Attached files
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 2012
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ____________ to ____________
Commission File No. 333-182393
PERSONALITY SOFTWARE SYSTEMS, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 45-5136829
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
11730 W. Sunset Blvd., No. 119, Los Angeles, California 90049
(Address of Principal Executive Offices)
(714) 274-9379
(Issuer's telephone number)
(Former name, address and fiscal year, if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the issuer 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 (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 [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]
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's classes of common
equity, as of November 14, 2012: 10,000,000 shares of common stock.
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act): Yes [X] No [ ]
Transitional Small Business Disclosure Format (Check One) Yes [ ] No [X]
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements 4
Item 2. Management's Discussion and Analysis of Financial Condition 15
Item 4. Control and Procedures 16
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 17
Item 1A. Risk Factors 17
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 17
Item 3. Defaults Upon Senior Securities 17
Item 4. Mine Safety Disclosures 17
Item 5. Other Information 17
Item 6. Exhibits and Reports on Form 8-K 17
SIGNATURE 18
2
ITEM 1. FINANCIAL INFORMATION
PERSONALITY SOFTWARE SYSTEMS, INC.
FINANCIAL STATEMENTS
Page
----
FINANCIAL STATEMENTS:
Balance Sheets, September 30, 2012 (unaudited) and May 31, 2012 (audited) 4
Statements of Operations, for the three month period ended
September 30, 2012 (unaudited) and for the period April 24, 2012
(date of inception) through September 30, 2012 (unaudited) 5
Statement of Changes in Stockholders' Equity (Deficit), for the period
April 24, 2012 (date of inception) through September 30, 2012 (unaudited) 6
Statements of Cash Flows, for the three month period ended
September 30, 2012 (unaudited) and for the period April 24, 2012
(date of inception) through September 30, 2012 (unaudited) 7
Notes to Financial Statements (unaudited) 8
3
PERSONALITY SOFTWARE SYSTEMS, INC.
(A Development Stage Company)
Balance Sheets
September 30, May 31,
2012 2012
-------- --------
(unaudited) (audited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 1,525 $ 8,500
-------- --------
TOTAL CURRENT ASSETS 1,525 8,500
-------- --------
TOTAL ASSETS $ 1,525 $ 8,500
======== ========
LIABILITIES AND STOCKHOLDER'S DEFICIT
CURRENT LIABILITIES
Accounts payable $ 4,150 $ 1,650
-------- --------
TOTAL CURRENT LIABILITIES 4,150 1,650
-------- --------
TOTAL LIABILITIES 4,150 1,650
-------- --------
STOCKHOLDER'S DEFICIT
Common stock: 500,000,000 authorized; $0.001 par value
10,000,000 shares issued and outstanding 10,000 10,000
Accumulated deficit during development stage (12,625) (3,150)
-------- --------
TOTAL STOCKHOLDER'S DEFICIT (2,625) 6,850
-------- --------
TOTAL LIABILITIES AND STOCKHOLDER'S DEFICIT $ 1,525 $ 8,500
======== ========
See notes to unaudited financial statements
4
PERSONALITY SOFTWARE SYSTEMS, INC.
(A Development Stage Company)
Statements of Operations
(unaudited)
For the
Three Months April 24, 2012
Ended (inception)
September 30, September 30,
2012 2012
------------ ------------
REVENUES $ -- $ --
------------ ------------
OPERATING EXPENSES
General and administrative 9,475 12,625
------------ ------------
TOTAL OPERATING EXPENSES 9,475 12,625
------------ ------------
NET INCOME FROM OPERATIONS (9,475) (12,625)
OTHER INCOME (EXPENSE)
Income taxes -- --
------------ ------------
NET LOSS $ (9,475) $ (12,625)
============ ============
BASIC AND DILUTED LOSS PER SHARE $ (0.00)
============
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING 10,000,000
============
See notes to unaudited financial statements
5
PERSONALITY SOFTWARE SYSTEMS, INC.
