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EXCEL - IDEA: XBRL DOCUMENT - UA Granite CorpFinancial_Report.xls
EX-32.1 - SECTION 906 CERTIFICATION - UA Granite Corpuagc-20140630_10qex32z1.htm
EX-31.2 - SECTION 302 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER - UA Granite Corpuagc-20140630_10qex31z2.htm
EX-31.1 - SECTION 302 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER - UA Granite Corpuagc-20140630_10qex31z1.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(MARK ONE)

 

xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2014

 

OR

 

oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _____ to ____

 

Commission File No. 333-189414

 

UA GRANITE CORPORATION

(Exact name of registrant as specified in its charter)

 

Nevada  80-0899451
(State or other jurisdiction of  (I.R.S. Employer
incorporation or organization)  Identification No.)

 

10 Bogdan Khmelnitsky Street, # 13A

Kyiv, Ukraine 01030

(Address of principal executive offices, zip code)

 

+380 636419991

 (Registrant’s telephone number, including area code)

 

(Former name, former address and former fiscal year,

if changed since last report)

 

Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x   No o

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o   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” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (check one):

 

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 Exchange Act Rule 12b-2 of the Exchange Act): Yes x   No o

 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

 

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes o   No o

 

APPLICABLE ONLY TO CORPORATE ISSUERS

 

As of July 25, 2014, there were 5,650,000 shares of common stock, $0.00001 par value per share, outstanding.

-1-
 

UA GRANITE CORPORATION

(A Development Stage Company)

QUARTERLY REPORT ON FORM 10-Q

FOR THE PERIOD ENDED JUNE 30, 2014

 

INDEX

 

Index     Page
       
Part I. Financial Information  
       
  Item 1. Financial Statements  3
       
    Balance Sheets as of June 30, 2014 (unaudited) and March 31, 2014 F-1
       
    Statements of Operations for the three month period ended June 30, 2014 and 2013 and from February 14, 2013 (inception) through June 30, 2014 (unaudited) F-2
       
    Statements of Cash Flows for the three month period ended June 30, 2014 and 2013 and the period from February 14, 2013 (Inception) through June 30, 2014 (unaudited) F-3
       
    Statement of Changes in Stockholders’ Equity (Deficit) from February 14, 2013 (inception) through June 30, 2014 (unaudited) F-4
       
    Notes to Financial Statements (unaudited). F-5
       
  Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. 4
       
  Item 3. Quantitative and Qualitative Disclosures About Market Risk. 9
       
  Item 4. Controls and Procedures. 9
       
Part II. Other Information  
       
  Item 1. Legal Proceedings. 9
       
  Item 1A. Risk Factors 10
       
  Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 10
       
  Item 3. Defaults Upon Senior Securities. 10
       
  Item 4. Mining Safety Disclosures. 10
       
  Item 5. Other Information. 10
       
  Item 6. Exhibits. 10
       
Signatures 11

-2-
 

PART I. FINANCIAL INFORMATION

 

 

ITEM 1. FINANCIAL STATEMENTS.

 

UA Granite Corporation

 

(A Development Stage Company) 

 

June 30, 2014

  Index
   
Balance Sheets as of June 30, 2014 (unaudited) and March 31, 2014 F-1
   
Statements of Operations for the three month period ended June 30, 2014 and 2013 and from February 14, 2013 (inception) through June 30, 2014 (unaudited) F-2
   
Statements of Cash Flows for the three month period ended June 30, 2014 and 2013 and from February 14, 2013 (inception) through June 30, 2014 (unaudited) F-3
   
Statement of Changes in Stockholders’ Equity (Deficit) from February 14, 2013 (inception) through June 30, 2014 (unaudited) F-4
   
Notes to the Financial Statements (unaudited) F-5
-3-
 

UA Granite Corporation

(A Development Stage Company)

Balance Sheets

June 30, 2014 and March 31, 2014
(unaudited)

