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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q


  [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the quarterly period ended January 31, 2014


      . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT

For the transition period from ___________ to _____________



China Xibolun Technology Holdings Corporation.

 


Commission File No. 000-54539


Nevada

27-1179591

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)


No.587, 15th Road, 3rd Avenue,

Binhai Industrial Park, Eco & Tech Development Zone,

Wenzhou, China

Postal Code: 325088

 (Address of Principal Executive Offices)

 

0086-13909840703

(Issuer’s telephone number)

 

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. [X] YES  [  ]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). 

[X] YES  [  ]NO




1




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).

 [X] YES  [  ]NO


State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 4,366,649 Shares of Common Stock, as of March 19, 2014          



2




TABLE OF CONTENTS

 

PART I

 

 

 

Item 1.

Financial Statements ( Unaudited)


Condensed Balance Sheets as of  January 31, 2014 and April 30, 2013


Condensed Statements of Operations for the Nine and Three Months Ended  January 31, 2014 and 2013 and for the Period From May 24, 2007 (Inception) Through January 31, 2014


Condensed Statements of Cash Flows for the Nine Months Ended January 31, 2014 and 2013 and for the Period From May 24, 2007 (Inception) Through January 31, 2014

 

 

 

Notes to condensed unaudited Financial Statements

 

 

 

 

Item 2.

Management’s Discussion And Analysis Of Financial Condition And Results Of Operations

 

 

 

 

Item 3.

Quantitative And Qualitative Disclosures About Market Risk

 

 

 

 

Item 4.

Controls and Procedures

 

 

 

 

PART II

 

 

 

Item 1.

Legal Proceedings

 

 

 

 

Item 1A.

Risk Factors

 

 

 

 

Item 2.

Unregistered Sales Of Equity Securities And Use Of Proceeds

 

 

 

 

Item 3.

Defaults Upon Senior Securities

 

 

 

 

Item 4.

Mine Safety Disclosures

 

 

 

 

Item 5.

Other Information

 

 

 

 

Item 6.

Exhibits

 
















3




PART I—FINANCIAL INFORMATION


Item 1.  Financial Statements (Unaudited)


 

 

CHINA XIBOLUN TECHNOLOGY HOLDINGS CORPORATION.

(A DEVELOPMENT STAGE COMPANY)

CONDENSED BALANCE SHEETS

(Unaudited)

 

  

 

January 31,

 

 

April  30,

  

 

2014

 

 

2013

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

     Cash

 

$

               -   

 

 

$

              -   

TOTAL  ASSETS

 

$

               -   

 

 

$

              -   

  

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

    Accounts payable and accrued expenses

 

$

         6,342

 

 

$

     17,751

    Due to related party

 

 

      33,598

 

 

 

        3,232

 

 

 

 

 

 

 

 

TOTAL CURRENT LIABILITIES

 

 

      39,940

 

 

 

     20,983

 

 

 

 

 

 

 

 

 Commitments and Contingencies

 

 

 

 

 

 

 

 

STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

    Preferred stock, $.001 par value, 10,000,000 shares authorized, 0 shares issued and outstanding

 

 

               -   

 

 

 

              -   

    Common stock, $.001 par value, 100,000,000 shares authorized, 4,366,649 shares issued and outstanding  January 31, 2014 and April 30, 2013 respectively

 

 

         4,367

 

 

 

        4,367

Additional paid in capital

 

 

    189,339

 

 

 

   189,339

Deficit accumulated during the development stage

 

 

  (233,646)

 

 

 

 (214,689)

  

 

 

 

 

 

 

 

TOTAL STOCKHOLDERS' DEFICIT

 

 

    (39,940)

 

 

 

   (20,983)

  

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

 

$

               -   

 

 

$

              -   

  

 

 

 

 

 

 

 

See accompanying notes to condensed unaudited financial statements



4






 

 

CHINA XIBOLUN TECHNOLOGY HOLDINGS CORPORATION.