(A Development Stage Company)
Statement of Stockholder's Deficit
(unaudited)
Common Stock Additional
---------------------- Paid in Accumulated
Shares Amount Capital Deficit Total
------ ------ ------- ------- -----
BALANCE AS OF APRIL 24, 2012 -- $ -- $ -- $ -- $ --
Common shares issued:
April 30, 2012, to founders
for cash ($.001 per share) 10,000,000 10,000 -- -- 10,000
Net loss -- -- -- (3,150) (3,150)
----------- -------- ------- --------- --------
BALANCE AS OF MAY 31, 2012 (AUDITED) 10,000,000 10,000 -- (3,150) 6,850
Net loss (unaudited) -- -- -- (9,475) (9,475)
----------- -------- ------- --------- --------
BALANCE, SEPTEMBER 30, 2012 10,000,000 $ 10,000 $ -- $ (12,625) $ (2,625)
=========== ======== ======= ========= ========
See notes to unaudited financial statements
6
PERSONALITY SOFTWARE SYSTEMS, INC.
(A Development Stage Company)
Statements of Cash Flows
(unaudited)
For the April 24, 2012
Three Months (inception)
Ended through
September 30, September 30,
2012 2012
-------- --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (9,475) $(12,625)
Accounts payable 2,500 4,150
-------- --------
NET CASH USED IN OPERATING ACTIVITIES (6,975) (8,475)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock -- 10,000
-------- --------
NET CASH PROVIDED BY FINANCING ACTIVATES -- 10,000
-------- --------
Net increase (decrease) in cash and cash equivalents (6,975) 8,500
Cash and cash equivalents, beginning of period 8,500 --
-------- --------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 1,525 $ 8,500
======== ========
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for interest $ -- $ --
======== ========
Cash paid for taxes $ -- $ --
======== ========
See notes to unaudited financial statements
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PERSONALITY SOFTWARE SYSTEMS, INC.
(A Development Stage Entity)
Notes to the Financial Statements
As of May 31, 2012 (audited) and September 30, 2012 (unaudited)
and for the three month period ended September 30, 2012 (unaudited)
and for the period April 24, 2012 (date of inception)
through September 30, 2012 (unaudited)
1. NATURE OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES
NATURE OF OPERATIONS
PERSONALITY SOFTWARE SYSTEMS, INC. ("PSS" or the "Company") was incorporated in
the State of Nevada on April 24, 2012. PSS's plans to provide a mobile and web
based software solution to address and to provide valued insight to companies
with human resource departments greater than 10 employees. The software will
intelligently provide peer to peer industry specific questionnaires to employees
through their mobile devices to be answered on a daily basis after or before
work. The questions will evaluate peer personalities, perception of performance,
and interpersonal relationships within the workforce. This data is then
displayed privately and confidentially to the human resource department to
identify performance issues, job satisfaction, and give insight to help the
company make use of its best talent.
DEVELOPMENT STAGE ENTITY
The Company is a development stage company, with no revenues, in accordance with
FASB ASC 915 FINANCIAL REPORTING FOR DEVELOPMENT STAGE ENTITIES. The Company
plans to provide a mobile and web based insight software for human resource
departments and is currently seeking funding through the sale of its common
stock to fund the preliminary stages of developing its planned business
operations. It is the company's intent to develop a software based solution for
human resource departments which provides information and insight on job
satisfaction, performance, and interpersonal relationships.
Activities during the development stage primarily include related party
equity-based and or equity financing transactions. Our efforts to date have been
concentrated on financing, administrative efforts towards public compliance and
our product's development.
Management's plan in regard to the development of operations, upon adequate
funding, is to develop our base software. Work is planned for mapping-out the
site structure and workforce questionnaires. Our overall goal is to complete the
software questionnaire base content and link the software to web and mobile
devices for marketplace launch.
BASIS OF PRESENTATION
The Financial Statements and related disclosures have been prepared pursuant to
the rules and regulations of the Securities and Exchange Commission ("SEC"). The
Financial Statements have been prepared using the accrual basis of accounting in
accordance with Generally Accepted Accounting Principles ("GAAP") of the United
States.
USE OF ESTIMATES
The Financial Statements have been prepared in conformity with U.S. GAAP, which
requires using management's best estimates and judgments where appropriate.
These estimates and judgments affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements. The estimates and judgments will also affect the
reported amounts for certain revenues and expenses during the reporting period.
Actual results could differ materially from these good faith estimates and
judgments.
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FINANCIAL INSTRUMENTS
The Company's balance sheet includes certain financial instruments. The carrying
amounts of current assets and current liabilities approximate their fair value
because of the relatively short period of time between the origination of these
instruments and their expected realization.