 

   June 30, 2014   March 31, 2014 
         
ASSETS          
Current Assets          
Cash  $5,221   $19,971 
Total Assets  $5,221   $19,971 
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)          
Current Liabilities          
Accounts Payable and Accrued Liabilities  $2,000   $14,500 
Due to Directors   5,123    5,123 
Total Liabilities   7,123    19,623 
Stockholders’ Equity (Deficit)          
Common Stock (75,000,000 shares authorized, par value 0.00001, 5,650,000 and 5,650,000 shares issued and outstanding) at June 30, 2014 and March 31, 2014, respectively   57    57 
Additional Paid in Capital   26,497    26,396 
Deficit accumulated during the development stage    (28,456)   (26,105)
Total Stockholders’ Equity (Deficit)   (1,902)   348 
Total Liabilities and Stockholders’ Equity (Deficit)  $5,221   $19,971 

 

(The Accompanying Notes are an Integral Part of These Financial Statements)

F-1
 

UA Granite Corporation

(A Development Stage Company)

Statements of Operations

For the Three Month Period Ended June 30, 2014 and 2013

and from February 14, 2013 (Inception) to June 30, 2014

(unaudited)

 

             
   Three Month Period
Ended June 30, 2014
   Three Month Period
June 30, 2013
   February 14, 2013
(Inception) through
June 30, 2014
 
Operating Expenses               
Legal and accounting  $2,250   $700   $13,955 
Consulting   -    -    12,500 
General and administrative   -    16    1,497 
Total Operating Expenses   2,250    716    27,952 
Other Expense               
Imputed interest expense   101    99    504 
Net Loss  $(2,351)  $(815)  $(28,456)
Net Loss Per Common Share – Basic and Diluted   (0.00)   (0.00)     
Weighted Average Number of Common Shares Outstanding   5,650,000    5,000,000      

 

(The Accompanying Notes are an Integral Part of These Financial Statements)

F-2
 

UA Granite Corporation

(A Development Stage Company)

Statements of Cash Flows

For the Three Month Period Ended June 30, 2014 and 2013

and from February 14, 2013 (Inception) to June 30, 2014

(unaudited)

   Three Month
Period Ended
June 30, 2014
   Three Month
Period Ended
June 30, 2013
   Inception
February 14,
2013 to
June 30, 2014
 
Operating Activities               
Net loss  $(2,351)  $(815)  $(28,456)
Adjustment to reconcile net loss to net cash used by operating activities:               
Imputed interest   101    99    504 
Changes in operating assets and liabilities:               
Accounts payable and accrued liabilities   (12,500)   -    2,000 
Net Cash Used in Operating Activities   (14,750)   (716)   (25,952)
Financing Activities               
Proceeds from directors   -    -    5,123 
Proceeds from issuance of common shares   -    -    26,050 
Net Cash Provided by Financing Activities   -    -    31,173 
Increase (Decrease) in Cash   (14,750)   (716)   5,221 
Cash - Beginning of Period   19,971    4,982    - 
Cash - End of Period  $5,221   $4,266   $5,221 
Supplemental Disclosure of Cash Flow Information               
Interest  $-   $-   $- 
Income taxes  $-   $-   $- 

 

(The Accompanying Notes are an Integral Part of These Financial Statements)

F-3
 

UA Granite Corporation

(A Development Stage Company)

Statement of Changes in Stockholders’ Equity (Deficit)

From Inception February 14, 2013 to June 30, 2014

(unaudited)

 

