we may need to hire additional employees or independent contractors as well as purchase or lease additional equipment.

Off-Balance Sheet Arrangements. We have no off-balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not Applicable.

Item 4. Controls and Procedures.

Evaluation of disclosure controls and procedures. We maintain controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 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 our management including our principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosures. Based upon their evaluation of those controls and procedures performed as of the end of the period covered by this report, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective.

Changes in internal controls over financial reporting. There was no change during our most recently completed fiscal quarter that has materially affected or is reasonably likely to materially affect, our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

Not applicable.

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.

31.1		Certification of Principal Executive Officer, Required By Rule 13a-14(A) of the Securities Exchange Act of 1934, As Amended, As Adopted Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certification of Principal Financial Officer, Required By Rule 13a-14(A) of the Securities Exchange Act of 1934, As Amended, As Adopted Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002

32.1		Certification of Principal Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2		Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS **		XBRL Instance Document

101.SCH **		XBRL Taxonomy Extension Schema Document

101.CAL **		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF **		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB **		XBRL Taxonomy Extension Label Linkbase Document

101.PRE **		XBRL Taxonomy Extension Presentation Linkbase Document

_____________

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

SIGNATURES

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

	Technologies Scan Corp., a Nevada corporation

August 14, 2012	By:	/s/ Ghislaine St-Hilaire
		Ghislaine St-Hilaire
		President, Director
		(Principal Executive Offic

August 14, 2012	By:	/s/ Gilbert Pomerleau
	Its:	Gilbert Pomerleau Chief Financial Officer, Secretary, Treasurer, Director (Principal Financial and Accounting Officer)

PetVivo Holdings, Inc. - FORM 10-Q - August 14, 2012

Attached files

PetVivo Holdings, Inc. Reports