Financial Accounting Standards Board (FASB) Accounting Standards Codification
(ASC) 820 "Fair Value Measurements and Disclosures" (ASC 820) defines fair value
as the exchange price that would be received for an asset or paid to transfer a
liability (an exit price) in the principal or most advantageous market for the
asset or liability in an orderly transaction between market participants on the
measurement date.. ASC 820 also establishes a fair value hierarchy that
distinguishes between (1) market participant assumptions developed based on
market data obtained from independent sources (observable inputs) and (2) an
entity's own assumptions about market participant assumptions developed based on
the best information available in the circumstances (unobservable inputs). The
fair value hierarchy consists of three broad levels, which gives the highest
priority to unadjusted quoted prices in active markets for identical assets or
liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).
The three levels of the fair value hierarchy are described below:
* Level 1 - Unadjusted quoted prices in active markets that are accessible at
the measurement date for identical, unrestricted assets or liabilities
* Level 2 - Inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly or indirectly,
including quoted prices for similar assets or liabilities in active
markets; quoted prices for identical or similar assets or liabilities in
markets that are not active; inputs other than quoted prices that are
observable for the asset or liability (e.g., interest rates); and inputs
that are derived principally from or corroborated by observable market data
by correlation or other means.
* Level 3 - Inputs that are both significant to the fair value measurement
and unobservable.
Fair value estimates discussed herein are based upon certain market assumptions
and pertinent information available to management as of September 30, 2012. The
respective carrying value of certain on-balance-sheet financial instruments
approximated their fair values due to the short-term nature of these
instruments.
The Company applied ASC 820 for all non-financial assets and liabilities
measured at fair value on a non-recurring basis. The adoption of ASC 820 for
non-financial assets and liabilities did not have a significant impact on the
Company's financial statements.
As of September 30, 2012 and the fair values of the Company's financial
instruments approximate their historical carrying amount.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents includes all cash deposits and highly liquid financial
instruments with a maturity of three months or less.
9
ACCOUNTS RECEIVABLE, CREDIT
The Company currently has not generated any revenue from operations. The Company
will be charging for referral fees at the time a referral is placed. Fee for
referral will be based on a negotiation between third parties. There is no
subscription base for belonging to the group. Billings will occur at the point
of referral transmission and collection on customer accounts through credit
cards or direct payments. The Company does not issue credit on services
provided, therefore there will be no accounts receivable. No allowance for
doubtful accounts is considered necessary to be established for amounts that may
not be recoverable, since there has been no credit issued.
SOFTWARE DEVELOPMENT COSTS AND CAPITAL TECHNOLOGY
The Company accounts for software development costs in accordance with several
accounting pronouncements, including FASB ASC 730, Research and Development,
FASB ASC 350-40, Internal-Use Software, FASB 985-20, Costs of Computer Software
to be Sold, Leased, or Marketed and FASB ASC 350-50, Website Development Costs.
The Company has capitalized the cost of the proprietary website technology,
purchased from unrelated third party developers. Additional costs to customize,
modify and betterment to the existing product was charged to expense as it was
incurred
Capitalized software costs are stated at cost. The estimated useful life of
costs capitalized is currently being amortized over five years. Amortization is
computed on a straight line basis. The carrying amount of all long-lived assets
is evaluated periodically to determine if adjustment to the amortization period
or the unamortized balance is warranted. Based upon its most recent analysis,
the Company believes that no impairment of the proprietary software existed at
September 30, 2012.
LONG-LIVED ASSETS AND INTANGIBLE PROPERTY:
Long-lived assets such as property, equipment and identifiable intangibles are
reviewed for impairment whenever facts and circumstances indicate that the
carrying value may not be recoverable. When required impairment losses on assets
to be held and used are recognized based on the fair value of the asset. The
fair value is determined based on estimates of future cash flows, market value
of similar assets, if available, or independent appraisals, if required. If the
carrying amount of the long-lived asset is not recoverable from its undiscounted
cash flows, an impairment loss is recognized for the difference between the
carrying amount and fair value of the asset. When fair values are not available,
the Company estimates fair value using the expected future cash flows discounted
at a rate commensurate with the risk associated with the recovery of the assets.
The Company did not recognize any impairment losses for any periods presented.