           Deficit
Accumulated
     
   Common Stock   Additional Paid   During the
Development
     
   Shares   Amount   in Capital   Stage   Total 
Balance at February 14, 2013   -   $-   $-   $-   $- 
Issuance of founder’s share   5,000,000    50    -    -    50 
Net loss   -    -    -    (2,191)   (2,191)
Balances at  March 31, 2013   5,000,000    50    -    (2,191)   (2,141)
Issuance of shares   650,000    7    25,993    -    26,000 
Imputed interest   -    -    403    -    403 
Net loss   -    -    -    (23,914)   (23,914)
Balances at  March 31, 2014   5,650,000   $57   $26,396   $(26,105)  $348 
Issuance of shares   -    -         -    - 
Imputed interest   -    -    101    -    101 
Net loss   -    -    -    (2,351)   (2,351)
Balances at  June 30, 2014   5,650,000   $57   $26,497   $(28,456)  $(1,902)

 

(The Accompanying Notes are an Integral Part of These Financial Statements)

F-4
 

UA Granite Corporation

(A Development Stage Company)

Notes to the Financial Statements

(unaudited)

 

NOTE 1 – NATURE OF OPERATIONS

 

DESCRIPTION OF BUSINESS AND HISTORY

 

The Company was incorporated on February 14, 2013 in the State of Nevada.

 

The Company does not have any revenues and has incurred losses since inception. Currently, the Company has no operations, has been issued a going concern opinion and relies upon the sale of our securities and loans from its sole officer and director to fund operations. 

 

GOING CONCERN - These financial statements have been prepared on a going concern basis, which implies UA Granite Corporation will continue to meet its obligations and continue its operations for the next fiscal year.  Realization value may be substantially different from carrying values as shown and these financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should UA Granite Corporation be unable to continue as a going concern.  As of June 30, 2014 UA Granite Corporation has a working capital deficiency, has not generated revenues and has accumulated losses of $28,456 since inception.  The continuation of UA Granite Corporation as a going concern is dependent upon the continued financial support from its shareholders, the ability of UA Granite Corporation to obtain necessary equity financing to continue operations, and the attainment of profitable operations.  These factors raise substantial doubt regarding the UA Granite Corporation’ ability to continue as a going concern.

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

BASIS OF PRESENTATION -These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in U.S. dollars. The Company’s fiscal year-end is March 31.

 

USE OF ESTIMATES - The preparation of financial statements in accordance with U.S. generally accepted accounting principles 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 net revenue and expenses in the reporting period. We regularly evaluate our estimates and assumptions related to the useful life and recoverability of long-lived assets, stock-based compensation and deferred income tax asset valuation allowances. We base our estimates and assumptions on current facts, historical experience and various other factors that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by us July differ materially and adversely from our estimates. To the extent there are material differences between our estimates and the actual results, our future results of operations will be affected.

 

CASH AND CASH EQUIVALENTS - The Company considers all highly liquid instruments with original maturities of three months or less when acquired, to be cash equivalents.  We had no cash equivalents at June 30, 2014 or March 31, 2014.

 

DEVELOPMENT STAGE ENTITY - The Company complies with FASB guidelines for its description as a development stage company.

F-5
 

UA Granite Corporation

(A Development Stage Company)

Notes to the Financial Statements

(unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued

 

INCOME TAXES - The Company accounts for income taxes under the provisions issued by the FASB which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company computes tax asset benefits for net operating losses carried forward. The potential benefit of net operating losses has not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

 

LOSS PER COMMON SHARE - The Company reports net loss per share in accordance with provisions of the FASB.  The provisions require dual presentation of basic and diluted loss per share. Basic net loss per share excludes the impact of common stock equivalents. Diluted net loss per share utilizes the average market price per share when applying the treasury stock method in determining common stock equivalents. As of June 30, 2014 and March 31, 2014, there were no common stock equivalents outstanding.

 

FAIR VALUE OF FINANCIAL INSTRUMENTS - Pursuant to ASC No. 820, “Fair Value Measurements and Disclosures”, the Company is required to estimate the fair value of all financial instruments included on its balance sheet as of June 30, 2014. The Company’s financial instruments consist of cash.  The Company considers the carrying value of such amounts in the financial statements to approximate their fair value due to the short-term nature of these financial instruments.

