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EX-32.2 - CERTIFICATION - US-China Biomedical Technology, Inc.cloud_10q-ex3202.htm
EX-32.1 - CERTIFICATION - US-China Biomedical Technology, Inc.cloud_10q-ex3201.htm
EX-31.2 - CERTIFICATION - US-China Biomedical Technology, Inc.cloud_10q-ex3102.htm
EX-31.1 - CERTIFICATION - US-China Biomedical Technology, Inc.cloud_10q-ex3101.htm

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 November 30, 2016

 

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

 

For the transition period from _________________ to _________________

 

Commission File No.: 000-54440

 

CLOUD SECURITY CORPORATION
(Exact name of registrant as specified in its charter)

 

Nevada   27-4479356

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

927 Canada Ct.

City of Industry, CA 91748

(Address of principal executive offices)

 

Issuer’s telephone number: (626) 839-9998

 

(Former name, former address and former fiscal year, if changed since last report)

 

Indicate by check mark whether the registrant (1) 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 x No o

 

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

 

Large accelerated filer o Accelerated filer o
Non-accelerated filer o Smaller reporting company x
(Do not check if a smaller reporting company)    

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

 

As of January 17, 2017, 13,026,980 shares of our common stock were outstanding.

 

 

 

 

   
 

 

CLOUD SECURITY CORPORATION

 

FORM 10-Q

 

NOVEMBER 30, 2016

 

TABLE OF CONTENTS

 

      Page
PART I – FINANCIAL INFORMATION  
       
Item 1.   Financial Statements 3
    Balance Sheets (unaudited) as of November 30, 2016 and February 29, 2016 3
    Statements of Operations (unaudited) for the Three Months and Nine Months Ended November 30, 2016 and 2015 4
    Statements of Cash Flows (unaudited) for the Nine Months Ended November 30, 2016 and 2015 5
    Notes to (unaudited) Financial Statements 6
Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations 8
Item 3.   Quantitative and Qualitative Disclosures About Market Risk 10
Item 4.   Control and Procedures 10
       
PART II – OTHER INFORMATION  
       
Item 1.   Legal Proceedings 11
Item 1A.   Risk Factors 11
Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds 11
Item 3.   Defaults Upon Senior Securities 11
Item 4.   Mine Safety Disclosures 11
Item 5.   Other Information 11
Item 6.   Exhibits 12
       
SIGNATURES     13

 

 

 

 

 

 

 

 

 

 

 

 

 2 
 

 

PART I – FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

CLOUD SECURITY CORPORATION

BALANCE SHEETS

(unaudited)

 

   November 30,
2016
   February 29,
2016
 
ASSETS          
Current assets:          
Cash  $1,354   $2,680 
Prepaid expenses   5,000     
Deposit   175    175 
TOTAL ASSETS  $6,529   $2,855 
           
LIABILITIES AND STOCKHOLDERS' DEFICIT          
Current liabilities:          
Accounts payable  $30,809   $30,666 
Total liabilities   30,809    30,666 
           
Commitments and contingencies        
           
Stockholders' deficit:          
Preferred stock, $0.001 par value, 10,000,000 shares authorized; none issued and outstanding at November 30, 2016 and February 29, 2016        
Common stock, $0.001 par value, 190,000,000 shares authorized; 13,026,980 issued and outstanding at November 30, 2016 and February 29, 2016   13,027    13,027 
Additional paid-in capital   1,714,042    1,658,042 
Accumulated deficit   (1,751,349)   (1,698,880)
Total stockholders' deficit   (24,280)   (27,811)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT  $6,529   $2,855 

 

 

 

See accompanying Notes to Financial Statements

 

 

 

 

 

 

 

 

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CLOUD SECURITY CORPORATION

STATEMENTS OF OPERATIONS

(unaudited)

 

   Three Months Ended   Nine Months Ended 
   November 30, 2016   November 30, 2015   November 30, 2016   November 30, 2015 
                 