SHARE-BASED PAYMENTS
Share-based payments to employees, including grants of employee stock options
are recognized as compensation expense in the financial statements based on
their fair values, in accordance with FASB ASC Topic 718. That expense is
recognized over the period during which an employee is required to provide
services in exchange for the award, known as the requisite service period
(usually the vesting period). The Company had no common stock options or common
stock equivalents granted or outstanding for all periods presented. The company
may issue shares as compensation in the future periods for employee services.
The Company may issue restricted stock to consultants for various services. Cost
for these transactions will be measured at the fair value of the consideration
received or the fair value of the equity instruments issued, whichever is more
reliably measurable. The value of the common stock is to be measured at the
earlier of (i) the date at which a firm commitment for performance by the
counterparty to earn the equity instruments is reached or (ii) the date at which
the counterparty's performance is complete. The company has not issue shares
during the periods presented, however it anticipates that shares may be issued
in the future.
10
REVENUE RECOGNITION
The Company recognizes revenue on arrangements in accordance with FASB ASC No.
605, Revenue Recognition. In all cases, revenue is recognized only when the
price is fixed or determinable, persuasive evidence of an arrangement exists,
the service is performed and collectability is reasonably assured.
The Company has not issued guarantees or other warrantees on the success or
results of references paid. The Company has no history and has not experienced
any refund requests or committed to any adjustments for failed references. The
Company does not believe that there is any required liability.
ADVERTISING
The costs of advertising are expensed as incurred. Advertising expense was $0
for the period from inception (April 24, 2012) through September 30, 2012.
RESEARCH AND DEVELOPMENT
The Company expenses research and development costs when incurred. Research and
development costs include engineering and testing of product and outputs.
Indirect costs related to research and developments are allocated based on
percentage usage to the research and development. To current date, there have
been no research and development expenses.
INCOME TAXES
The Company accounts for income taxes under the Financial Accounting Standards
Board ("FASB") Accounting Standards Codification ("ASC") No. 740, Income Taxes
("ASC 740"). Under ASC 740, 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 bases. Deferred tax assets and liabilities are measured
using enacted tax rates expected to apply to taxable income in the years in
which those temporary differences are expected to be recovered or settled. Under
ASC 740, the effect on deferred tax assets and liabilities of a change in tax
rates is recognized in income in the period that includes the enactment date.
EARNINGS (LOSS) PER SHARE
Basic earnings (loss) per share calculations are determined by dividing net
income (loss) by the weighted average number of shares outstanding during the
year. Diluted earnings (loss) per share calculations are determined by dividing
net income (loss) by the weighted average number of shares. The Company does not
have any potentially dilutive instruments and, thus, anti-dilution issues are
not applicable.
RECENT ACCOUNTING PRONOUNCEMENTS
Except for rules and interpretive releases of the SEC under authority of federal
securities laws and a limited number of grandfathered standards, the FASB
Accounting Standards Codification ("ASC") is the sole source of authoritative
GAAP literature recognized by the FASB and applicable to the Company. Management
has reviewed the aforementioned rules and releases and believes any effect will
not have a material impact on the Company's present or future financial
statements.
11
2. 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. The Company has not yet emerged from its
development stage, has not established an ongoing source of revenues sufficient
to cover its operating cost, and requires additional capital to commence its
operating plan. The ability of the Company to continue as a going concern is
dependent on the Company obtaining adequate capital to fund operating losses
until it becomes profitable. If the Company is unable to obtain adequate
capital, it could be forced to cease operations. These factors raise substantial
doubt about its ability to continue as a going concern.
In order to continue as a going concern, the Company will need, among other
things, additional capital resources. Management's plan to obtain such resources
for the Company include: sales of equity instruments; traditional financing,
such as loans; and obtaining capital from management and significant
stockholders sufficient to meet its minimal operating expenses. However,
management cannot provide any assurance that the Company will be successful in
accomplishing any of its plans.
There is no assurance that the Company will be able to obtain sufficient
additional funds when needed or that such funds, if available, will be
obtainable on terms satisfactory to the Company. In addition, profitability will
ultimately depend upon the level of revenues received from business operations.
However, there is no assurance that the Company will attain profitability. The
accompanying financial statements do not include any adjustments that might be
necessary if the Company is unable to continue as a going concern.
3. INTANGIBLE ASSETS
There are no intangible assets of record as of September 30, 2012.