(A DEVELOPMENT STAGE COMPANY)

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

 

Nine Months Ended January 31,

 

Three Months Ended January 31,

 

Inception through

  

 

2014

 

2013

 

2014

 

2013

 

January 31,2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   General and administrative expenses

 

$

     (18,957)

 

$

     (36,996)

 

$

     (10,079)

 

$

       (8,232)

 

$

          (235,986)

    Depreciation

 

 

                

-   

 

 

               -   

 

 

                

-   

 

 

               -   

 

 

              (6,631)

OPERATING LOSS

 

$

     (18,957)

 

$

     (36,996)

 

$

     (10,079)

 

$

       (8,232)

 

$

          (242,617)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Interest expense

 

 

                

-   

 

 

       (5,422)

 

 

              

  -   

 

 

               -   

 

 

              (8,339)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain on settlement of liabilities

 

 

               

 -   

 

 

       17,310

 

 

                

-   

 

 

               -   

 

 

              17,310

NET INCOME (LOSS)

 

$

     (18,957)

 

$

     (25,108)

 

$

     (10,079)

 

$

       (8,232)

 

$

          (233,646)

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

       Basic and diluted

 

$

          (0.00)

 

$

         (0.01)

 

$

          (0.00)

 

$

         (0.00)

 

 

 

       Weighted average shares outstanding, Basic and diluted

 

4,366,649

 

 

4,366,649

 

 

4,366,649

 

 

4,366,649

 

 

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to condensed unaudited financial statements

 

 

 



5






 

 

CHINA XIBOLUN TECHNOLOGY HOLDINGS CORPORATION

(A DEVELOPMENT STAGE COMPANY)

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

 

 

 

 

 

Nine months ended January 31,

 

Inception through

 

2014

 

2013

 

January 31, 2014

 

 

 

 

 

 

 

OPERATING ACTIVITIES:

 

 

 

 

 

Net loss

$

(18,957)

 

$

(25,108)

 

$

(233,646)

Adjustments to reconcile net loss to net cash used  in operating activities:

 

 

 

 

 

 

 

 

  Depreciation and amortization

 

-

 

 

-

 

 

6,631

  Gain on settlement of liabilities

 

-

 

 

(17,310)

 

 

(17,310)

  Common shares issued for services

 

-

 

 

-

 

 

1,100

  Interest payable converted to equity

 

-

 

 

-

 

 

(2,434)

Changes in  assets and liabilities:

 

-

 

 

-

 

 

-

  Accounts payable and accrued expenses

 

(11,409)

 

 

35,363

 

 

99,081

NET CASH USED IN OPERATING ACTIVITIES

 

(30,366)

 

 

(7,055)

 

 

(146,578)

 

 

 

 

 

 

 

 

 

INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

  Purchase of equipment

 

-

 

 

-

 

 

(6,631)

NET CASH USED IN INVESTING ACTIVITIES

 

-

 

 

-

 

 

(6,631)

 

 

 

 

 

 

 

 

 

FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

  Common shares issued for cash

 

-

 

 

-

 

 

25,000

  Advances from related parties

 

30,366

 

 

-

 

 

75,620

  Proceeds from line of credit - related party

 

-

 

 

6,000

 

 

52,589

NET CASH PROVIDED BY FINANCING ACTIVITIES

 

30,366

 

 

6,000

 

 

153,209

 

 

 

 

 

 

 

 

 

NET CHANGE IN CASH

 

-

 

 

(1,055)

 

 

-

 

 

 

 

 

 

 

 

 

  Cash, beginning of period

 

-

 

 

1,055

 

 

-

 

 

 

 

 

 

 

 

 

  Cash, end of period

$

-

 

$

-

 

$

-

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL DISCLOSURES:

 

 

 

 

 

 

 

 

  Interest paid

$

-

 

$

10

 

$

421

    Settlement of liabilities by shareholder on behalf of Company, including accounts payable, advances from related parties, and line of credit-related parties

$

-

 

$

170,040

 

$

170,040

 

 

 

 

 

 

 

 

 

See accompanying notes to condensed unaudited financial statements

 



6




 


 


CHINA XIBOLUN TECHNOLOGY HOLDINGS CORPORATION.

 

(A DEVELOPMENT STAGE COMPANY)


NOTES TO CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS


JANUARY 31, 2014



NOTE 1- Organization and Basis of presentation


Organization


China Xibolun Technology Holdings Corporation (the “Company”) formerly named Dimus Partners, Inc. is a development-stage company.  The Company was incorporated under the laws of the State of Nevada on May 24, 2007. Prior to incorporation on April 30, 2008, Dimus Partners, LLC was a Texas limited liability company effective May 24, 2007.  Dimus Partners, LLC (the “Texas Company”) and the Company entered into a Certificate of Exchange whereby the Nevada Corporation acquired 100% of the issued and outstanding membership interest of the Texas Company, in exchange for two million (2,000,000) common shares of the Company.