General and administrative  $12,844   $12,461   $52,469   $56,245 
                     
Loss before provision for income taxes   (12,844)   (12,461)   (52,469)   (56,245)
                     
Provision for income taxes                
                     
Net loss  $(12,844)  $(12,461)  $(52,469)  $(56,245)
                     
Weighted average shares basic and diluted   13,026,980    13,026,980    13,026,980    13,026,980 
Weighted average basic and diluted loss per common share  $(0.00)  $(0.00)  $(0.00)  $(0.00)

 

 

 

 

 

 

See accompanying Notes to Financial Statements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 4 
 

 

CLOUD SECURITY CORPORATION

STATEMENTS OF CASH FLOWS

(unaudited)

 

   For the Nine
Months Ended November 30,
2016
   For the Nine
Months Ended
November 30,
2015
 
Cash flows from operating activities:          
Net loss  $(52,469)  $(56,245)
Changes in operating assets and liabilities:          
Prepaid expenses   (5,000)    
Accounts payable   143    18,790 
Accrued liabilities       (56,960)
Net cash used in operating activities   (57,326)   (94,415)
           
Cash flows from financing activities:          
Capital contributions from Goldenrise   56,000    43,682 
Proceeds from the prior period sale of common stock       57,037 
Net cash provided by financing activities   56,000    100,719 
           
Net change in cash   (1,326)   6,304 
Cash, beginning of period   2,680    22 
Cash, end of period  $1,354   $6,326 
           
Supplemental disclosures of cash flow information          
Cash paid during the period for:          
Interest  $   $ 
Taxes  $   $ 

 

 

 

See accompanying Notes to Financial Statements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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CLOUD SECURITY CORPORATION

 

NOTES TO (UNAUDITED) FINANCIAL STATEMENTS

 

1. Organization and Business

 

Cloud Security Corporation, formerly Accend Media (the “Company”), was incorporated in the State of Nevada on December 20, 2010. On May 22, 2012, the Company merged with Cloud Star Corporation (“Cloud Star”), a privately held Nevada corporation incorporated on October 17, 2011 headquartered in California (the “Merger”). Cloud Star’s then Chief Executive Officer assigned his rights and interests in technology named “The VirtualKey Desktop Solution” (“MyComputerKey”) and additional cloud security technology products to the Company in connection with the Merger. Following the Merger, the Company conducted the business of Cloud Star and changed its name from “Accend Media” to “Cloud Star Corporation”. On May 28, 2013, the Company changed its corporate name to “Cloud Security Corporation”.

 

The Company’s principal business has been the software development of MyComputerKey; however, due to cash flow constraints, we were unable to proceed with development in fiscal 2015. The Company is currently evaluating the software infrastructure and interface for MyComputerKey, Phase 1 (version 3) of MyComputerKey and additional cloud computing security applications. During 2016, the Company received a patent and is continuing to evaluate its intellectual property and business strategies including raising additional capital for further development of our product, MyComputerKey™, entering into third party development agreements for additional product enhancements, developing additional products, creating and implementing marketing strategies for the sale of our product and raise brand awareness, entering into partnership or distribution agreements, or even an outright sale of our intellectual property.

 

Stock Purchase Agreement

 

On December 8, 2014, the Company entered into a stock purchase agreement (the “SPA”) with Goldenrise Development, Inc., a California corporation (“Goldenrise”) whereby the Company sold 12,000,000 shares of its common stock for $180,000 to Goldenrise representing approximately 92% of our outstanding shares. In connection with the SPA, we also agreed to effectuate a 1:100 reverse stock split of the Company’s issued and outstanding common stock (“Reverse Split”) which became effective on January 22, 2015. The Company’s then directors and officers immediately preceding the close of this transaction resigned at closing. Goldenrise designated the current directors and officers of the Company. The transaction effectuated a change in control of the Company.

