U.S. UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-K

10-K/A

Amendment No. 1

 (Mark One)

x

þ  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For Fiscal Year Ended: the fiscal year ended March 31, 20132015

o TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT

o

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________________________ to ________________________

Commission file number:  File Number: 333-174759

EMS FIND, INC.

(Name of Small Business Issuer in its charter)

LIGHTCOLLAR, INC.Nevada

42-1771342

(Exact name of registrant as specified in its charter)

Nevada

42-1771342

(Statestate or other jurisdiction of incorporation or organization)

(IRSI.R.S. Employer IdentificationI.D. No.)

PO Box 973 #264, 3rd Ave. west

Unity, SK

S0K 4L0

(Address of principal executive offices)

(Postal Code)

Issuer's telephone number:  

10745 Haldeman Avenue

(306) 2283262Philadelphia, Pennsylvania 19116

(Address of principal executive offices)

(215) 677-0200

Issuer’s telephone number


Securities registered under Section 12(b) of the Exchange Act: None


Securities registered under Section 12(g) of the Exchange Act: NoneCommon Stock, $0.001 par value


Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes o    Noxþ


Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes o     No xþ


Indicate by check mark whether the registrant (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.  Yesxþ    No o


Indicate by checkmarkcheck mark whether the registrant has submitted electronically and posted on its corporate Website,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).  Yesxþ    No o


Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant'sregistrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o


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 definitionsdefinition of “largelarge accelerated filer” “accelerated filer,” “non-accelerated



1




filer,” and “smalleraccelerated filer and smaller reporting company”company in Rule 12b-2 of the Exchange Act.  (Check one):


Large Accelerated Fileraccelerated filer o

Accelerated Filerfiler o

Non-Accelerated Filer         Non-accelerated filer o

Smaller reporting companyxþ


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes x    Noo    No þ

As of September 30, 2012, there were 3,800,000

Aggregate market value of the registrant's commonvoting and non-voting stock par value $0.001, issued and outstanding.  Of those, 800,000 shares areof the registrant held by non-affiliates of the registrant.  There is no current market valueregistrant as of the Company’slast business day of the registrant’s most recently completed second fiscal quarter:  $0.00.


As of July 13, 2015 the registrant’s outstanding stock consisted of 28,364,535 common stocks asshares.



EXPLANATORY NOTE

The sole purpose of this Amendment to the Company’s stockRegistrant’s Annual Report on Form 10-K/A for the year ended March 31, 2015 (the “10-K”), is to furnish the Interactive Data File exhibits required by Item 601(b)(101) of Regulation S-K. No other changes have been made to the 10-K/A, and this Amendment has not been quoted onupdated to reflect events occurring subsequent to the OTCBB or any exchange.filing of the 10-K/A.

DOCUMENTS INCORPORATED BY REFERENCE


EMS FIND, INC.


If the following documents are incorporated by reference, briefly describe them and identify the partTable of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated:  (1) any annual report to security holders; (2) any proxy or information statement; and (3) any prospectus filed pursuant to Rule 424(b) or (c) of the Securities Act of 1933, as amended (“Securities Act”).
Not Applicable.  Contents

PART II

Item 1.  Description of Business

3

Item 1A.  Risk Factors

7

Item 2.  Description of Property

7

Item 3.  Legal Proceedings

7

Item 4.  Mine Safety Disclosures

7

PART II

 Item 5.  Market for Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities

8

 Item 6.  Selected Financial Data

8

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of Operation

9

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk

11

Item 8.  Financial Statements and Supplementary Data

12

Item 9.  Changes in and Disagreements With Accountants on Accounting and Financial Disclosure                                      

13

Item 9A.  Controls and Procedures

13

 Item 9B.  Other Information

13

PART III

Item 10.  Directors, Executive Officers and Corporate Governance

14

Item 11.  Executive Compensation

15

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters                    

18

Item 13.  Certain Relationships, Related Transactions and Director Independence

19

Item 14.  Principal Accountant Fees and Services

20

Item 15.  Exhibits and Financial Statement Schedules

21

Signatures

21



 2               












TABLE OF CONTENTS

Item Number and Caption

Page

Cautionary statements regarding forward-looking information

5

ITEM 1.  DESCRIPTION OF BUSINESS

5

ITEM 1A. RISK FACTORS.

7

ITEM 1B.

UNRESOLVED STAFF COMMENTS.

7

ITEM 2.

PROPERTIES.

8

ITEM 3.

LEGAL PROCEEDINGS.

8

ITEM 4.

MINE SAFETY DISCLOSURES

8

PART II

9

ITEM 5.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.  9

ITEM 6.

ISELECTED FINANCIAL DATA.

9

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.  9

ITEM 8

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

12

NOTE 2-

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

19

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE  25

ITEM 9A.

CONTROLS AND PROCEDURES

25

ITEM 9B.

OTHER INFORMATION

26

PART III

26

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

26

ITEM 11.

EXECUTIVE COMPENSATION

28

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS  29

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE  29

ITEM 14.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

30

PART IV

31

ITEM 15.

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

31

SIGNATURES

32





3




CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION

Except for historical information, this report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.  Such forward-looking statements involve risks and uncertainties, including, among other things, statements regarding our business strategy, future revenues and anticipated costs and expenses.  Such forward-looking statements include, among others, those statements including the words “expects,” “anticipates,” “intends,” “believes” and similar language.  Our actual results may differ significantly from those projected in the forward-looking statements.  Factors that might cause or contribute to such differences include, but are not limited to, those discussed herein as well as in the “Description of Business – Risk Factors” section in our Form S-1/A, as filed on September 9, 2011.  You should carefully review the risks described in our S-1/A and in other documents we file from time to time with the Securities and Exchange Commission.  You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report.  We undertake no obligation to publicly release any revisions to the forward-looking statements or reflect events or circumstances after the date of this document.

Although we believe that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks and uncertainties that could cause actual results to differ materially from such forward-looking statements.

All references in this Form 10-Q to the “Company,” “Lightcollar,” “we,” “us,” or “our” are to Lightcollar, Inc.

ITEM

Item 1.  DESCRIPTION OF BUSINESS


Description of Business


Lightcollar,Forward-looking Statements

This annual report contains forward-looking statements.  These statements relate to future events or our future financial performance.  In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology.  These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

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.  Except as required by applicable laws, including the securities laws of the United States, we do not intend to update any of the forward-looking statements so as to conform these statements to actual results.

As used in this annual report, the terms "we", "us", "our", “the Company”, and "EMS" mean EMS Find, Inc. is a, unless otherwise indicated.

All dollar amounts refer to US dollars unless otherwise indicated.


General


We were incorporated in the State of Nevada corporation formed on March 22, 2011.  The Company’s2013 under the name Lightcollar, Inc.  On March 22, 2015, we changed our name to EMS Find, Inc.  On March 31, 2015, we entered into a Share Exchange Agreement with EMS Factory, Inc., a Pennsylvania corporation (“EMS Factory”) and the sole shareholder of EMS Factory.  Pursuant to the Share Exchange Agreement, EMS Factory became our wholly-owned subsidiary and we acquired the business isand operations of EMS Factory.  


EMS Find, Inc. develops and markets B2B & B2C on-demand mobile platform, designed to develop, marketconnect health care providers and sell illuminated animal collar pendants forconsumers to a network of medical transport companies throughout the United States (“and Canada.  EMS’s solution facilitates, speeds up and connects health care providers and the public with ambulance providers for the benefit of the patients.  The platform enables users (hospitals, medical offices, dialysis centers, nursing homes, home care agencies and other medical providers) and the public to schedule medical transportation in a timely and efficient way based on the type of medical transportation which best fits each patient's needs.  The EMS Find app will work on any smart device including smart phones, tablets or laptops.  iOS, android and desktop versions and will allow users to connect in real time to local and nearby pre-screened medical transportation companies wherever the medical transports are needed and fit the medical, logistical and financial criteria.  



 3              


Market Information


Ambulances help rescue injured or medically ill patients by transporting them to medical treatment centers.  The global ambulance services market based on the mode of transport has been segmented as: ground ambulance services, air ambulance services and water ambulance services.  On the basis of emergency type, the global market has been segmented as: emergency ambulance services and non-emergency ambulance services.  Based on the type of equipment equipped in the ambulance, the market has been segmented as: advance life support (ALS) ambulance services and basic life support (BLS) ambulance services.

Ambulance services enable transportation of injured or medically ill patients to hospitals for treatment.  This service is provided with the help of health care professionals and medical equipment installed in the ambulance.  Major factors driving the growth of the ambulance services market are the rising geriatric population across the world and increasing number of accidents.  Favorable reimbursement scenario for availing ambulance service is further boosting market growth.


Ambulance services, emergency and non-emergency, are provided to patients based on the medical condition and emergency of transportation.  Growth in the emergency ambulance services segment is primarily driven by rising geriatric population coupled with improving reimbursement scenario for availing emergency ambulance services.


Ambulances are equipped with various medical equipment, to cater to the need of patients by providing first-line treatment.  Based on the type of equipment installed in ambulances, the ambulance services market is segmented into advanced life support (ALS) ambulance services and basic life support (BLS) ambulance services.  Rising incidences of various cardiovascular diseases would drive the demand for ALS ambulance services.  Moreover, increasing number of emergency cases would also fuel market growth.


Ambulance service providers offer patients transport to-and-from medical centers with adequate medical services such as monitoring of health condition and administration of drugs.  Increasing demand for various medical services such as surgeries and diagnostics has necessitated hospital visits by patients.  This in turn has generated a need for transportation via ambulances.