4. INCOME TAXES
The Company utilizes the liability method of accounting for income taxes. Under
the liability method deferred tax assets and liabilities are determined based on
the differences between financial reporting basis and the tax basis of the
assets and liabilities and are measured using enacted tax rates and laws that
will be in effect, when the differences are expected to reverse. An allowance
against deferred tax assets is recognized, when it is more likely than not, that
such tax benefits will not be realized.
The Company has not recognized operating losses generated from operations to
date, based on uncertainties concerning its ability to generate taxable income
in future periods. The tax benefit for the periods presented is offset by a
valuation allowance established against deferred tax assets arising from
operating losses and other temporary differences, the realization of which could
not be considered more likely than not. In future periods, tax benefits and
related deferred tax assets will be recognized when management considers
realization of such amounts to be more likely than not. As of September 30,
2012, deferred taxes amounted to approximately $4,800, off-set by a 100%
valuation allowance.
12
The Company provides for income taxes, for the period ended September 30, is as
follows:
2012
--------
Current provision
Income tax provision (benefit) at statutory rate $ (4,300)
State income tax expense (benefit), net of federal benefit (500)
--------
Valuation allowance 4,800
--------
$ --
========
Under the Internal Revenue Code of 1986, as amended, these losses can be carried
forward twenty years. As of May 31, 2012 the Company has net operating loss
carry forwards of approximately $0, which begin to expire in 2032.
5. RELATED PARTY TRANSACTIONS
LOANS FROM SHAREHOLDER
In support of the Company's efforts and cash requirements, it is relying on
advances from related parties until such time that the Company can support its
operations or attains adequate financing through sales of its equity or
traditional debt financing. Amounts represent advances or amounts paid in
satisfaction of certain liabilities as they come due. The advances are
considered temporary in nature and have not been formalized by a promissory
note. Notes are considered payable on demand and is non-interest bearing. The
Company owed $45 to its sole shareholder as of May 31, 2012. The majority
shareholder has pledged his support to fund continuing operations; however there
is no written commitment to this effect. The Company is dependent upon the
continued support of this member.
The Company utilizes space provided by the majority shareholder without charge.
Rent was $0 for all periods presented.
The Company does not have an employment contract with its key employee, the sole
shareholder who is the Chief Executive and Chief Technical Officer.
The amounts and terms of the above transactions may not necessarily be
indicative of the amounts and terms that would have been incurred had comparable
transactions been entered into with independent third parties.
6. EQUITY
The total number of shares of capital stock which the Company shall have
authority to issue is one hundred million (500,000,000) common shares with a par
value of $.001, of which 10,000,000 have been issued to the founder. The Company
intends to issue additional shares in an effort to raise capital to fund its
operations. Common shareholders will have one vote for each share held.
No holder of shares of stock of any class is entitled as a matter of right to
subscribe for or purchase or receive any part of any new or additional issue of
shares of stock of any class, or of securities convertible into shares of stock
of any class, whether now hereafter authorized or whether issued for money, for
consideration other than money, or by way of dividend.
13
The Company is currently engaged in the registration of its equity, for the
purpose of raising cash through the issuance of common shares. The Company
through its proposed equity raise anticipates issuing an additional 2 million
shares.
There are no preferred shares authorized or outstanding. There have been no
warrants or options issued or outstanding.
7. CONTINGENCIES
Some of the officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities that become available. They may face a conflict in selecting
between the Company and other business interests. The Company has not formulated
a policy for the resolution of such conflicts.
From time to time the Company may become a party to litigation matters involving
claims against the Company. Management believes that there are no current
matters that would have a material effect on the Company's financial position or
results of operations.
8. SUBSEQUENT EVENTS
Management has evaluated subsequent events and is not aware of any significant
events that occurred subsequent to the balance sheet date but prior to the
issuance of this report on November 14, 2012 that should be disclosed.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS
OF OPERATIONS
PLAN OF OPERATION
Personality Software Systems plans to provide a mobile and web based software
solution for providing valued insight to human resource departments who have
more than 15 employees. The software will intelligently provide industry
specific questionnaires to employees through their mobile devices to be answered
on a daily basis after or before work. The questions will evaluate
personalities, perception of performance, and interpersonal relationships within
the companies or business workforce. This data is then displayed privately and
confidentially to the human resource department to identify performance issues,
job satisfaction, efficiency, and give insight to help management and the
overall company optimize its workforce.