 

In connection with the SPA, the Company also entered into a Consulting Agreement with its then Chief Executive Officer, Safa Movassaghi, whereby, at closing of the SPA, Mr. Movassaghi remained with the Company as a consultant for a period of six (6) months to continue the development of the Company’s mobile software cloud security business. The Consulting Agreement with Mr. Movassaghi expired on June 8, 2015. During the three and nine months ended November 30, 2016, the Company had no active employees.

 

2. Summary of Significant Accounting Policies

 

Basis of Presentation

 

The accompanying unaudited interim financial statements have been prepared by the Company pursuant to the rules and regulations of the United States Securities Exchange Commission (“SEC”). Certain information and disclosures normally included in the annual financial statements prepared in accordance with the accounting principles generally accepted in the Unites States of America have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments and disclosures necessary for a fair presentation of these financial statements have been included. Such adjustments consist of normal recurring adjustments. These interim financial statements should be read in conjunction with the historical financial statements and related notes thereto of the Company filed with the SEC including our Annual Report on Form 10-K for the fiscal year ended February 29, 2016 filed with the SEC on June 10, 2016. The results of operations for the three and nine months ended November 30, 2016, are not necessarily indicative of the results that may be expected for the full year.

 

Going Concern Considerations and Management’s Plans

 

The accompanying financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America, which contemplate continuation of the Company as a going concern. The Company has no revenues, has incurred net losses and has an accumulated deficit of $1,751,349 as of November 30, 2016. The Company currently has limited liquidity and limited access to capital. These factors raise substantial doubt about our ability to continue as a going concern. If the Company is unable to obtain adequate capital, we could be forced to cease operations.

 

 

 

 

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Management anticipates the Company will be dependent, for the foreseeable future, on additional capital to fund further development of our infrastructure and to fund operations until such time we have sufficient revenues to meet our cost structure. Additional capital is required in order to acquire source code developed by consultants retained to complete the project and to ultimately launch our anticipated products in the marketplace. In light of management’s efforts, there are no assurances that the Company will be successful in obtaining sufficient capital to continue as a going concern.

 

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

New Accounting Pronouncements

 

We have reviewed all recently issued accounting pronouncements and these were disclosed in the Company’s most recently filed Form 10-K or are not believed by us to have a material impact on the Company's present or future financial statements, based on our current operations.

 

3. Prepaid Expenses

 

The Company capitalized its annual fees of $10,000 for its OTC Markets listing which benefits the year June 1, 2016 to May 31, 2017 and is being amortized over such period. During the three and nine months ended November 30, 2016, the Company recorded amortization expense of $2,500 and $5,000, respectively.

 

4. Stockholders’ Deficit

  

Authorizations and Designations

 

The Company is authorized to issue 190,000,000 shares of its $0.001 par value common stock and 10,000,000 shares of its $0.001 par value preferred stock. As of November 30, 2016 and February 29, 2016, no preferred stock has been issued.

 

2014 Stock Incentive Plan

 

The Board of Directors adopted the 2014 Stock Incentive Plan (the “Plan”). The Plan provides for the grant, at the discretion of the Compensation Committee of the Board of Directors, of stock awards, of common stock, restricted stock, awards of common stock, or stock options to purchase common stock of the Company, with a maximum of 150,000 shares. As of November 30, 2016, 131,875 shares are available for issuance under the Plan.

 

Capital Contributions

 

During the nine months ended November 30, 2016 and 2015, Goldenrise contributed $56,000 and $43,682, respectively to fund business operations.