Increasing adoption rate of personal and commercial vehicles by people for various purposes is resulting in higher number of accidents.  Accidents create a need for immediate hospital visit for medical treatment; hence, patients require ambulance services for transportation to-and-from hospitals.  Also, consumption of alcohol while driving increases the risk of accidents.  Thus, rising number of accidents would increase the uptake of ambulance services.  According to the journal of Orthopedics, Traumatology and Rehabilitation, published by Wolters Kluwer Health, around 1.3 million people lose their lives annually due to road accidents, and nearly 20 million to 50 million people suffer non-fatal injuries causing disabilities post-injuries.  According to the U.S. Census Bureau, around 10.8 million road accidents occurred in 2009 across the world compared to 10.2 million in 2008.

Chronic diseases persist in patients for a long time (six months and more).  Cancer and diabetes are some of the examples of chronic diseases that increase the need for regular health checkup.  Patients avail ambulance services for transport to hospitals for regular health checks.  This increases the demand for ambulance services.  It has been opined by health care professionals that cancer is one of the leading causes of death worldwide, and accounts for around 13% of the global deaths annually.  According to the World Health Organization (WHO), the total number of cancer deaths is expected to increase by 45% from 2007 to 2030.  According to the National Cancer Institute (NCI), about 580,350 Americans died due to cancer in 2013.  Hence, increasing number of patients suffering from cancer would fuel the growth of the ambulance services market.


 4               

Moreover, the World Diabetes Foundation (WDF) has estimated that approximately 285 million people above 65 years were diagnosed with diabetes in 2010 and this number is expected to reach 438 million by 2030.  In addition, the National Diabetic Fact Sheet of the U.S., which was released in January 2013, stated that every year around 25.8 million children and adults are diagnosed with diabetes, which accounts for nearly 8.3% of the total U.S. population.  Thus, rising number of kidney failures, diabetes, cancer and other chronic disease patients would increase the demand for ambulance services, thereby driving the growth of the market.


The ambulance services market by equipment is segmented into basic life support (BLS) and advanced life support (ALS).  Basic life support (BLS) ambulance or advanced life support (ALS) ambulance are provided to patients depending on their medical requirements.  Favorable reimbursement policies and rising demand for ALS ambulance services coupled with increasing number of emergency cases across the globe are likely to drive the growth of the ALS ambulance services market.


A basic life support (BLS) ambulance provides patients with basic medical equipment and services.  A BLS ambulance is equipped with medical devices such as automatic external defibrillator oxygen delivery devices, pulse oximetry and blood pressure monitoring equipment.  Medical services are provided by emergency medical practitioners and partially-trained personnel in a BLS ambulance.  BLS ambulance services are usually provided to patients with complex fractures, medical or surgical patients, discharge for home or some sub-acute care facilities and psychiatrist patients.  The growth is attributed to rising incidences of fractures (complex and other) due to road accidents.


The increased number of accidents augmented the demand for BLS ambulance services in the U.S. Increasing number of surgeries and hospital discharges would fuel the growth of the market as BLS ambulance services would be needed to transport patients from hospital to home and vice versa.  Patients who have undergone surgery and do not require medical monitoring are advised to make use of BLS.


Ambulance services are provided to a patient based on the critical nature of his/hers medical condition, which may include emergency ambulance services or non-emergency services.  Growth in this segment is mainly driven by increasing number of emergency cases.


The non-emergency ambulance services segment is expected to grow moderately during the forecast period.  Increasing number of hospitals globally would augment the demand for non-emergency ambulance services.

Patients seeking immediate medical help are provided with emergency ambulance services as their critical medical condition demands medical treatment at an initial stage (before reaching to hospital).  Emergency ambulances are incorporated with emergency siren and lights that enable the vehicle to avoid traffic and reach quickly at the hospital.  Emergency ambulances are generally equipped with advanced life support systems and are provided with medical professionals who are able to provide first-line treatment including drug administration and monitoring.

Also, the Centers for Disease Control and Prevention (CDC) estimated that around 129.8 million emergency visits were reported in the U.S. alone in 2013.  This increasing number of emergency visits to hospitals would increase the demand for emergency ambulance services, and in turn augment market growth.


The projected increase in a disposable income will enhance the affordability for availing ambulance services and in turn accentuate the growth of the market.  Elderly people are susceptible to various medical conditions such as infection and cardiac disorders, which increases hospital visits and in turn drives the demand for ambulance services.  In addition, increasing geriatric population in North America would support the growth of the ambulance services market.


 5               


EmsFind's Platforms


EMS Find - Business (B2C)


This platform connects health care providers (social workers, caregivers, ER nurses, case managers, discharge nurses, etc.) located or affiliated with health care facilities (hospital, nursing home, home care agency, dialysis center, cancer treatment center, hospice, pr center, etc.) and Canadian marketplace.public (patient, friends, family) with pre-screened, nearby transportation providers to schedule non-emergent transport (ALS, BLS, Wheelchair) in timely and efficient manner.  Upon acceptance of job, transportation company automatically pays EMS Find $5-$10 per trip via credit card.  Patients without insurance coverage will have an access to discounted rate (paid via credit card or cash and collected by transportation company), pre-negotiated for their benefit.  Each accepted trip, will result in generation of significant revenue of $250-$1400 (ALS/BLS Ambulance Transport) and $50-95 (Wheelchair Transport) to the medical transportation company.  All billing is done by transportation provider.  Each Requestor can submit a request, cancel and track (real time) each trip by accessing Job Screen.  In addition, transportation provider can log in and access Job Screen to see which jobs are still available to accept, as well cancel or refer/forward job once it was accepted.


EMS Find - Enterprise (B2B)


This platform is developed to assist health care facilities and contracted transportation providers to schedule medical transports.  Platform is very similar in functionality to EMS Find Business.  There are no fees per trip. Revenue model is based on monthly fee, paid by transportation provider.


EMS Data Marketing


Under HIPPA regulations, we will able to market to health care organization, particularly medical/life insurance plans, regional/national ems organizations, drug manufacturers, home care equipment manufacturers and distributors and use this information for marketing purposes.


Trademark and Patents


We aredo not have a developmental stage company.  We have had no operating revenues andtrademark registered at this time.  However, we have minimal assets.  retained a law firm who is in the process of filing a provisional patent for our on-demand medical transport platform.

Government Regulation


We have never declared bankruptcy, been in receivership, or involvedwill be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to our industry in any legal action or proceedings.  Since incorporating,jurisdiction which we have not made any significant purchases or sales of assets, nor have we been involved in any mergers, acquisitions or consolidations.  None of Lightcollar, its sole officer, sole director, or any affiliates thereof, has had preliminary contact or discussions with, nor do we have any present plans, proposals, arrangements or understandings with any representatives of the owners of any business or company regarding the possibility of an acquisition, merger or other business combination.would conduct activities.


Lightcollar is building a business as a developer, marketer and retailer of illuminated pet collar pendants.  What we are referring to as a pendant will include a water-proof haul, battery, light source, illuminating lens, switch and latch.US Regulations


Our business plan requires usoperations are or will be subject to build a working relationship with an already established computer numerical control (“CNC”) production machining company.  CNC machining isvarious types of regulation at the preferred method for manufacturing small precision devices.  Although we have not identified a U.S. or Canadian manufacturer or supplier of these products, we have identified companies that already produce these products in China.  To date our discussions have been limited to inquiring about purchasing processesfederal, state and requirements and requesting a particular manufacturer in China to provide the Company with a preliminary design of a proposed pendant.  We intend to work with our eventual manufacturer to jointly design the pendant(s) we intend to sell.  Alternatively, if we cannot locate a manufacturer that can help us design our product(s)



4local levels.




thenWe do not believe that government regulations will have a material impact on the way we may choose a manufacturer that has already designed pendants.  The Company’s sole officer and director is actively working on this project and expects to secure a producer/supplier, develop its website, create promotional materials, and introduce the Lightcollar brand as soon as possible.conduct business.


Lightcollar does not currently have an agreement with a manufacturer to supply its product nor has a design been finalized.  However, our plan is to have the product machinedResearch and assembled at the same location: typically products machined and assembled at the same location require no final fittings.  The Company’s goal is to enter into formal discussions with a product supplier as soon as possible.  If the Company ultimately chooses a supplier based in Asia we will have to monitor the manufacturing process from our headquarters office in Canada, arrange to have the pendants transferred from the manufacturing facility to a shipping port and then shipped to our location in Canada before we can fulfill orders from our customers.


Lightcollar’s business plan calls for a website containing a catalogue, specifications and other information to inform potential customers, regarding our product(s).  Customers will order pendants through our website.  We will ship our pendants directly to our customers.  The cost of shipping will be paid by the customers at the time they order and pay for the pendant(s) via our website.


Although Lightcollar intends to sell its product(s) primarily through its website, the Company’s business plan also contemplates Company representatives attending tradeshows and marketing its product(s) to small retailers at such tradeshows.  The Company’s marketing plan entails locating customers and marketing its website by advertising through various mediums including; newspapers, magazines, radio, television, and affiliate website promoting (i.e. banner advertising and member/group email promoting).  We also intend to market the website, when operational, (and our product(s)) through as many free sources as possible such-as; online classifieds, online pet-care forums, and pet related newsgroups.


Pet fashion/safety products are a niche product.  Potential customers are typically individuals with a specialized preference or interest in the product.  Lightcollar intends to compete in the marketplace in the U.S. and Canada based on reputation, product quality, ease of shopping experience and price.  Since we do not currently have a reputation, we intend to associate ourselves with a reputable product supplier.  By associating with a reputable product supplier, Lightcollar will endeavor to provide quality products created by one or more firms with a proven record of producing quality products.  In so far as price is concerned, Lightcollar plans to provide a product at a price that is competitive with any similar products sold and or produced domestically.


Competition


Our research has identified several companies currently manufacturing and/or supplying an illuminated pendant for pets in Asia and also now in North America.  