 

RECENTLY ISSUED ACCOUNTING STANDARDS - In February 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, to improve the transparency of reporting these reclassifications. Other comprehensive income includes gains and losses that are initially excluded from net income for an accounting period. Those gains and losses are later reclassified out of accumulated other comprehensive income into net income. The amendments in the ASU do not change the current requirements for reporting net income or other comprehensive income in financial statements. All of the information that this ASU requires already is required to be disclosed elsewhere in the financial statements under U.S. GAAP. The new amendments will require an organization to:

 

 -Present (either on the face of the statement where net income is presented or in the notes) the effects on the line items of net income of significant amounts reclassified out of accumulated other comprehensive income - but only if the item reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period; and
   
 -Cross-reference to other disclosures currently required under U.S. GAAP for other reclassification items (that are not required under U.S. GAAP) to be reclassified directly to net income in their entirety in the same reporting period. This would be the case when a portion of the amount reclassified out of accumulated other comprehensive income is initially transferred to a balance sheet account (e.g., inventory for pension-related amounts) instead of directly to income or expense.

 

The amendments apply to all public and private companies that report items of other comprehensive income. Public companies are required to comply with these amendments for all reporting periods (interim and annual). The amendments are effective for reporting periods beginning after December 15, 2012, for public companies. Early adoption is permitted. The adoption of ASU No. 2013-02 is not expected to have a material impact on our financial position or results of operations.

F-6
 

UA Granite Corporation

(A Development Stage Company)

Notes to the Financial Statements

(unaudited)

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued

 

RECENTLY ISSUED ACCOUNTING STANDARDS - Continued

 

In January 2013, the FASB issued ASU No. 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, which clarifies which instruments and transactions are subject to the offsetting disclosure requirements originally established by ASU 2011-11. The new ASU addresses preparer concerns that the scope of the disclosure requirements under ASU 2011-11 was overly broad and imposed unintended costs that were not commensurate with estimated benefits to financial statement users. In choosing to narrow the scope of the offsetting disclosures, the Board determined that it could make them more operable and cost effective for preparers while still giving financial statement users sufficient information to analyze the most significant presentation differences between financial statements prepared in accordance with U.S. GAAP and those prepared under IFRSs. Like ASU 2011-11, the amendments in this update will be effective for fiscal periods beginning on, or after January 1, 2013. The adoption of ASU 2013-01 is not expected to have a material impact on our financial position or results of operations.

 

NOTE 3 – INCOME TAXES

 

Deferred income taxes arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate.  Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse.   The Company does not have any uncertain tax positions.

 

The Company currently has net operating loss carryforwards aggregating $28,456 (2014: $26,105), which expire through 2034. The deferred tax asset related to the carryforwards has been fully reserved.

F-7
 

The Company has deferred income tax assets, which have been fully reserved, as follows as of March 31, 2014:

 

   2015  2014  
Deferred tax assets  $9,960   $9,137 
Valuation allowance for deferred tax assets   (9,960)   (9,137)
Net deferred tax assets  $-   $- 

 

NOTE 4 – FAIR VALUE MEASUREMENTS

 

The Company adopted ASC No. 820-10 (ASC 820-10), Fair Value Measurements.  ASC 820-10 relates to financial assets and financial liabilities.

 

ASC 820-10 defines fair value, establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (GAAP), and expands disclosures about fair value measurements. The provisions of this standard apply to other accounting pronouncements that require or permit fair value measurements and are to be applied prospectively with limited exceptions.