 

 

 

 

 

 

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

 

CERTAIN STATEMENTS IN THIS QUARTERLY REPORT ON FORM 10-Q (THIS “FORM 10-Q”), CONSTITUTE “FORWARD LOOKING STATEMENTS” WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1934, AS AMENDED, AND THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 (COLLECTIVELY, THE “REFORM ACT”). CERTAIN, BUT NOT NECESSARILY ALL, OF SUCH FORWARD-LOOKING STATEMENTS CAN BE IDENTIFIED BY THE USE OF FORWARD-LOOKING TERMINOLOGY SUCH AS “BELIEVES”, “EXPECTS”, “MAY”, “SHOULD”, OR “ANTICIPATES”, OR THE NEGATIVE THEREOF OR OTHER VARIATIONS THEREON OR COMPARABLE TERMINOLOGY, OR BY DISCUSSIONS OF STRATEGY THAT INVOLVE RISKS AND UNCERTAINTIES. SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF CLOUD SECURITY CORPORATION (“THE COMPANY”, “WE”, “US” OR “OUR”) TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. REFERENCES IN THIS FORM 10-Q, UNLESS ANOTHER DATE IS STATED, ARE TO NOVEMBER 30, 2016.

 

Overview of Current Operations

 

We are an early stage security and information access technology software company that delivers immediate information with ease and secure access to computer desktops and other consumer electronic devices from remote locations.

 

Our principal business has been the software development of MyComputerKey™; however, due to cash flow constraints, we were unable to proceed with development in fiscal 2015. We are currently evaluating the software infrastructure and interface for MyComputerKey™, Phase 1 (version 3) of MyComputerKey™ and additional cloud computing security applications.

 

On December 8, 2014, we entered into a stock purchase agreement (the “SPA”) with Goldenrise Development, Inc., a California corporation (“Goldenrise”) whereby we sold 12,000,000 shares of our common stock for $180,000 to Goldenrise representing approximately 92% of our outstanding shares. In connection with the SPA, we also agreed to effectuate a 1:100 reverse stock split of the Company’s issued and outstanding common stock (“Reverse Split”) which became effective on January 22, 2015. Our then directors and officers immediately preceding the close of this transaction resigned at closing. Goldenrise designated our current directors and officers. This transaction effectuated a change in control.

 

In connection with the SPA, we also entered into a Consulting Agreement with Safa Movassaghi, the then current Chief Executive Officer whereby, at closing of the SPA, Mr. Movassaghi agreed to remain with us as a consultant for a period of six (6) months to continue the development of our mobile software cloud security business. The Consulting Agreement with Mr. Movassaghi expired on June 8, 2015 and was not renewed.

 

RESULTS OF OPERATIONS

 

Three Months Ended November 30, 2016 Compared to the Three Months Ended November 30, 2015

 

We had no revenues during the three month periods ending November 30, 2016 or 2015.

 

During the three month period ended November 30, 2016 and 2015, we incurred general and administrative expenses of $12,844 and $12,461, respectively. During these periods we incurred accounting, legal and other costs associates with being a publicly traded company.

 

During the three month periods ended November 30, 2016 and 2015, our net loss was $12,844 and $12,461, respectively, total increase of $383. The increase was attributable to lower general and administration costs as described above.

 

Nine Months Ended November 30, 2016 Compared to the Nine Months Ended November 30, 2015

 

We had no revenues during the nine month periods ending November 30, 2016 or 2015.

 

During the nine month periods ended November 30, 2016 and 2015, we incurred general and administrative expenses of $52,469 and $56,245, respectively. During the 2016 period compared to the 2015 period, we reduced our legal, stock transfer agent and related costs by $27,779. During the 2015 period, we recorded a reversal of estimates of previously accrued compensation and related taxes of $19,603.

 

 

 

 

 8 
 

 

During the nine month period ended November 30, 2016 and 2015, our net loss was $52,469 and $56,245, respectively, total decrease of $3,776. The decrease was attributable to lower general and administration costs as described above.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As of November 30, 2016, we had cash and cash equivalents of $1,354 and a working capital deficit of $24,280 as compared to cash and cash equivalents of $2,680 and a working capital deficit of $27,811 as of February 29, 2016.

 

We had total liabilities of $30,809 as of November 30, 2016, consisting of accounts payable. At February 29, 2016, our total liabilities were $30,666.