According to the 2011-2012 (the most recent year for which such statistics are available) American Pet Products Association (“APPA”) National Pet Owners Survey; 62% of U.S. households own a pet, which equates to 72.9 million homes.  Since 1994 the Total U.S. Pet Industry Expenditures has increased at an average rate of $2.6 billion per year and is estimated to be $50.84 billion in 2011.  Although our products can be used on a variety of animals other than dogs; 78.2 million of the pets owned in the United States are dogs.  Although statistics could not be found for pet safety/fashion; according to the 2011-2012 APPA National Pet Owners Survey, dog owners spend $186 annually on grooming, treats, and toys, which totals over $14 billion annually.Development


We have not obtainedspent any empirical evidence detailingamounts on research and development activities during the competitive market in the U.S. and Canada for an illuminated pet pendant, and we cannot determine competitive factors with any degree of certainty.  







year ended March 31, 2015.  We plan on working with a supplier who already manufactures these and/or similar products.  We do not at this time have any agreements or contracts with a supplier or company that provides such products.


Although there are now several companies in North America offering an illuminates pet collar pendant, we believe Lightcollar can be among the initial handful of companies to introduce such products into our target market areas.  Although we have discovered that Americans do spend over $14 billion annually on toys, treats, and grooming; there is no guarantee that Lightcollar will be able to compete effectively with an unproven product and no definite understanding of the competitive factors.  


There are no immediate or imminent threats to the supply or prices of related materials due to shortages or other factorsanticipate that we are aware of at this time.  To our knowledge, at this time there are no government regulations, in the United States or Canada, that would prohibit or negatively affect Lightcollar from importing or exporting our product(s) into or out of those countries.  To our knowledge, at this time there are no import/export regulations or controls imposed bywill not incur any of the potential countries, from which our product(s) could originate, that would prevent us from obtaining our product(s) or shipping our products to the U.S. or Canada.  


The Company currently has no employeesexpenses on research and has no plans to hire any employees during the next twelve (12) months of operation.  For at leastdevelopment over the next 12 months,months.  Our planned expenditures on our operations or a business combination are summarized under the section of this annual report entitled “Management’s Discussion and Analysis of Financial Position and Results of Operations”.

Employees and Employment Agreements


At present, we have no employees other than the Company’sour sole officer and director, Lightcollar intendswho devotes approximately 40 hours a week to use contracted servicesour business.  We presently do not have pension, health, annuity, insurance, stock options, profit sharing or similar benefit plans; however, we may adopt such plans in the future.  There are presently no personal benefits available to conduct all aspects of its business.any officers, directors or employees.


Research and Development

 6               


As we build out our organization, we intend to incorporate a business development component that will be responsible for researching opportunities for growth; such as marketing our product abroad and expanding our shipping and distribution to Europe, and other parts of the world.  Our intended market for at least the next12 months of operations is the U.S. and Canada.


Reports to Security Holders


The Company files reports, including quarterly and annual reports, with the Commission pursuant to Section 12(b) or (g) of the Exchange Act.  These reports and any other materials filed with the SEC may be read and copied at the SEC's Public Reference Room at 100 F Street NE, Washington, D.C. 20549.  Information on the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330.  The Company files its reports electronically with the SEC.  The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.  The address of that website is http://www.sec.gov.


ITEMItem 1A.  RISK FACTORS.Risk Factors

Not applicable to smaller reporting companies.


Not Applicable.


ITEM 1B.

UNRESOLVED STAFF COMMENTS.


Not Applicable.








ITEMItem 2.

PROPERTIES.  Description of Property


We do not currently own any property or leasereal estate of any real property.kind.  Our personal property is limited to cash, our business plan and our domain name “lightcollar.com”.  We conduct our administrative affairs from our President’s officeoffices are located at 3rd10745 Haldeman Avenue, West, Unity, Saskatchewan, S0K 4L0, at no cost to the CompanyPhiladelphia, Pennsylvania 19116.  Our telephone number is (215) 677-0200.


ITEM 3.

LEGAL PROCEEDINGS.


Item 3.  Legal Proceedings


In the ordinary course of our business, we may from time to time become subject to routine litigation or administrative proceedings that are incidental to our business.  We are not a party to nor are we awarecurrently unaware of any existing,legal matters pending or threatened lawsuits or other legal actions involvingagainst us.


ITEM 4.

MINE SAFETY DISCLOSURES


Not applicable.






Item 4.  Mine Safety Disclosures

Not applicable.

7               



PART II


ITEMItem 5.  Market for Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information


Market Information


On May 29, 2013, the Company was assigned the ticker symbol LCLL andThere is tradeda limited public market for our common shares.  Our shares of common stock are listed on the OTC Bulletin Board.  However, asOTCQB Board under the symbol EMSF.  No shares of the dateour common stock have traded during our two most recent fiscal years.

Number of this report, no trading market has developed.Holders


As of June 15, 2013, we had 37 stockholdersMarch 31, 2015, the 28,334,535 issued and outstanding shares of recordcommon stock were held by a total of our common stock.27 shareholders of record.


Dividends


No cash dividends were paid on our shares of common stock during the fiscal years ended March 31, 2015 and 2014.  We have never declarednot paid any cash dividends with respect tosince our common stock.  Future payment of dividends is within the discretion of our board of directorsinception and will depend on our earnings, capital requirements, financial condition and other relevant factors.  Although there are no material restrictions limiting, or that are likely to limit, our ability to paydo not foresee declaring any dividends on our common stock we presently intend to retain future earnings, if any, for use in our business and have no present intention to pay cash dividends on our common stock.the foreseeable future.


Recent Sales of Unregistered Securities


During the fiscal year ended March 31, 2013, we did not issue any securities that were not registered under theNone.


Purchase of our Equity Securities Act of 1933.by Officers and Directors


None.


Other Stockholder Matters


None.


ITEM

Item 6.  Selected Financial Data

SELECTED FINANCIAL DATA.

Not applicable to smaller reporting companies.


Not applicable.

 8               



ITEMItem 7.

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


 Management's Discussion and Analysis of Financial Condition and Results of Operations


We have limited active operationsYou should read the following discussion and have generated no operating revenues to date.  We incurred operating expensesanalysis in conjunction with our financial statements, including the notes thereto, included in this Report.  Some of $34,074 for the year ended March 31, 2013, compared to $45,584 forinformation contained in this Report may contain forward-looking statements within the year ended March 31, 2012.  These expenses consistedmeaning of general operatingSection 27A of the Securities Exchange Act of 1933, as amended (the “Act”) and selling expenses in connection with the day to day operation of our business and professional fees for preparation and filing of our periodic filings with the Commission.


Our net loss for the year ended March 31, 2013, was $34,184, compared to $ $45,734 for the year ended March 31, 2012.


Cash provided by financing activities for the year ended March 31, 2013, was $38,841, compared to $23,248 for the year ended March 31, 2012.  We received our initial funding of $20,000 through the sale of common stock to our sole officer and director, Colin Mills.  Mr. Mills purchased 2,000,000 shares of our common stock at $0.01 per share on March 25, 2011, for $20,000.  We have received a total of $36,500 through the sale of our common stock under our Prospectus, dated September 15, 2011, and filed as part of our S-1 Registration Statement.  The offering under our Prospectus was closed on September November 19, 2012.








Capital and Liquidity

We had cash assets of $609 at March 31, 2013.  We have only common stock as our capital resource.  We will be reliant upon debt and/or additional equity financing to fund any future operations.  We have not secured any additional sources of debt and/or equity financings.


We are subject to the reporting requirementsSection 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).  This information may involve known and we will incur ongoing expenses associated with professional fees for accounting, auditing, legalunknown risks, uncertainties and other expenses relatedfactors which may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements.  Forward-looking statements which involve assumptions and describe our future plans, strategies and expectations, are generally identifiable by the preparation and filinguse of our periodic reports and any current reports on Form 8-K proxy statements and/the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend” or “project” or the negative of these words or other filings required withvariations on these words or comparable terminology.  These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that the SECprojections included in these forward-looking statements will come to pass.  Our actual results could differ materially from those expressed or implied by the forward looking statements as a result of various factors.  We undertake no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other regulatory bodies.  We estimate that these accounting, legal and other professional costs could range from $15,000 or more per year, and will be higher ifevents occur in the future.


In addition to our business volume and activity increases, but lowercurrent deficit, we expect to incur additional losses during the initial years of reporting because our overall business volume will be lower.

Long-Term Debt

At March 31, 2013, the Company had no long-term debt.  We may borrow money in the future to finance our future operations.  Any such borrowing will increase the risk of loss to the investor in the event we are unsuccessful in repaying such loans.


We may issue additional shares of our capital stock, in addition to those previously registered via Form S-1, to finance our future operations, although the Company does not currently contemplate doing so.  Any such future issuances will reduce the control of then existing shareholders and may result in substantial additional dilution to our then current shareholders.


Plan of Operation

We are a development stage enterprise with limited active operations.  We have had no operating revenues since inception, and have limited financial backing and assets.  

Our plan of operation is to market and sell, as an online retailer, an illuminated pet collar pendant in the U.S. and Canadian market.  We estimate that we need at least twenty five thousand dollars ($25,000) in capital for the next twelve months of operations.  This amount of capital will only allow us to put into operation a minimal amount of our business plan.