On September 21, 2012, James Patton, Nathan Pettus and James Pacey (“Sellers”), who were collectively the controlling shareholders of the Company, sold 4,200,000 shares of common stock of the Company to Chin Yung Kong and Anyuan Sun (“Purchasers”) for an aggregated price of $ 190,000.The 4,200,000 shares of common stock represented approximately 96.2% of the total issued and outstanding stock of the Company.  As result of this share purchase transaction, Chin Yung Kong and Anyuan Sun became the controlling shareholders of the Company. The liabilities of $187,350 of the Company prior to September 21, 2012 have been settled by the Company resulting in a $17,310 gain.


On October 11, 2012, we changed our name to China Xibolun Technology Holdings Corporation.


Basis of presentation


The accompanying unaudited condensed financial statements of China Xibolun Technology Holdings Corporation. (Formerly known as Dimus Partners, Inc.) (“Xibolun” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America(“US GAAP”). Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. The information included in this Form 10-Q should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended April 30, 2013.


NOTE 2 –SUMMARY OF ACCOUNTING POLICIES


Development Stage Policy


We are a development stage company as defined under Financial Accounting Standards Board (“FASB”)

Accounting Standards Codification (“ASC”) 915, Development Stage Entities. Our management has limited experience in the consulting business. We have earned no revenues since our formation, have no current clients and have an accumulated deficit during the development stage of $233,646 as of January 31, 2014. We are currently being funded by existing shareholders and anticipate being able to continue our business operations for approximately the next six to eight months due to our low overhead and the limited expenses that we have. If we do not have enough money to pay our outstanding liabilities as they become due and/or if we fail to generate any



7




revenues in the future, we will be forced to curtail or abandon our business plan and any investment in us may be lost.


Use of Estimates


The preparation of financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. Estimates are based on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances, the results of which form the basis for judgments about results and the carrying values of assets and liabilities. Actual results and values may differ significantly from these estimates.


Recent Accounting Pronouncements


Management does not anticipate that the recently issued but not yet effective accounting pronouncements will materially impact the Company’s financial condition.


NOTE 3 – RELATED PARTY TRANSACTIONS



Expenses of the Company are currently being paid by an affiliate of our controlling shareholders. During nine months ended January 31, 2014, Chin Yung Kong, the director and shareholder of the Company, paid $30,366 for the Company’s audit and consultant fee.


NOTE 4 – GOING CONCERN


There are no assurances that the Company will be able to either (1) achieve a level of revenues adequate to generate sufficient cash flow from operations; or (2) obtain additional financing through either private placement, public offerings and/or bank financing necessary to support the Company’s working capital requirements.  To the extent that funds generated from any private placements, public offerings and/or bank financing are insufficient to support the Company’s working capital requirements, the Company will have to raise additional working capital from additional financing.  No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to the Company.  If adequate working capital is not available, the Company may not be able continue its operations.


These conditions caused our auditors to have substantial doubt about the Company’s ability to continue as a going concern and issue an audit report on our year-end financial statements with an additional paragraph emphasizing the going concern issue.  The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.


NOTE 5 –INCOME TAXES


Current tax laws limit the amount of loss available to be offset against future taxable income when a substantial change in ownership occurs. Therefore, the amount available to offset future taxable income may be limited. The provision for income taxes differs from the result which would be obtained by applying the statutory income tax rate of 34% to income before income taxes.


At January 31, 2014 and April 30, 2013, deferred tax assets consisted of the following:


 

January 31,2014

  

April 30,2013

Deferred tax assets 

 

 

 

 

 

     Net operating losses 

$

79,440

  

 $

   72,994

Less: valuation allowance 

  

       (79,440)

  

  

       (72,994)

  

  

  

  

  

  

Net deferred tax asset 

$

                   

-   

  

 $

                   

  -   


At January 31, 2014, the Company had an unused net operating loss carry-forward $233,646 that is available to offset future taxable income; the loss carry-forward will start to expire in 2029.






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


We caution you that this report contains forward-looking statements regarding, among other things, financial, business, and operational matters.