F-8
 

UA Granite Corporation

(A Development Stage Company)

Notes to the Financial Statements

(unaudited)

 

NOTE 4 – FAIR VALUE MEASUREMENTS – Continued

 

ASC 820-10 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This standard is now the single source in GAAP for the definition of fair value, except for the fair value of leased property as defined in SFAS 13. ASC 820-10 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, that are 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 under ASC 820-10 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. These inputs rely on management’s own assumptions about the assumptions that market participants would use in pricing the asset or liability. (The unobservable inputs are developed based on the best information available in the circumstances and July include the Company’s own data.)
F-9
 

The following presents the Company’s fair value hierarchy for those assets and liabilities measured at fair value on a non-recurring basis as of March 31, 2014 and June 30, 2014:

 

Level 1: None

 

Level 2: None

 

Level 3: None

 

Total Gain (Losses): None

 

NOTE 5 – RELATED PARTY TRANSACTIONS

 

A director has advanced funds to us for our legal, audit, filing fees, general office administration and cash needs. As of June 30, 2014, the director has advanced a total of $5,123. The advances do not bear interest and are without specific terms of repayment. Imputed interest of $101 was charged to additional paid in capital during the three month period ended June 30, 2014.

F-10
 

UA Granite Corporation

(A Development Stage Company)

Notes to the Financial Statements

(unaudited)

 

NOTE 6 – COMMON STOCK

 

On February 14, 2013, the Company issued 5,000,000 common shares to the founder of the company. Imputed interest of $403 was charged to additional paid in capital during the fiscal year ended March 31, 2014 for related party borrowings.

 

On December 12, 2013, the Company entered into an agreement to sell 650,000 common shares for total proceeds of $26,000.

 

As of June 30, 2014, UA Granite Corporation has issued 5,650,000 common shares.

 

NOTE 7 – SUBSEQUENT EVENT

 

The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no events to disclose.

F-11
 

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

This Quarterly Report on Form 10-Q of UA Granite Corporation, a Nevada corporation (the “Company”), contains “forward-looking statements,” as defined in the United States Private Securities Litigation Reform Act of 1995.  In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “could”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology.  These forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources.  Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  Actual results may differ materially from the predictions discussed in these forward-looking statements.  The economic environment within which we operate could materially affect our actual results. Additional factors that could materially affect these forward-looking statements and/or predictions include, among other things: the volatility of market demand for consulting services of the type provided by the Company, the possibility that the company will not garner any customers, the Company’s need for and ability to obtain additional financing, the exercise of the majority control the Company’s sole officer and director presently holds of the Company’s voting securities, other factors over which we have little or no control; and other factors discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”).

 

Our management has included projections and estimates in this Form 10-Q, which are based primarily on management’s experience in the industry, assessments of our results of operations, discussions and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available.  We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made.  We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

-4-
 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

 

The following information should be read in conjunction with (i) the financial statements of UA Granite Corporation, a Nevada corporation and development-stage company, and the notes thereto appearing elsewhere in this Form 10-Q together with (ii) the more detailed business information and the March 31, 2014 audited financial statements and related notes included in the Company’s Registration Statement on Form S-1, as amended (File No. 333-189414), declared effective by the Securities and Exchange Commission on October 23, 2013. Statements in this section and elsewhere in this Form 10-Q that are not statements of historical or current fact constitute “forward-looking” statements

 

OVERVIEW

 

UA Granite Corporation (the “Company”) was incorporated in the State of Nevada on February 14, 2013 and established a fiscal year end of March 31. It is a development-stage Company.

 

Going Concern

 

To date the Company has no operations or revenues and consequently has incurred recurring losses from operations. No revenues are anticipated until we complete the financing we endeavor to obtain, as described in our Registration Statement on Form S-1, as amended (File No. 333-189414), declared effective with the Securities and Exchange Commission on October 23, 2013, and implement our initial business plan. The ability of the Company to continue as a going concern is dependent on raising capital to fund our business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern.

 

Our activities have been financed from the proceeds of a share subscription and loan from a shareholder. From our inception to June 30, 2013, we have raised a total of $5,123 from a related-party loan from Mr. Tsapaliuk.

 

The Company issued 5,000,000 shares of common stock as founder’s shares to the President and Director of the Company in February 2013.