Understanding honest perception of an individual, or an overall work
environment, can be an important evaluation tool in any business. Sales figures
and other measurable indicators of success are relatively easy for a management
team to understand and react. However, understanding an employee at a
fundamental level can be a valuable tool for knowing and understanding your work
force at an interpersonal and deeper level. A fact is that employees spend a
significant amount of time together on a daily basis and therefore they
invariably form impressionable, subliminal, and indelible relationships. By
leveraging daily non-intrusive questionnaires, the company can learn things
about an employee, a job function, a department, and ultimately over time an
overall corporate workforce culture. The goal of our software is intended to
provide honest responses to ultimately nurture a more productive workforce.
The plan is for the information to be collected passively through the mobile
software and reviewed by the human resource department for disbursement to
appropriate management. This information can be used as an analysis to foresee
potential problems between employees, low job satisfaction, efficiency
deficiencies, and possible bias employee relationships that could be prevented
just to mention a few. Addressing employee job weaknesses or deficiencies can
improve the employer/employee relationships and ease interpersonal tensions. The
software can also provide valuable insight into how well individuals work within
their team, job strengths and weaknesses as well as career potential. Over time,
once positive results are recognized within specific job titles, job functions,
and or departments; management can use this information as a tool to increase
efficiency, productivity and the quality of the work environment.
At the present, the human resource department's primary function has been
defined by the hiring and placement of employees into a company. Providing the
human resource department with an additional tool which provides valuable
informational insight into the workforce can provide them the ability to consult
and interact with employees.
RESULTS OF OPERATION
The Company did not have any operating income from inception (April 24, 2012)
through September 30, 2012. For the period from inception, April 24, 2012
through September 30, 2012, the registrant recognized a net loss of $12,625.
Some general and administrative expenses during the year were accrued. Expenses
for the year were comprised of costs mainly associated with legal, accounting,
and office.
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LIQUIDITY AND CAPITAL RESOURCE
At September 30, 2012 the Company had no capital resources and will rely upon
the issuance of common stock and additional capital contributions from
shareholders to fund administrative expenses pending full implementation of the
Company's business model.
CRITICAL ACCOUNTING POLICIES
Personality Software Systems, Inc. financial statements and related public
financial information are based on the application of accounting principles
generally accepted in the United States ("GAAP"). GAAP requires the use of
estimates; assumptions, judgments and subjective interpretations of accounting
principles that have an impact on the assets, liabilities, revenue and expense
amounts reported. These estimates can also affect supplemental information
contained in our external disclosures including information regarding
contingencies, risk and financial condition. We believe our use if estimates and
underlying accounting assumptions adhere to GAAP and are consistently and
conservatively applied. We base our estimates on historical experience and on
various other assumptions that we believe to be reasonable under the
circumstances. Actual results may differ materially from these estimates under
different assumptions or conditions. We continue to monitor significant
estimates made during the preparation of our financial statements.
ITEM 4. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
We maintain disclosure controls and procedures (as defined in Rules 13a-15(f)
and 15d-15(f) under the Exchange Act) that are designed to ensure that
information required to be disclosed in the reports 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 our management, including our chief executive
officer and chief financial officer, as appropriate to allow timely decisions
regarding disclosure. In designing and evaluating the disclosure controls and
procedures, management recognized that any controls and procedures, no matter
how well designed and operated, can provide only reasonable assurance of
achieving the desired control objectives, and management necessarily was
required to apply its judgment in evaluating the cost-benefit relationship of
possible controls and procedures.
Our management, with the participation of our chief executive officer and chief
financial officer, has evaluated the effectiveness of our disclosure controls
and procedures as of September 30, 2012. Based on their evaluation, our chief
executive officer and chief financial officer have concluded that, as of
September 30, 2012, our disclosure controls and procedures were not effective.
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PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 1A. RISK FACTORS
The Company is a smaller reporting company and is not required to provide this
information.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. MINE SAFETY DISCLOSURES
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
31.1 Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002
31.2 Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002
101 Interactive data files pursuant to Rule 405 of Regulation S-T*
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* To be filed by Amendment
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended September 30, 2012.
17
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
PERSONALITY SOFTWARE SYSTEMS, INC.
Date: November 14, 2012
/s/ Uriel Lizama
------------------------------------
Uriel Lizama
President, Chief Executive Officer,
Secretary, Chief Financial Officer,
Treasurer, Director
1