 

All statements that are included in this Quarterly Report, other than statements of historical fact, are forward-looking statements. Forward-looking statements involve known and unknown risks, assumptions, uncertainties, and other factors. Statements made in the future tense, and statements using words such as “may,” “can,” “could,” “should,” “predict,” “aim’” “potential,” “continue,” “opportunity,” “intend,” “goal,” “estimate,” “expect,” “expectations,” “project,” “projections,” “plans,” “anticipates,” “believe,” “think,” “confident” “scheduled” or similar expressions are intended to identify forward-looking statements. Forward-looking statements are not a guarantee of performance and are subject to a number of risks and uncertainties, many of which are difficult to predict and are beyond our control. These risks and uncertainties could cause actual results to differ materially from those expressed in or implied by the forward-looking statements, and therefore should be carefully considered. We caution you not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. We disclaim any obligation to update any of these forward-looking statements as a result of new information, future events, or otherwise, except as expressly required by law. References in this Form 10-Q, unless another date is stated, are to January 31,2014. As used herein, the “Company,” “we,” “us,” “our” and words of similar meaning refer to China Xibolun Technology Holdings Corporation.


Overview


China Xibolun Technology Holdings Corporation (formerly Dimus Partners, Inc.) was incorporated in the state of Nevada on April 18, 2008, under the name Dimus Partners, Inc. We have not generated any revenues to date.  To date we have had only limited operations.


On September 21, 2012, James Patton, Nathan Pettus and James Pacey (“Sellers”), who are collectively the controlling shareholders of Dimus Partners, Inc (“Company”), sold 4,200,000 shares of common stock of the Company to Chin Yung Kong and Anyuan Sun (“Purchasers”) for an aggregated price of $ 190,000.00.The sold 4,200,000 shares of common stock represented approximately 96.2% of the total issued and outstanding stock of the Company.  As result of this share purchase transaction, Chin Yung Kong and Anyuan Sun became the controlling shareholders of the Company. The liabilities of $177,350 of the Company prior to September 21, 2012 have been settled by the Company resulting in a $17,310 gain..


On October 11, 2012, we changed our name to China Xibolun Technology Holdings Corporation.

 

Results of Operations For Nine and Three Months Ended January 31, 2014 Compared To The Nine and Three Months Ended January 31, 2013


The Company is in the development stage, did not generate any revenues for nine and three months ended January 31, 2014 or 2013, and has not generated any revenues to date.

  



9




We had general and administrative expenses of $18,957 and $10,079 for nine and three months ended January 31, 2014, compared to general and administrative expenses of $36,996 and 8,232 for nine and three months ended January 31, 2013, a decrease of $18,039 and an increase of $1,847 in operating expenses from the prior period.


We had interest expense of $0 and $0 for nine and three months ended January 31, 2014, compared to $5,422 and $0 for nine and three months ended January 31, 2013. Interest expense represented amounts due on the Company’s American Express Credit Card and in connection with the Line of Credit. Interest expense decreased due to the full settlement of the Line of Credit in September 2013.

 

LIQUIDITY AND CAPITAL RESOURCES


We had total assets of $0 as of January 31, 2014. We had liabilities of $39,940 as of January 31, 2014.


We had $30,366 of net cash used in operating activities for nine months ended January 31, 2014, which was from the net loss and decrease in accounts payable and accrued expenses.


We had $30,366 of net cash provided by financing activities for nine months ended January 31, 2014, which was due to amounts paid by Mr. Chin for expense.


Expenses of the Company are currently being paid by an affiliate of our controlling shareholders. The Company is dependent on such arrangements or additional outside financing, if even available to the Company, in order to meet its financial obligations and continue its operations.


There are no assurances that the Company will be able to either (1) achieve a level of revenues adequate to generate sufficient cash flow from operations; or (2) obtain additional financing through either private placement, public offerings and/or bank financing necessary to support the Company’s working capital requirements.  To the extent that funds generated from any private placements, public offerings and/or bank financing are insufficient to support the Company’s working capital requirements, the Company will have to raise additional working capital from additional financing.  No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to the Company.  If adequate working capital is not available, the Company may not be able continue its operations.


These conditions caused our auditors to have substantial doubt about the Company’s ability to continue as a going concern and issue an audit report on our year-end financial statements with an additional paragraph emphasizing the going concern issue.  The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.