 

The Company issued 650,000 shares of common stock in December 2013 at $0.04 per share for total proceeds of $26,000.

 

CRITICAL ACCOUNTING POLICIES

 

The discussion and analysis of our financial condition and results of operations are based on our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”). The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. We have identified the policies below as critical to our business operations and to the understanding of our financial results:

-5-
 

BASIS OF PRESENTATION - The Company’s financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in U.S. dollars. The Company’s fiscal year-end is March 31.

 

USE OF ESTIMATES - The preparation of financial statements in accordance with U.S. generally accepted accounting principles 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 net revenue and expenses in the reporting period. We regularly evaluate our estimates and assumptions related to the useful life and recoverability of long-lived assets, stock-based compensation and deferred income tax asset valuation allowances. We base our estimates and assumptions on current facts, historical experience and various other factors that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by us July differ materially and adversely from our estimates. To the extent there are material differences between our estimates and the actual results, our future results of operations will be affected.

 

CASH AND CASH EQUIVALENTS - The Company considers all highly liquid instruments with original maturities of three months or less when acquired, to be cash equivalents. We had no cash equivalents at June 30, 2014 or March 31, 2014.

 

DEVELOPMENT STAGE ENTITY - The Company complies with FASB guidelines for its description as a development stage company.

 

INCOME TAXES - The Company accounts for income taxes under the provisions issued by the FASB which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company computes tax asset benefits for net operating losses carried forward. The potential benefit of net operating losses has not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

 

LOSS PER COMMON SHARE - The Company reports net loss per share in accordance with provisions of the FASB. The provisions require dual presentation of basic and diluted loss per share. Basic net loss per share excludes the impact of common stock equivalents. Diluted net loss per share utilizes the average market price per share when applying the treasury stock method in determining common stock equivalents. As of June 30, 2014 and March 31, 2014, there were no common stock equivalents outstanding.

 

FAIR VALUE OF FINANCIAL INSTRUMENTS - Pursuant to ASC No. 820, “Fair Value Measurements and Disclosures”, the Company is required to estimate the fair value of all financial instruments included on its balance sheet as of June 30, 2014. The Company’s financial instruments consist of cash. The Company considers the carrying value of such amounts in the financial statements to approximate their fair value due to the short-term nature of these financial instruments.

 

RECENTLY ISSUED ACCOUNTING STANDARDS - In February 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, to improve the transparency of reporting these reclassifications. Other comprehensive income includes gains and losses that are initially excluded from net income for an accounting period. Those gains and losses are later reclassified out of accumulated other comprehensive income into net income. The amendments in the ASU do not change the current requirements for reporting net income or other comprehensive income in financial statements. All of the information that this ASU requires already is required to be disclosed elsewhere in the financial statements under U.S. GAAP. The new amendments will require an organization to:

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Present (either on the face of the statement where net income is presented or in the notes) the effects on the line items of net income of significant amounts reclassified out of accumulated other comprehensive income - but only if the item reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period; and

 

Cross-reference to other disclosures currently required under U.S. GAAP for other reclassification items (that are not required under U.S. GAAP) to be reclassified directly to net income in their entirety in the same reporting period. This would be the case when a portion of the amount reclassified out of accumulated other comprehensive income is initially transferred to a balance sheet account (e.g., inventory for pension-related amounts) instead of directly to income or expense.

 

The amendments apply to all public and private companies that report items of other comprehensive income. Public companies are required to comply with these amendments for all reporting periods (interim and annual). The amendments are effective for reporting periods beginning after December 15, 2012, for public companies. Early adoption is permitted. The adoption of ASU No. 2013-02 is not expected to have a material impact on our financial position or results of operations.