The Company will not commence sales of any pendants prior to: locating and securing a manufacturer; finalizing a product design; and developing a functional website capable of processing customer orders   Although we have not identified a U.S. or Canadian manufacturer or supplier of these products, we have identified companies that already produce these products in China.  To date, our discussions have been limited to inquiring as to order processes and requirements and requesting a particular manufacturer in China to provide the Company with a preliminary design of a proposed pendant.  We intend to work with our eventual manufacturer to jointly design the pendant(s) we intend to sell.  Alternatively, if we cannot locate a manufacturer that can help us design our product(s) then we may choose a manufacturer that has already designed pendants.  The Company’s President is actively working toward and by the end of calendar year 2013 plans to secure, a producer/supplier; complete (or choose) product design(s); and procure our initial inventory of product. .  With the exception of unit cost, shipping, brokerage and quantity purchasing, our discussions with manufacturers have not identified any additional financial requirements to acquire product to sell to our customers.  The Company expects to commit to an initial level of inventory cost of approximately $2,500 (inclusive of unit cost, shipping, brokerage and quantity purchasing).  


Once we have secured a producer/supplier, and upon the receipt of our initial supply of inventory, we can start preparing our website and promotional materials.  Photographing the pendants for promotional use will not be a cost to the company.  The Company’s President has the photography equipment and







software necessary for the creation of digital images and as such photographing the products for inclusion on our website and in our other promotional materials will not result in a cost to the Company.  The Company’s President will design the layout of our promotional materials at no cost to the Company.  Lightcollar intends to initially keep the paper printing of its promotional literature to a minimum.  Depending on our available funds secured through operational revenues and/or additional debt and/or equity financings, and also depending up the market acceptance, if any, of our product(s), in the future we will increase our marketing budget as needed.


The Company’s President originally registered the domain name “lightcollar.com” but that domain name has been transferred to the Company.  We intend to develop a website with a catalogue, specifications and other information to inform potential customers of the benefits and particulars of the product and to allow customers to purchase pendants from us.  


The Company’s President will design the website at no cost to the Company; however, we expect basic web-hosting services to cost approximately $40 per month and advanced web-hosting services to cost approximately $400 per month.  Basic web-hosting services will not offer any email marketing tools, additional search engine visibility, or enhanced code encryption.  An advanced web-hosting service will allow the company to see precisely what locations our customers are in, as well as provide our customers with the highest level of encryption, premium search-engine visibility, as well as ad space, and spam-free email campaigning.


Lightcollar intends to have a functional website, and to begin actively selling its product(s), by the end of calendar year 2013. The Company initially expects to maintain its own basic website at a cost of approximately $40 per month and then to secure advanced hosting services at a cost of approximately $400 per month going forward.


Once the website has been developed and is operational, we intend to market the website utilizing all of the free online marketing thatforeseeable future.  Until we are able to sourcelocate and acquire a target business, we will not be profitable.  Consequently, we will require substantial additional capital to continue our development and marketing activities.  There is no assurance that we will be able to obtain additional financing through private placements and/or public offerings necessary to support our working capital requirements.  To the extent that funds generated from any private placements and/or public offerings are insufficient, we will have to raise additional working capital through other sources, such as bank loans and/or financings.  No assurance can be given that additional financing will be available, or if available, will be on acceptable terms.


We are incurring increased costs as a result of being a publicly-traded company.  As a public company, we incur significant legal, accounting and other expenses that we did not incur as a private company.  In addition, the Sarbanes-Oxley Act of 2002, as well as paid advertising.  During calendar year 2013,new rules subsequently implemented by the Securities and Exchange Commission, have required changes in corporate governance practices of public companies.  These new rules and regulations have increased our legal and financial compliance costs and have made some activities more time-consuming and costly.  For example, as a result of becoming a public company, we expecthave created additional board committees and have adopted policies regarding internal controls and disclosure controls and procedures.  In addition, we have incurred additional costs associated with our public company reporting requirements.  In addition, these new rules and regulations have made it more difficult and more expensive for us to spend between $1,000obtain director and $20,000officer liability insurance, which we currently cannot afford to do.  As a result of the new rules, it may become more difficult for us to attract and retain qualified persons to serve on advertising our website and product(s).   Board of Directors or as executive officers.  We cannot predict or estimate the amount of additional costs we may incur as a result of being a public company or the timing of such costs.




Results of Operations


Further development of the type, style and content of promotional materials will be undertaken after the initial roll out of our website.  After undertaking the development of our promotional materials the Company will further formulate its marketing plan by, in part, identifying potential trade shows to attend and promotional materials to display at such trade shows.  For the foreseeable future our President will undertake all marketing efforts on behalf of the Company.Working Capital

  

December 31,

December 31,

  

2014

$

2013

$

Current Assets

7,148

21,751

Current Liabilities

18,278

565

Working Capital Surplus (Deficit)

(11,130)

21,186



InitiallyCash Flows

  

Year ended December 31,

2014

$

Year ended December 31,

2013

$

 

 

 

 

 

 

 

 

 

Cash Flows from (used in) Operating Activities

70,812

42,486

Cash Flows from (used in) Investing Activities

-

(8,780)

Cash Flows from provided by Financing Activities

(71,462)

818

Net Increase (decrease) in Cash During Period

(650)

(3,644)




 9               

Operating Revenues


During the year ended December 31, 2014 we intendearned revenues of $264,672, compared to marketrevenues of $290,910 for the year ended December 31, 2013.  


Cost of Sales and Gross Margin

During the year ended December 31, 2014 we spent a total of $170,879 on cost of sales, compared to $183,815 for the year ended December 31, 2013.


During the year ended December 31, 2014, our product(s) throughoutgross margin was $93,793, compared to $107,095 for the U.S.year ended December 31, 2013.


Operating Expenses and Canada and conduct sales primarily viaNet Loss


During the internet.  We also intend to expand our revenues by selling to other retailers, taking orders at trade shows and generating interest through wordyear ended December 31, 2014, we incurred operating total expenses of mouth.  We intend to grow the business throughout Canada and the United States as demand warrants.  We have no plans to expand the region$50,413 compared with total operating expenses of operation until such time as we have developed the North American business and built a strong and effective organization.  We do not intend to market our business outside of the U.S. and Canada$68,080 during the next 12 months.  As we build out our organization, we intend to incorporate a business development component that will be responsible for researching opportunities for growth; such as, marketing our product abroad and expanding our shipping and distribution to Europe, and other parts of the world.year ended December 31, 2013.


For the year ended December 31, 2014, we earned net income of $43,380 compared with net income of $76,366 for the year ended December 31, 2013.


Liquidity and Capital Resources


As at December 31, 2014, we had a cash balance of $168 and total assets of $41,635 compared with $818 of cash and total assets of $70,282 as at December 31, 2013.  The decrease in cash was due to cash used for operating expenses.    


As at December 31, 2014, we had total liabilities of $18,278 compared with total liabilities of $565 at December 31, 2013.  The increase in total liabilities was attributed to accounts payable as well as amounts payable to a related party.


As at December 31, 2014, we had a working capital deficit of $11,130 compared with a working capital surplus of $21,186 as at December 31, 2013.  The decrease in working capital surplus was due to our decrease in accounts receivable.


Cashflow from Operating Activities


During the year ended December 31, 2014, we received cash of $70,812 from operating activities as compared to receiving cash of $42,486 during the year ended December 31, 2013.  The increase in cash received from operating activities during the year was due to payment of outstanding obligations in 2013.

 10               

Cashflow from Investing Activities


During the year ended December 31, 2014 we used cash of $nil in investing activities compared to use of $8,780 during the year ended December 31, 2013.


Cashflow from Financing Activities


During the year ended December 31, 2014, we used net cash of $71,462 from financing activities compared with using net cash of $37,350 during the year ended December 31, 2013.


Off-Balance Sheet Arrangements


We have never entered into anyno off-balance sheet financing arrangementsarrangements.


Critical Accounting Policies


Management's discussion and analysis of our financial condition and results of operations are based on the financial statements, which are prepared in accordance with accounting principles generally accepted in the United States of America.  The preparation of such financial statements requires Management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities.  On an ongoing basis, Management will evaluate its estimates and will base its estimates on historical experience, as well as on various other assumptions in light of the circumstances surrounding the estimate, and the results will form the basis in making judgments about the carrying values of our assets and liabilities that are not readily apparent from other sources.  It should be noted, however, that actual results could materially differ from the amount derived from Management's estimates under different assumptions or conditions.  


Loss per share is computed using the weighted average number of common stock outstanding during the period.  Diluted loss per share is computed using the weighted average number of common and potentially dilutive common stock outstanding during the period reported.  Our Management does not believe that any recently issued, but not yet effective accounting standards if currently adopted, would have a material effect on the our current financial statements.


Because we are a small, development stage company, with only one director, we have not formedyet appointed an audit committee or any special purpose entities.  We have not guaranteed any debt or commitmentsother committee of other entities or entered into any options on non-financial assets.our Board of Directors.


ITEM 7A.  Quantitative and Qualitative Disclosures about Market Risk


Not applicable to smaller reporting companies.



 11               

Item 8.  Financial Statements




EMS FIND, INC.


Audited


ITEM 8

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.December 31, 2014



Index


Report of Independent Registered Public Accounting Firm

F-1

Consolidated Balance Sheets 

F-2

Consolidated Statements of Operations 

F-3

Consolidated Statement of Stockholders’ Equity (Deficit )

F-5

Consolidated Statements of Cash Flows 

F-6

Notes to Consolidated Financial Statements

F-7



 12               

PCAOB Registered Auditors – www.sealebeers.com




REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM




To the Board of Directors and Stockholders of

EMS Find, Inc.




LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

FINANCIAL STATEMENTS


MARCH 31, 2013








































LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

INDEX TO FINANCIAL STATEMENTS


Page(s)


    Report of Independent Registered Public Accounting Firm

1


    Balance Sheets as of March 31, 2013 and 2012

2


    Statements of Operations for the Years Ended March 31, 2013 and

2012 and from March 22, 2011 (Inception) to March 31, 2013

3


   Statement of Changes in Stockholders’ Equity (Deficit) from March 22,

     2011 (Inception) to March 31, 2013

4

    Statements of Cash Flows for the Years Ended March 31, 2013 and 2012

      and from March 22, 2011 (Inception) to March 31, 2013

5


    Notes to Financial Statements

6-11







































 Report of Independent Registered Public Accounting Firm

Board of Directors
Lightcollar, Inc.