Critical Accounting Policies:


Development Stage Policy


We are a development stage company as defined under Financial Accounting Standards Board (“FASB”). Accounting Standards Codification (“ASC”) 915, Development Stage Entities. Our management has limited experience in the consulting business. We have earned no revenues since our formation, have no current clients and have an accumulated deficit during the development stage of $233,646 as of January 31, 2014. We are currently being funded by existing shareholders and anticipate being able to continue our business operations for approximately the next nine to eight months due to our low overhead and the limited expenses that we have. If we do not have enough money to pay our outstanding liabilities as they become due and/or if we fail to generate any revenues in the future, we will be forced to curtail or abandon our business plan and any investment in us may be lost.


Use of Estimates


The preparation of financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of



10




contingent assets and liabilities. Estimates are based on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances, the results of which form the basis for judgments about results and the carrying values of assets and liabilities. Actual results and values may differ significantly from these estimates.


Income Taxes


The Company has adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 740, “Income Taxes”. This standard requires the use of an asset and liability approach for financial accounting, and reporting on income taxes. If it is more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized.


The asset and liability approach is used to account for income taxes by recognizing deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities. The Company records a valuation allowance to reduce any deferred tax assets to the amount that is more likely than not to be realized.


Stock-Based Compensation


The Company accounts for stock-based compensation awards granted to non-employees by determining the fair value of these awards as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. If the fair value of equity instruments issued is used, it is measured using the stock price and other measurement assumptions as of the earlier of either (1) the date at which commitment for performance by the counterparty to earn the equity instruments is reached, or (2) the date at which the counterparty’s performance is complete.


Recent Accounting Pronouncements


Management does not anticipate that the recently issued but not yet effective accounting pronouncements will materially impact the Company’s financial condition.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk


Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).


 Item 4. Controls and Procedures


Evaluation of Disclosure Controls and Procedures


Our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) as of the end of the period covered by this Quarterly Report on Form 10-Q. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.


Based on our evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of the end of the period covered by this Quarterly Report on Form 10-Qour disclosure controls and procedures are ineffective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that  information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.



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Changes in Internal Control Over Financial Reporting


No Significant change was made in our internal control over financial reporting during the Company’s three months ended January 31, 2014  that have materially affected, or are reasonably likely to materially affect the Company’s internal control over financial reporting.



PART II—OTHER INFORMATION


Item 1. Legal Proceedings


From time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. We are not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition or results of operations. We may become involved in material legal proceedings in the future.


Item 1A. Risk Factors


Not required for small reporting company.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds


On September 21, 2012, James Patton, Nathan Pettus and James Pacey (“Sellers”), who are collectively the controlling shareholders of the company, sold 4,200,000 shares of common stock of the Company to Chin Yung Kong and Anyuan Sun (“Purchasers”).The sold 4,200,000 shares of common stock represented approximately 96.2% of the total issued and outstanding stock of the Company.  As result of this share purchase transaction, Chin Yung Kong and Anyuan Sun became the controlling shareholders of the Company.


Item 3.     Defaults Upon Senior Securities


None.


Item 4.   Mine Safety Disclosures

 

Not applicable.

 

Item 5. Other Information.


None.





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Item 6.  Exhibits.

 

Exhibit Number

Description of Exhibit

 

 

 

 

 

 

 31*

Certificate of the Chief Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 32*

Certificate of the Chief Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

 

101.INS(#)

XBRL Instance Document

 

 

101.SCH(#)

XBRL Schema Document

 

 

101.CAL(#)

XBRL Calculation Linkbase Document

 

 

101.DEF(#)

XBRL Definition Linkbase Document

 

 

101.LAB(#)

XBRL Label Linkbase Document

 

 

101.PRE(#)

XBRL Presentation Linkbase Document


*   Attached hereto. 


(1) Filed as an exhibit to the Company’s Form S-1 Registration Statement filed with the Commission on February 5, 2010, and incorporated herein by reference. 


(2) Filed as an exhibit to the Company’s Form S-1/A Registration Statement (Amendment No. 2) filed with the Commission on November 23, 2010, and incorporated herein by reference.


(#) 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


In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



China Xibolun Technology Holdings Corporation.

 

 

  

March  21, 2014

 

                                By:

/ S / Chin Yung Kong

  

Chin Yung Kong


President and Chief Executive Officer





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