 

We had a total stockholders’ deficit of $24,280 and an accumulated deficit of $1,751,349 as of November 30, 2016, as compared to $27,811 and $1,698,880, respectively, as of February 29, 2016.

 

We used $57,326 of cash in operating activities for the nine months ended November 30, 2016, which was attributable primarily to our net loss of $52,469 and a prepayment $10,000 for certain public company costs. In comparison, we used $94,415 of cash in operating activities for the nine months ended November 30, 2015.

 

During the nine months ended November 30, 2016, cash provided by financing activities was $56,000 as we received such amounts in capital contributions from Goldenrise. Cash from financing activities for the nine month period ended November 30, 2015 was $100,719 and consisted of $43,682 in capital contributions from Goldenrise and $57,037 in proceeds received from the sale of stock in during 2014.

 

Additional capital is required in order to acquire the source code developed by the third party developers retained to complete the MyComputerKey™ project. Management is in negotiations with these developers to resolve and restructure the original contract.

 

Since we have no liquidity and have suffered losses, we depend to a great degree on the ability to attract external financing in order to conduct our business activities and expand our operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. If we are unable to raise additional capital from conventional sources, including increases in related party and non-related party loans and/or additional sales of stock, we may be forced to curtail or cease our operations. Even if we are able to continue our operations, the failure to obtain financing could have a substantial adverse effect on our business and financial results, including our inability to acquire the source code for Phase 1 (Version 3) of our MyComputerKey™ product. We have no commitments to provide us with financing in the future, other than described above. Our independent registered public accounting firm included an explanatory paragraph raising substantial doubt about the Company’s ability to continue as a going concern.

 

Notwithstanding, we anticipate generating losses and therefore may be unable to continue operations in the future. We anticipate that we will require additional capital in order to grow our business by increasing headcount and our budget for fiscal year ending 2017. We may use a combination of equity and/or debt instruments to funds our growth strategy or enter into a strategic arrangement with a third party.

 

Critical Accounting Policies and Estimates

 

None.

 

Off-Balance Sheet Arrangements

 

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results or operations, liquidity, capital expenditures or capital resources that is material to investors.

 

 

 

 

 9 
 

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

We are a smaller reporting company as defined by Item 10(f)(1) of Regulation S-K, we are not required to provide information required by this item.

 

ITEM 4. CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

Our disclosure controls and procedures, as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in rules and forms adopted by the SEC, and that such information is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, to allow timely decisions regarding required disclosures.

 

Management, with the participation of the Chief Executive Officer and the Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Form 10-Q. Based on such evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that, as of November 30, 2016, our disclosure controls and procedures were effective.

 

Changes in Internal Control Over Financial Reporting

 

There were no changes in our internal control over financial reporting that occurred during the quarter ended November 30, 2016 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

Limitations on Effectiveness of Controls and Procedures

 

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.

 

 

 

 

 

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PART II – OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

From time to time, the Company may become subject to various legal proceedings that are incidental to the ordinary conduct of its business. Although the Company cannot accurately predict the amount of any liability that may ultimately arise with respect to any of these matters, it makes provision for potential liabilities when it deems them probable and reasonably estimable. These provisions are based on current information and legal advice and may be adjusted from time to time according to developments.

 

We know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

 

ITEM 1A. RISK FACTORS

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

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

 

None.

 

ITEM 3. DEFAULT UPON SENIOR SECURITIES

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5. OTHER INFORMATION

 

In February 2016, the Company received a Notice of Allowance from the U.S. Patent and Trademark Office (“USPTO”) for its Patent Application Serial No. 13/173,220 for a system facilitating virtual access and management of desktop interface from a second computing device through a portable key (the “System”). The System is comprised of a removable virtual desktop key that permits remote access and management of various computing devices that are communicatively linked to the Company’s secured cloud network.