 

In January 2013, the FASB issued ASU No. 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, which clarifies which instruments and transactions are subject to the offsetting disclosure requirements originally established by ASU 2011-11. The new ASU addresses preparer concerns that the scope of the disclosure requirements under ASU 2011-11 was overly broad and imposed unintended costs that were not commensurate with estimated benefits to financial statement users. In choosing to narrow the scope of the offsetting disclosures, the Board determined that it could make them more operable and cost effective for preparers while still giving financial statement users sufficient information to analyze the most significant presentation differences between financial statements prepared in accordance with U.S. GAAP and those prepared under IFRSs. Like ASU 2011-11, the amendments in this update will be effective for fiscal periods beginning on, or after January 1, 2013. The adoption of ASU 2013-01 is not expected to have a material impact on our financial position or results of operations.

 

12-MONTH PLAN OF OPERATION

 

The Company issued 650,000 shares of common stock in December 2013 at $0.04 per share for total proceeds of $26,000.

 

(1)Expenditures for the 12 months following the completion of the offering. The expenditures are categorized by significant area of activity.
   
 (2)Estimated costs of this offering of approximately $17,307 consists of $10,000 of legal fees, $5,000 of accounting and auditing fees, $800 of transfer agent fees, $500 of printing fees, 1,000 of miscellaneous costs, and approximately $7.00 for the SEC registration fee for this offering.
   
 (3)Includes travel costs to trade shows and exhibits.

 

During the first stages of our growth, our director will provide all of the labor required to execute our business plan at no charge, except we intend to hire a website programmer on a contract basis for three months at an estimated cost of $693 to develop and test our website.

 

Myroslav Tsapaliuk, our President, will devote approximately 30% of his time to our operations. Once we begin operations, and are able to attract more and more customers to buy our product, Mr. Tsapaliuk has agreed to commit more time as required. Because Mr. Tsapaliuk will only be devoting limited time to our operations, our operations may be sporadic and occur at times which are convenient to him. As a result, operations may be periodically interrupted or suspended which could result in a lack of revenues and a cessation of operations.

 

We believe we can satisfy our cash requirements during the next 12 months. We do not expect to purchase or sell plant or significant equipment. Further we do not expect significant changes in the number of employees. Our specific goal is to profitably sell our product. Our plan of operations is as follows:

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Establishment of Our Office

 

Month 1-2: Myroslav Tsapaliuk, our President, will take care of our initial administrative duties. Mr. Tsapaliuk will continue to work from office presently provided by him, at no cost to us.

 

Development of Our Website

 

Months 1-4:  During this period, we intend to develop our website. We plan to hire a web designer to help us with the design and development of our website. We do not have any written agreements with any web designers at the present time. The website development costs, including site design and implementation will be $693 (for initial design and planning). Updating and improving our website will continue throughout the lifetime of our operations.

 

Negotiation With Potential Customers (Distributors And Brokers)

 

Months 4-12:  We hope to negotiate agreements with national hardware and garden store chains and medium-sized retail and wholesale flooring companies. We do not have any written agreements with them at current time but we will be shipping samples from Ukraine directly to several buyers in order to secure contracts with these companies. Shipping samples to our main prospects should cost no more than $1,000 in expenses, that will include samples and shipping from Ukraine to the United States.  As soon as we get approval from potential buyers the product will be shipped directly from manufacturer to the buyer. 

 

Marketing

 

Months 5-12:  We plan to advertise through home decor trade shows and a road show campaign at the stores of our future customers, distributors and brokers. We intend to develop and maintain a database of potential customers who may want to purchase granite products from us. We will follow up with these clients periodically, send them our new catalogues and offer them presentations and special discounts from time to time. We plan to print catalogues and flyers and mail them to potential customers. We intend to use marketing strategies, such as web advertisements, direct mailing, and phone calls to acquire potential customers. We will spend $2,000 on marketing efforts during the first year.  Marketing is an ongoing matter that will continue during the life of our operations.

 

Hire a Salesperson

 

Months 8-12:  We intend to hire one salesperson with experience and established network in the building material distribution industry. The salesperson’s job would be to find new potential customers, and to execute agreements with them to buy our granite products. We plan to pay him commissions from our sale.