We have audited the accompanying balance sheets of Lightcollar,EMS Find, Inc. (A Development Stage Company) (“the Company”) as of MarchDecember 31, 20132014 and 2012,2013, and the related statements of operations, changes inincome, stockholders’ equity (deficit), and cash flows for each of the years in the two-year period ended MarchDecember 31, 2013 and 2012, and the period from March 22, 2011 (inception) to March 31, 2013. These2014. EMS Find, Inc.’s management is responsible for these financial statements are the responsibility of the Company’s management.statements. Our responsibility is to express an opinion on these financial statements based on our audit.audits.


We conducted our auditaudits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includesstatements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit providesaudits provide a reasonable basis for our opinion.


In our opinion, based on our audit, the financial statements referred to above present fairly, in all material respects, the financial position of Lightcollar,EMS Find, Inc. as of MarchDecember 31, 2014 and 2013, and 2012,the related statements of income, stockholders’ equity (deficit), and the results of its operations and its cash flows for each of the years in the two-year period ended MarchDecember 31, 2013 and 2012, and the period from March 22, 2011 (inception) to March 31, 2013,2014, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 8 to the financial statements, the Company has no revenue and an accumulated deficit which raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 8. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

DeCoria, Maichel & Teague, PS

Spokane, Washington

June 18, 2013







LIGHTCOLLAR, INC.

(A DEVELOPMENT STAGE COMPANY)

BALANCE SHEETS/s/ Seale and Beers, CPAs



Seale and Beers, CPAs



Las Vegas, Nevada

ASSETS

 

 

 

 

March 31,

 

March 31,

 

 

 

2013

 

2012

Current Assets

 

 

 

 

 

  Cash

 

 

 $             609

 

 $              25

    Total Current Assets

 

 

                609

 

                 25

 

 

 

 

 

 

TOTAL ASSETS

 

 

 $             609

 

 $              25

 

 

 

   

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

   Accounts payable

 

 

 $             450

 

 $         4,523

   Loans from stockholders

 

 

           25,589

 

            5,248

      Total Current Liabilities

 

 

           26,039

 

            9,771

 

 

 

 

 

 

      Total Liabilities

 

 

           26,039

 

            9,771

 

 

 

 

 

 

STOCKHOLDERS' DEFICIT

 

 

 

 

 

   Preferred stock, par value $0.001, 20,000,000 shares authorized, none

 

 

 

 

 

     issued and outstanding

 

 

                   -   

 

                  -   

   Common stock, par value $0.001, 100,000,000 shares authorized and

 

 

 

 

 

     5,650,000 and 3,800,000 shares outstanding at March 31, 2013 and

 

 

 

 

 

     March 31, 2012, respectively

 

 

             5,650

 

            3,800

   Additional paid-in capital

 

 

           50,850

 

          34,200

  Deficit accumulated during the development stage

 

 

          (81,930)

 

         (47,746)

 

 

 

 

 

 

      Total Stockholders' Deficit

 

 

          (25,430)

 

           (9,746)

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 $             609

 

 $              25

July 21, 2015



F-1               



EMS Find, Inc.

Consolidated Balance Sheets

As of December 31, 2014 and Decemer 31, 2013

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of

 

 

As of

 

 

 

 

 

December 31,

 

 

December 31,

 

 

 

 

 

2014

 

 

2013

Current Assets
Cash$                             168$                             818
Accounts receivable                          6,980                        20,933
Total Current Assets                          7,148                        21,751
  
Other Assets
Fixed assets, net                        32,584                        46,462
Intangible assets, net                          1,903                          2,069
Other Assets                        34,487                        48,531
  
      TOTAL ASSETS$                      41,635$                      70,282
  

LIABILITIES & STOCKHOLDERS' DEFECIT

Short Term Liabilities
Accounts payable$                        11,091$                               -  
Due to related party                          7,187                               30
Payroll liabilities                                 -                             535
Total Short Term Liabilities                        18,278                             565
  
      TOTAL LIABILITIES$                      18,278$                            565
Stockholders' Equity
Series A Preferred stock,  $0.001 par value, (20,000,000 shares authorized
 1,000,000  and 500,000  shares issued and outstanding
as of  December 31, 2014 and December 31, 2013)                          1,000                             500
Common stock,  $0.001 par value, (100,000,000 shares authorized
28,334,535 and 10,000,000  shares issued and outstanding
as of  December 31, 2014 and December 31, 2013)                        28,335                        10,000
Additional paid in capital                    (201,967)                      (93,392)
Retained earnings                      195,989                      152,609
  
Total Stockholders' Equity                        23,357                        69,717
  
       TOTAL LIABILITIES & 
             STOCKHOLDERS' EQUITY                      41,635                      70,282
  

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




LIGHTCOLLAR, INC.

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF OPERATIONS

 F-2               


EMS FIND, INC.

 Consolidated Statements of Operations 

For The Years Ended December 31, 2014  December 31, 2013

 

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

December 31,

 

 

 

 

2014

 

 

2013

Revenues
 
Gross sales$                264,672$                290,910
Cost of sales                170,879                183,815
Gross profit                  93,793                107,095
Costs and Expenses
Executive compensation                    7,336                    2,945
Depreciation & amortization                  14,044                  13,158
General & administrative                  29,033                  51,977
  
Total Expenses                  50,413                  68,080
  
Income From Operations                  43,380                  39,016
Other Income
Debt write off                          -                    37,350
Total Other Income                          -                    37,350
  
Net Income$                43,380$                76,366
  
Basic and Diluted Earnings (Loss) per share$                     0.00$                     0.01
Weighted average number of 
  common shares outstanding        10,050,232        10,000,000




 

 

 

Year Ended

 

Year Ended

 

From March 22,

 

 

 

March 31,

 

March 31,

 

2011 (Inception) to

 

 

 

2013

 

2012

 

March 31, 2013

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

     Organizational expenses

 

 $                       -

 

 $                       -

 

 $                        2,012

 

     Taxes and licenses

 

                          -

 

                     800

 

                              800

 

     Office expenses

 

                        95

 

                          -

 

                                95

 

     Accounting

 

                 14,061

 

                20,115

 

                         34,176

 

     Legal expenses

 

                 16,149

 

                24,421

 

                         40,570

 

     Marketing

 

                          -

 

                     165

 

                              165

 

     Outside services

 

                   3,739

 

                          -

 

                           3,739

 

     Internet expenses

 

                        30

 

                       83

 

                              113

 

       Total Operating Expenses

 

                 34,074

 

                45,584

 

                         81,670

 

 

 

 

 

 

 

 

OTHER EXPENSES

 

 

 

 

 

 

 

     Interest

 

(110)

 

(150)

 

                            (260)

 

       Total Other Expenses

 

(110)

 

(150)

 

                            (260)

 

 

 

 

 

 

 

 

NET LOSS

 

 $            (34,184)

 

 $            (45,734)

 

 $                    (81,930)

 

 

 

 

 

 

 

 

NET LOSS PER BASIC AND DILUTED SHARES

 

 $                (0.01)

 

 $                (0.02)

 

 

 

 

 

 

 

 

 

 

WEIGHTED AVERAGE NUMBER OF COMMON

 

 

 

 

 

 

    SHARES OUTSTANDING

 

            4,755,753

 

           2,865,027

 

 



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


3

 F-3               


EMS FIND, INC.

Consolidated Statement of Changes in Stockholders' Equity

For The Years  Ended December 31, 2014 and December 31, 2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

.

 

Preferred

 

Preferred

 

Common

 

Common

 

Additional 

 

Accumulated

 

 

 

 

 

Stock

 

Stock

 

Stock

 

Stock

 

Paid-in

 

Deficit

 

Total

 
 

 

Amount

 

 

 

Amount

 

Capital

 
              

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Beginning Balance

                         500,000

 $ 

                       500

 

                    10,000,000

 $ 

                  10,000

 

                           (56,042)

 $ 

                     76,243

 $ 

                  30,701

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Member Draw

 

 

 

 

 

 

 

 

                           (37,350)

 

 

 

                (37,350)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income December 31, 2013

 

 

 

 

 

 

 

 

 

 

                     76,366

 

                  76,366

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2013

                       500,000

 

                      500

 

                 10,000,000

 

                10,000

 

                         (93,392)

 

                 152,609

 

                69,717

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Member Draw

 

 

 

 

 

 

 

 

                           (71,462)

 

 

 

                (71,462)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recapitalization from reverse merger

                         500,000

 

                       500

 

                    18,334,535

 

                  18,335

 

                           (37,113)

 

 

 

                (18,278)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income from December 31, 2014

 

 

 

 

 

 

 

 

 

 

                     43,380

 

                  43,380

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2014

                   1,000,000

 

                   1,000

 

                 28,334,535

 

                28,335

 

                       (201,967)

 

                 195,989

 

                23,357





LIGHTCOLLAR, INC.