 

Subsequent Events:

 

On January 13, 2017, Mr. Ning (Sam) Liu resigned as the Company’s Chief Executive Officer, President, Secretary and Chairman of the Board of Directors effective immediately. The Board approved and accepted Mr. Liu’s resignation from such positions on January 13, 2017 and concurrently appointed the Company’s current Chief Financial Officer, Treasurer, and director, Mr. Derek Yu, to serve as the Company’s Chief Executive Officer, President, Secretary, and Chairman of the Board.

 

 

 

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ITEM 6. EXHIBITS

 

Exhibit No.   Description
2.1   Acquisition Agreement and Plan of Merger dated May 7, 2012, incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
3.1   Articles of Incorporation of Accend Media. (now known as Cloud Security Corp), incorporated by reference to our Registration Statement on Form S-1 filed on April 29, 2011
3.2   Bylaws,), incorporated by reference to our Registration Statement on Form S-1 filed on April 29, 2011
3.3   Articles of Amendment to Articles of Incorporation, incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
3.4   Articles of Merger incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
3.5   Articles of Merger, incorporated by reference to our Current Report on Form 8-K dated May 28, 2013.
10.1   Employment Agreement for Scott Gerardi, incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
10.2   Share Lock-Up Agreement with Safa Movassaghi, incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
10.3   Share Lock-Up Agreement with Scott Gerardi, incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
10.4   Share Lock-Up Agreement with Ira Lebovic, incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
10.5   Voting Trust Agreement, incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
10.6   Contract CTA Agreement with Wee Kai Ng, incorporated by reference to our Annual Report on Form 10-K for the year ended February 28, 2013.
10.7   Joint Venture Agreement, incorporated by reference to our Annual Report on Form 10-K for the year ended February 28, 2013.
10.8   Transfer Agreement dated December 3, 2013 between Cloud Security Corp. and App Ventures, Ltd., incorporated by reference to our Quarterly Report on Form 10-Q for the period ended November 30, 2013.
10.9   Distribution Agreement dated December 3, 2013 between Cloud Security Corp. and App Ventures, Ltd., incorporated by reference to our Current Report on Form 8-K filed on June 13, 2014.
10.10   Consulting Agreement dated December 3, 2013 between Cloud Security Corp. and Kerry Singh, incorporated by reference to our Quarterly Report on Form 10-Q for the period ended November 30, 2013.
10.11   2014 Stock Incentive Plan, incorporated by reference to our Registration Statement on Form S-8 filed on February 20, 2014.
10.12   Stock Purchase Agreement, dated December 8, 2014 between Cloud Security Corp. and Goldenrise Development, Inc., incorporated by reference to our Current Report on Form 8-K dated December 12, 2014.
10.13   Consulting Agreement, dated December 8, 2014 between Cloud Security Corp. and Safa Movassaghi, incorporated by reference to our Current Report on Form 8-K dated December 12, 2014.
31.1   Rule 13a-14(a)/ 15d-14(a) Certification of Chief Executive Officer *
31.2   Rule 13a-14(a)/ 15d-14(a) Certification of Chief Financial Officer *
32.1   Chief Executive Officer and Chief Financial Officer Certification pursuant to 18 U.S.C. § 1350 adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002*
32.2   Chief Financial Officer Certification pursuant to 18 U.S.C. § 1350 adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002*
101.INS   XBRL Instances 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 *

______________

* Filed herewith

 

 

 

 

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Form 10-Q to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date: January 17, 2017 /s/ Derek Yu  
  Name: Derek Yu  
 

Title: Chief Executive Officer (Principal Executive Officer),

President, and Chief Financial Officer (Principal Financial and Accounting Officer)

 

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

Name   Title   Date
         
/s/ Derek Yu   President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Chairman of the Board   January 17, 2017
         
         
/s/ Michael Dunn   Director   January 17, 2017
         
         
/s/ Jie Lai   Director   January 17, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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