 

We currently do not have any arrangements regarding the Offering or following this Offering for further financing and we may not be able to obtain financing when required. Our future is dependent upon our ability to obtain further financing, the successful development of our planned business consulting services, a successful marketing and promotion program, and achieving a profitable level of operations. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. There are no assurances that we will be able to obtain further funds required for our continued operations. Even if additional financing is available, it may not be available on terms we find favorable. At this time, there are no anticipated sources of additional funds in place. Failure to secure the needed additional financing will have an adverse effect on our ability to remain in business.

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Results of Operations

 

The three months ended June 30, 2014, and the period from February 14, 2013 (Inception) to June 30, 2014 (unaudited)

 

We recorded no revenues for the three months ended June 30, 2014, or from the period from inception on February 14, 2013 to June 30, 2014.

 

For the three months ending June 30, 2014, total operating expenses were $2,250, consisting of legal and accounting expenses of $2,250.

 

From the period of February 14, 2013 (inception) to June 30, 2014, we incurred total operating expenses $27,952 and a net loss of $28,456.

 

Liquidity and Capital Resources

 

At June 30, 2014, we had a cash balance of $5,221. We have cash on hand to commence our 12-month plan of operation and our current cash and net working capital balance is sufficient to cover our expenses for filing required quarterly and annual reports with the Securities and Exchange Commission and our status as a corporation in the State of Nevada for the next 12 months. If we are not able to start our profitable operations during the next 12 months our business will fail.

 

Subsequent Events

 

None through date of this filing.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 3.

 

ITEM 4. CONTROLS AND PROCEDURES.

 

DISCLOSURE CONTROLS AND PROCEDURES

 

Under the supervision and with the participation of our management, our principal executive officer and our principal financial officer are responsible for conducting an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of the fiscal year covered by this report. Disclosure controls and procedures means that the material information required to be included in our Securities and Exchange Commission reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, including any consolidating subsidiaries, and was made known to us by others within those entities, particularly during the period when this report was being prepared.  Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were effective as of June 30, 2014.

 

PART II. OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS.

 

The Company is not currently subject to any legal proceedings. From time to time, the Company may become subject to litigation or proceedings in connection with its business, as either a plaintiff or defendant. There are no such pending legal proceedings to which the Company is a party that, in the opinion of management, is likely to have a material adverse effect on the Company’s business, financial condition or results of operations.

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ITEM 1A. RISK FACTORS

 

As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 1A.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

 

None.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

 

None.

 

ITEM 4. MINING SAFETY DISCLOSURES.

 

None.

 

ITEM 5. OTHER INFORMATION.

 

None.

 

ITEM 6. EXHIBITS.

 

(a)  Exhibits required by Item 601 of Regulation SK.

 

Exhibit  Description
3.1  Articles of Incorporation (1)
3.2  Bylaws (1)
31.1  Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2  Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1  Certification of Principal 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 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.

 

(1)Filed and incorporated by reference to the Company’s Registration Statement on Form S-1 (File No. 333-189414), as filed with the Securities and Exchange Commission on June 18, 2013.
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SIGNATURES

 

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

 

  UA GRANITE CORPORATION  
  (Name of Registrant)  
     
Date: July 25, 2014 By: /s/ Myroslav Tsapaliuk  
  Name:  Myroslav Tsapaliuk  
  Title: President and Chief Executive Officer, Chief Financial Officer, and Treasurer (principal executive officer, principal accounting officer and principal financial officer)  
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EXHIBIT INDEX

 

Exhibit   Description
3.1   Articles of Incorporation (1)
3.2   Bylaws (1)
31.1   Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2   Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1   Certification of Principal 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 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.

 

(1)Filed and incorporated by reference to the Company’s Registration Statement on Form S-1 (File No. 333-189414), as filed with the Securities and Exchange Commission on June 18, 2013.
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