(A DEVELOPMENT STAGE COMPANY)

STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)





 

         Common Stock

 

Additional

 

 

Deficit Accumulated

 

Stockholders'

 

 

 

 

 

Paid-in Capital

 

 

During the Develop-

 

Equity (Deficit)

 

Shares

 

Amount

 

 

 

 

ment Stage

 

 

March 25, 2011 sale of 2,000,000

 

 

 

 

 

 

 

 

 

 

  shares at $.01 per share

2,000,000

 

 $       2,000

 

 $         18,000

 

 

 $                              -

 

 $           20,000

March 22 through March 31, 2011 loss

              -   

 

               -   

 

                    -   

 

 

                        (2,012)

 

               (2,012)

   Balance, March 31, 2011

 2,000,000

 

          2,000

 

            18,000

 

 

                        (2,012)

 

              17,988

September 27, 2011 sale of 800,000

 

 

 

 

 

 

 

 

 

 

  shares at $.01 per share

    800,000

 

             800

 

              7,200

 

 

                               -   

 

                8,000

October 17, 2011 sale of 1,000,000

 

 

 

 

 

 

 

 

 

 

  shares at $.01 per share

 1,000,000

 

          1,000

 

              9,000

 

 

                               -   

 

              10,000

Net loss

              -   

 

               -   

 

                    -   

 

 

                      (45,734)

 

             (45,734)

   Balance, March 31, 2012

 3,800,000

 

          3,800

 

            34,200

 

 

                      (47,746)

 

               (9,746)

September 4, 2012 sale of 1,400,000

 

 

 

 

 

 

 

 

 

 

  shares at $.01 per share

 1,400,000

 

          1,400

 

            12,600

 

 

                               -   

 

              14,000

November 27, 2012 sale of 450,000

 

 

 

 

 

 

 

 

 

 

  shares at $.01 per share

    450,000

 

             450

 

              4,050

 

 

                               -   

 

                4,500

Net loss

              -   

 

               -   

 

                    -   

 

 

                      (34,184)

 

             (34,184)

   Balance, March 31, 2013

 5,650,000

 

 $       5,650

 

 $         50,850

 

 

 $                   (81,930)

 

 $          (25,430)



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


4

 F-4               


EMS FIND, INC.

Consolidated Statements of Cash Flows

For The Years Ended December 31, 2014 and December 31, 2013 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

December 31,

 

 

 

 

2014

 

 

2013

CASH FLOWS FROM OPERATING ACTIVITIES
Net income$                  43,380$                76,366
    Depreciation & amortization expense                  14,044                13,158
    Change in accounts receivable                  13,953                (6,074)
    Change in notes payables                            -              (37,350)
    Change in due to officers                       (30)                       30
    Change in payroll liabilities                     (535)                (3,643)
  
     Net cash provided by operating activities                70,812              42,486
CASH FLOWS FROM INVESTING ACTIVITIES
    Fixed assets$                            -$                (8,780)
     Net cash (used in) investing activities                            -               (8,780)
CASH FLOWS FROM FINANCING ACTIVITIES
     Distribution$                (71,462)$              (37,350)
     Net cash (used in) financing activities               (71,462)             (37,350)
 
    Net (decrease) in cash                    (650)               (3,644)
    Cash at beginning of year                      818                 4,462
  
    Cash at end of year$                      168$                    818
  
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
NON-CASH ACTIVITIES
    Gain on debt forgivness$                            - $                 37,500
    Liabilites acquired in merger$                  18,278 $                           -
Total non-cash activities$                  18,278 $                 37,500





LIGHTCOLLAR, INC.

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF OPERATIONS






 

 

Year Ended

 

Year Ended

 

From March 22,

 

 

March 31,

 

March 31,

 

2011 (Inception) to

 

 

2013

 

2012

 

March 31, 2013

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

     Net loss

 

 $            (34,184)

 

 $             (45,734)

 

 $                (81,930)

 

 

 

 

 

 

 

  Changes in operating assets and liabilities

 

 

 

 

 

 

      Increase (decrease) in accounts payable

 

                 (4,073)

 

                    4,523

 

                          450

         Net cash used in operating activities

 

               (38,257)

 

                (41,211)

 

                   (81,480)

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

                          -

 

                           -

 

                              -

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

     Loans from stockholders

 

                 20,341

 

                    5,248

 

                     25,589

     Sale of stock for cash

 

                 18,500

 

                  18,000

 

                     56,500

        Net cash provided by financing activities

 

                 38,841

 

                  23,248

 

                     82,089

 

 

 

 

 

 

 

NET INCREASE (DECREASE) IN CASH

 

                      584

 

                (17,963)

 

                          609

 

 

 

 

 

 

 

CASH - BEGINNING OF PERIOD

 

                        25

 

                  17,988

 

                              -

 

 

 

 

 

 

 

CASH - END OF PERIOD

 

 $                   609

 

 $                      25

 

 $                       609

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOW DISCLOSURE

 

 

 

 

 

 

     Cash paid for interest

 

 $                   110

 

 $                    150

 

 $                       260




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


 F-5               


4






LIGHTCOLLAR,EMS FIND, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

MARCH 31, 2013


NOTE 1-

ORGANIZATION AND BASIS OF PRESENTATION(Audited)


Lightcollar, Inc. (the Company) was incorporated on March 22, 2011, under the laws of the State of Nevada.  The business purpose of the Company is to resell an illuminated pet collar pendant through the Company’s website, Lightcollar.com.  The website will be a promotional center for the product.  The Company has selected March 31 as it fiscal year end.


NOTE 2-

1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


Organization


EMS Find, Inc. formerly Lightcollar, Inc. (the Company) was incorporated on March 22, 2011, under the laws of the State of Nevada.  On March 20, 2015, the Company amended its articles of incorporation and changed its name from Lightcollar, Inc. to EMS Find, Inc.


On December 23, 2014 the “Company, has authorized a forward split (the “Forward Split”) of its issued and authorized common shares, whereby every One (1) old share of common stock will be exchanged for Five (5) new shares of the Company's common stock.  As a result, the issued and outstanding shares of common stock will increase from Five Million Six Hundred Fifty Thousand (5,650,000) common shares prior to the Forward Split to Twenty Eight Million Two Hundred Fifty Thousand (28,250,000) common shares following the Forward Split.  Fractional shares will be rounded upward.


On March 10, 2015, the company, with the approval of a majority vote of its shareholders approved the filing of a Certificate of Designation establishing the designations, preferences, limitations and relative rights of the Company’s Series A Preferred Stock (the “Designation” and the “Series A Preferred Stock”).  The terms of the Certificate of Designation of the Series A Preferred Stock, which was filed with the State of Nevada on March 12, 2015, include the right to vote in aggregate, on all shareholder matters equal to 1,000 votes per share of Series A Preferred Stock and each Series A Preferred Stock share are not convertible into shares of our common stock.


Effective March 20, 2015, the Company, with the approval of its board of directors and its majority shareholders by written consent in lieu of a meeting, filed a Certificate of Amendment (the “Certificate of Amendment”) with the Secretary of State of Nevada.  As a result of the Certificate of Amendment, the Company has, among other things, (i) changed its name to “EMS Find, Inc.” and (ii) changes its symbol to “EMSF”.


On March 23, 2015, the Company issued 50,000 shares of Series A Preferred Stock in consideration for services on the Company’s Board of Directors.


On March 31, 2015, the Company issued 450,000 shares of Series A Preferred Stock in consideration for services on the Company’s Board of Directors.


On March 31, 2015, the Company signed the share exchange agreement with EMS Factory, Inc., a company incorporated under the laws of the State of Pennsylvania (“EMS”), and the shareholder of EMS (the “Selling Shareholder”) pursuant to a share exchange agreement by and among the Company, EMS and the Selling Shareholder.  The Company will acquire 100% of the issued and outstanding securities of EMS in exchange for the issuance of 10,000,000 shares of the Company’s Restricted Common Stock, par value $0.001 per share and 500,000 shares of the Company’s Series A Preferred Stock, par value $0.001.  The Company will also fund $300,000 over the next one hundred and twenty days, to support the continued development and commercialization of EMS’ technology, in the following manner:

 F-6               


EMS FIND, INC.

NOTES TO THE FINANCIAL STATEMENTS

(Audited)

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


As a result of the Agreement the Selling Shareholder will acquire up to 49% of the voting rights of Company’s currently issued and outstanding shares of common stock.  Upon completion of the Agreement, EMS will become the wholly-owned subsidiary and the Company acquired the business and operations of EMS.  Further, on the Closing date of the Agreement, Steve Rubakh, shall also be appointed the President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and a Director of the Company, in conjunction with the appointments, Mr. Matveev Anton will resign all of his positions with the Company.  The Agreement is to be completed contingent on the successful financial audit of EMS Factory, Inc.


For accounting purposes, the acquisition of EMS by EMS Find, Inc. has been recorded as a reverse merger of a public company, with the exception that no goodwill is generated, and followed up with a recapitalization of EMS based on the factors demonstrating that EMS represents the accounting acquirer.  Consequently, the historical financial information in the accompanying consolidated financial statements is that of EMS.  


Development Stage CompanyBasis of Presentation


The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, EMS Factory, Inc.  The financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”).  All intercompany balances and transactions have been eliminated.  The year-end of EMS Find, Inc. is March 31 and the year-end of EMS Factory, Inc. is December 31.  The consolidated balance sheet is March 31, 2015 for EMS Find, Inc. consolidated with December 31, 2014 for EMS Factory, Inc.  The consolidated statements of operations and statements of cash flows are for EMS Factory, Inc. for the years ended December 31, 2014 and 2013.  For accounting purposes and due to the accounting for the reverse merger, the Company is considered to beusing the accounting year end of EMS Factory, Inc. for the presentation in the development stage as defined in the Accounting Standards Codification “ASC” 915-10-05,“Development Stage Entity.”   The Company is devoting substantially all of its efforts to the execution of its business plan.this filing.


Nature of Business


The Company transitioned its operations from acting as a licensed ambulance provider to providing medical transportation information and acting as an intermediary coordinating dispatch services for providers, patients and medical transport companies.  The Company is designing, developing, marketing, and operating software assets mainly in on-demand mobile healthcare sector.


Use of Estimates


The preparation of financial statements in conformity with generally accepted accounting principles generally accepted in the United States of America may requirerequires management to make estimates and assumptions that affect the reported amounts reported inof assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and accompanying notes. Actual results could then differ from those estimates.  There are no suchthe reported amounts of revenue and expenses during the reporting period.  Because of the use of estimates or assumptions incorporatedinherent in the financial statements.reporting process, actual results could differ significantly from those estimates.


Cash and Cash Equivalents


Cash consists of currency on hand, demand deposits at commercial banks, or funds held in trust and available upon demand.  The Company considersmaintains cash balances in non-interest-bearing accounts that currently do not exceed federally insured limits.  For the purpose of the statements of cash flows, all highly liquid investments with aan original maturity of three months or less are considered to be cash equivalents.  The Company had cash balances of $168 and $818 as of December, 31, 2014 and December, 31, 2013 respectively.

 F-7               


EMS FIND, INC.

NOTES TO THE FINANCIAL STATEMENTS

(Audited)


Revenue Recognition


Our revenue is derived from the service revenue from Ambulance transportation services


The Company's revenue recognition policy is in accordance with the requirements of Staff Accounting Bulletin ("SAB") No. 104, Revenue Recognition ("SAB 104"), and other applicable revenue recognition guidance under US GAAP.  Sales revenue is recognized for our retail and wholesale customers when: (i) persuasive evidence of a sales arrangement exists, (ii) the sales terms are fixed or determinable, (iii) title and risk of loss have transferred, and (iv) collectability is reasonably assured — generally when products are shipped to the customer and services are rendered, except in situations in which title passes upon receipt of the products by the customer.  In this case, revenues are recognized upon services rendered.

Income Taxes


The Company accounts for income taxes using the asset and liability method.  Deferred income taxes are recognized by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  The measurement of deferred tax assets is reduced, if necessary, by a valuation allowance for any tax benefits for which future realization is uncertain.


Start-up CostsProperty and Equipment

Property and equipment consists of Ambulances and medical equipment and are stated at cost.  Ambulance and Medical equipment is depreciated using the straight-line method over the estimated service life of five years.  Maintenance and repairs are expensed as incurred and improvements are capitalized.  Gains or losses on the disposition of property and equipment are recorded upon disposal.

Impairment of Long-Lived Assets


In accordance with ASC 720-15-20,“Start-up Activities,Accounting Standards Codification (“ASC”) Topic 360, “Accounting for the Impairment or Disposal of Long-Lived Assets,long-lived assets such as property and equipment and intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the Company expensed all costs incurred in connection with the start-upcarrying amount of an asset group may not be recoverable.  Recoverability of assets groups to be held and organizationused is measured by a comparison of the Company.


Domain Name Transfer


In accordance with ASC 845-30-10 a nonmonetarycarrying amount of an asset received in a nonreciprocal transfergroup to estimated undiscounted future cash flows expected to be generated by the asset group.  If the carrying amount of an asset group exceeds its estimated future cash flows, an impairment charge is recorded atrecognized by the amount by which the carrying amount of an asset group exceeds fair value of the asset received.  A transfer of a nonmonetary asset to a stockholder or to another entity in a nonreciprocal transfer is recorded at the fair value of the asset transferred.







LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2013


Furthermore, in accordance with ASC 845-10-50-1 an entity that engages in one

or more nonmonetary transactions during a period shall disclose in financial statements for the period all of the following:

a.

The nature of the transactions;

b.

The basis of accounting for the asset(s) transferred; and

c.

Gains or losses recognized on transfers.

The domain name, “lightcollar.com,” was transferred to us from our sole Officer and Director on July 6, 2011 and had only a nominal fair value.  The transfer was accounted for as a nonreciprocal transfer under ASC 845-10-30-1.  The transfer of $45 and renewals of $38 on January 5, 2012, and $30 on December 20, 2012, were recorded as internet expense of $113 as of March 31, 2013.group.


Office Space and Labor


The Company’s sole Officer and Director provides the labor required to execute the business plan and supplies the necessary office space and facilities for the initial period of operations.  The Company recognizes the fair value of services and office space provided by our sole Officer and Director as contributed capital in accordance with ASC 225-10-S99-4.  From inception (March 22, 2011) through March 31, 2013, the fair value of services and office space provided was estimated to be nil.


Net Income or (Loss) Per Share of Common Stock


Basic earningsnet income per share is computed by dividing net income by the weighted-average number of outstanding shares of common stock during the period.

 F-8               


EMS FIND, INC.

NOTES TO THE FINANCIAL STATEMENTS

(Audited)


Recent Pronouncements


On November 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2014-16—Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or lossto Equity (a consensus of the FASB Emerging Issues Task Force).  The amendments in this Update do not change the current criteria in GAAP for determining when separation of certain embedded derivative features in a hybrid financial instrument is required.  That is, an entity will continue to evaluate whether the economic characteristics and risks of the embedded derivative feature are clearly and closely related to those of the host contract, among other relevant criteria.  The amendments clarify how current GAAP should be interpreted in evaluating the economic characteristics and risks of a host contract in a hybrid financial instrument that is issued in the form of a share.  The effects of initially adopting the amendments in this Update should be applied on a modified retrospective basis to existing hybrid financial instruments issued in the form of a share as of the beginning of the fiscal year for which the amendments are effective.  Retrospective application is permitted to all relevant prior periods.

On November 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2014-17—Business Combinations (Topic 805): Pushdown Accounting (a consensus of the FASB Emerging Issues Task Force).  The amendments in this Update provide an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity.  The amendments in this Update are effective on November 18, 2014.  After the effective date, an acquired entity can make an election to apply the guidance to future change-in-control events or to its most recent change-in-control event.  However, if the financial statements for the period in which the most recent change-in-control event occurred already have been issued or made available to common shareholders bybe issued, the weighted average shares outstandingapplication of this guidance would be a change in accounting principle.


 In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern.  The new standard requires management of public and private companies to evaluate whether there is substantial doubt about the entity’s ability to continue as a going concern and, if so, disclose that fact.  Management will also be required to evaluate and disclose whether its plans alleviate that doubt.  The standard requires management to evaluate, for each reporting period, whether there are conditions or events that raise substantial doubt about a company’s ability to continue as a going concern within one year from the period.  Diluted earnings per share reflectsdate the potential dilution duefinancial statements are issued.  The new standard is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016.  Early adoption is permitted.  We do not expect the adoption of the ASU to other securities outstanding which could affect the number of common shares upon exercise. The Company has no potentially dilutive securities, such as options, warrants or convertible bonds, currently issued and outstanding.  Consequently, basic and diluted shares are the same, as presented in the Statements of Operations.have a significant impact on our consolidated financial statements.



Recently Enacted Accounting StandardsNOTE 2 – PROPERTY AND EQUIPMENT


At December 31, 2014 and 2013, equipment consisted of the following:

 

 

December 31,

 

 

December 31,

 

 

 

2014

 

 

2013

 

 

 

 

 

 

 

 

 

 

Ambulance/Vehicles

 

 

46,960 

 

 

 

46,960 

 

Medical  Equipment

 

$

23,430

 

 

$

23,430

 

Less: Accumulated depreciation

 

 

(37,806

)

 

 

(23,928

)

Total equipment, net

 

$

32,584

 

 

$

46,462

 

Depreciation and amortization expense for the years ended December 31, 2014 and December 31, 2013 was $14,044 and $13,158 respectively.

 F-9              

EMS FIND, INC.

NOTES TO THE FINANCIAL STATEMENTS

(Audited)



NOTE 3 – RELATED PARTY TRANSACTIONS


The Company paid for Mr. Rubakh’s health insurance of $7,336 and $2,945 during the Year Ended December 31, 2014 and December 31, 2013 respectively, which is reflected as Executive Compensation in the statement of operations.


As the sole share-holder and Board member of EMS Factory Mr. Rubakh has taken a draw of $71,462 and $37,350 during the years ended December 31, 2014 and 2013 respectively.


NOTE 4 - NOTES PAYABLE


In December 2011 the Company entered into a purchase agreement for couple Ambulances and Medical equipment for $106,000 of this amount the Company issued a non-interest bearing note in the amount of $50,650.  At December 31, 2013 the Company received debt forgiveness for the balance of the note.


NOTE 6 – PREFERRED STOCK

On March 10, 2015, the company, with the approval of a majority vote of its shareholders approved the filing of a Certificate of Designation establishing the designations, preferences, limitations and relative rights of the Company’s Series A Preferred Stock (the “Designation” and the “Series A Preferred Stock”).  The terms of the Certificate of Designation of the Series A Preferred Stock, which was filed with the State of Nevada on March 12, 2015, include the right to vote in aggregate, on all shareholder matters equal to 1,000 votes per share of Series A Preferred Stock and each Series A Preferred Stock share are not convertible into shares of our common stock.


The Company has evaluated new accounting standards20,000,000 shares of Series A Preferred Stock authorized.


On March 23, 2015, the Company issued through50,000 shares of Series A Preferred Stock in consideration for services on the Company’s Board of Directors.


On March 31, 2013.  None2015, the Company issued 450,000 shares of Series A Preferred Stock in consideration for services on the Company’s Board of Directors.


On March 31, 2015, the Company issued 500,000 shares of Series A Preferred Stock as part of the updates for the period has applicability to the Company or their effect on the financial statements would not have been significant.













LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2013share exchange agreement with EMS Factory Inc.


Fair Value Measures

Accounting principles require an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.  ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value.  A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.  ASC 820 prioritizes the inputs into three levels that may be used to measure fair value:

Level 1:  applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2:  applies to assets or liabilities for which there are other than quoted prices that are observable such as quoted prices for similar assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

Level 3:  applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

Our financial instruments consist principally of cash.  The table below sets forth our assets and liabilities measured at fair value, on a recurring basis, and the fair value calculation input hierarchy level that we have determined applies to each asset and liability category.

March 31, 2013 March 31, 2012

   Cash (Input Level 1)                       $    609

$    25



NOTE 3-

LOANS FROM STOCKHOLDERS7 – COMMON STOCK


The Company’s President and sole Director and another stockholder have advanced funds for Company expenses as unsecured loans from related parties.  The loans are payable on demand and therefore classified as current liabilities.  The total of loans payable to stockholders was $25,589 and $5,248 as of March 31, 2013 and 2012, respectively.









LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2013


NOTE 4-

INCOME TAXES


The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income regardless of when reported for tax purposes.  Deferred taxes are provided in the financial statements under ASC 740-10-65-1 to give effect to the temporary differences which may arise from differences in the bases of fixed assets, depreciation methods  and allowances based on the income taxes expected to be payable in future years.  Minimal development stage deferred tax assets arising as a result of net operating

loss carry-forwards have been offset completely by a valuation allowance due to the uncertainty of their utilization in future periods.  Operating loss carry-forwards generated during the period from March 22, 2011, (date of inception) through March 31, 2013, of approximately $81,930 will begin to expire in 2031.  Accordingly, deferred tax assets of approximately $28,676 were offset by the valuation allowance based on an estimated tax rate of 35%.  Under Canadian tax laws, tax returns filed for the fiscal years ended March 31, 2011 and 2012 are open to examination.

The Company has no tax positions at March 31, 2013, for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility.


The Company recognizes interest accrued relative to unrecognized tax benefits in interest expense and penalties in operating expense.  During the period from March 22, 2011, (inception) to March 31, 2013, the Company recognized no income tax related interest and penalties.  The Company had no accruals for income tax related interest and penalties at March 31, 2013.


NOTE 5 -

STOCKHOLDERS’ EQUITY (DEFICIT)


Preferred Stock


As of March 31, 2013, the Company has 20,000,000 shares of preferred stock authorized with a par value of $0.001 per share.  No preferred shares are issued and outstanding.














LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2013

Common Stock


As of March 31, 2013, the Company has 100,000,000 shares of common stock authorized with a par value of $0.001 per share. 5,650,000 shares have been sold.  authorized.


The following detailsPrior to the reverse merger with EMS Factory, Inc., EMS Find, Inc. had 28,250,000 shares of common stock transactions for the Company:issued and outstanding.


On March 25, 2011, the Company authorized the sale of 2,000,0009, 2015, EMS Find, Inc. issued 84,535 shares of its common stock to its founding President for $.01 per share for a totaldebt converted of $20,000 for initial working capital.  $84,535.


On September 27, 2011,March 31, 2015, the Company recordedissued 10,000,000 shares of common stock as part of the saleshare exchange agreement with EMS Factory, Inc.  Also, part of 800,000the share exchange agreement, the former management agreed to cancel 10,000,000 shares at $0.01 per share for a total of $8,000.  The proceeds were used for administrative expenses.common stock.


NOTE 8 – SUBSEQUENT EVENTS

On October 17, 2011,March 23, 2015 the Company received $10,000issued a note for the sale$30,400 with 10% interest per annum.  The note becomes due on October 15, 2015.  As of 1,000,000 shares at $0.01 per share.  The proceeds were used for administrative expenses.


On September 4, 2012, the Company sold 1,400,000 shares at $0.01 per share for $14,000.  The proceeds were used for administrative expenses.


On November 27, 2012, the Company sold 450,000 shares at $0.01 per share for $4,500.  The proceeds were used for administrative expenses.


The inception-to-date loss of $81,930 less the $56,500 stock sale proceeds yields a stockholder’s deficit of $25,430 as of March 31, 2013.


NOTE 6 -

COMMON STOCK OFFERING


The Company authorized, in its S-1 Registration, a common stock offering of a maximum of 10,000,000 shares at a price of $0.01 per share for gross proceeds of $100,000 to be used for administrative expenses and execution of the Company’s business plan.  Subscriptions under the offering as of March 31, 2013 totaled 3,650,000 shares for a total of $36,500 received.  The offering was closed as of December 31, 2012.


NOTE 7 -

FOREIGN CURRENCY TRANSLATION


Since the Company may operate in Canada there is potential for transactions denominated in Canadian dollars, although no material transactions occurred as of March 31, 2013.  Assets and liabilities denominated in Canadian dollars are revalued to the United States dollar equivalent as of the reporting date.  SinceJuly 20, 2015, the Company has identified US Dollars as the functional currency, the effect of change in exchange rates from the transaction dates to the reporting date, for assets and liabilities, is reported as a non-operating Foreign Currency Gain or Loss.




LIGHTCOLLAR, INC.

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2013


NOTE 8 -

GOING CONCERN


The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which contemplates continuationreceived $109,945 of the Company as a going concern.  The Company has incurred an operating deficit since its inception, is in the development stage and has generated no operating revenue. These items raise substantial doubt about the Company’s ability to continue as a going concern.


In view of these matters, realization of the assets of the Company is dependent upon the Company’s ability to meet its financial requirements through equity financing and sales of the Lightcollar pendants.  These financial statements do not include adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.
















.











11





$300,000 committed funding.




 F-10               





Item 9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

ITEM 9.None.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE


None.


ITEMItem 9A.

CONTROLS AND PROCEDURES  Controls and Procedures


Evaluation of Our Disclosure Controls and Internal ControlsProcedures


Under the supervision and with the participation of our seniorCompany management, including our chief executive officer and chief financial officer, or persons acting as such, we conducted an evaluation of the effectiveness of the design and operation ofhave evaluated our disclosure controls and procedures as(as defined in RulesRule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this annual report (the “Evaluation Date”).Form 10-K. Based on thisthat evaluation, our chief executive officer and chief financial officer have concluded as of the Evaluation Date that our disclosure controls and procedures wereare effective suchto ensure that the information relating to uswe are required to be discloseddisclose in our Securities andreports we file or submit under the Exchange Commission (“SEC”) reports (i)Act is recorded, processed, summarized and reported within the time periodsperiod specified in SECSecurities and Exchange Commission rules and forms, and (ii) is accumulated and communicatedforms. There are inherent limitations to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.


Management’s Annual Report on Internal Control Over Financial Reporting


The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting.  The internal control process has been designed, under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external reporting purposes in accordance with accounting principles generally accepted in the United States of America.  


Management conducted an assessment of the effectiveness of any system of disclosure controls and procedures, including cost limitations, the Company’s internal control over financial reporting aspossibility of March 31, 2013, including (i) the control environment, (ii) risk assessment, (iii) control activities, (iv) informationhuman error, judgments and communication, and (v) monitoring.  Based on this assessment, management has determined that the Company’s internal control over financial reporting as of March 31, 2013, was effective.


Our internal control over financial reporting is a process designed to provide reasonable assuranceassumptions regarding the reliabilitylikelihood of financial reportingfuture events, and the preparationcircumvention or overriding of financial statements for external purposes in accordance with accounting principles generally accepted in the United States.  Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.  Therefore,controls and procedures.  Accordingly, even those systems determined to be effective disclosure controls and procedures can only provide only reasonable assurance of achieving their control objectives.  In evaluating the effectiveness of our internal control over financial reporting, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control – Integrated Framework.   


This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting.  Management’s report was not subject to attestation by our registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.  











Officers’ Certifications


Appearing as exhibits to this Annual Report are “Certifications” of our Chief Executive Officer and Chief Financial Officer.  The Certifications are required pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (the “Section 302 Certifications”).  This section of the Annual Report contains information concerning the Controls Evaluation referred to in the Section 302 Certification.  This information should be read in conjunction with the Section 302 Certifications for a more complete understanding of the topics presented.


Changes in Internal Control OverControls over Financial Reporting


There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or 15d-15 promulgated under the Exchange Act that occurred during the last fiscal quarter of the fiscal year ended March 31, 2013,2015 that havehas materially affected, or areis reasonably likely to materially affect, our internal control over financial reporting.  Management is aware that there is a lack of segregation of duties at our company due to the limited number of employees dealing with general administrative and financial matters.  At this time management believes that, given the individuals involved and the control procedures in place, the risks associated with such lack of segregation are insignificant, and that the potential benefits of adding additional employees to segregate duties more clearly do not justify the associated added expense.  Management will continue to evaluate this segregation of duties.  In addition, management is aware that many of our currently existing internal controls are undocumented.  Our management will be working to document such internal controls over the coming year.


ITEMItem 9B.

OTHER INFORMATION  Other Information.


Not applicable.None.

 13               


PART III


ITEMItem 10.

DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE  Directors, Executive Officers, Promoters and Control Persons; Compliance with Section 16(a) of the Exchange Act


SetDirectors, Executive Officers and Key Employees

The following table sets forth below is the namecertain information regarding our directors, executive officers and agekey employees as of each individual who was a director or executive officer of LightcollarMarch 31, 2015 and as of the date of the filing of this annual report, together with all positionsreport:

Name and offices of the Company held by eachAddress

Age

Position(s) Held


Steve Rubakh

54

President, CEO, Secretary, Treasurer,

Principal Executive Officer and the term of office and the period during which each has served:

Director


Name

Age

Position with the Company

Term Of Office

Colin Mills

35

President/Secretary/Treasurer/Director

March 25, 2011 - Present


Shang Fei

Biographical Information34

Director and Chairman of Board of

Directors


Colin Mills, Founder, sole Director, President, SecretaryBackground of Directors and Treasurer. Age 35Executive Officers.  Term of service commenced March 25, 2011, effective for one year – renewable.  


Mr. Mills has 12 years of experience working with the public in customer service and retail sales rolls.  He has two years of formal education from the University of the Fraser Valley and is an experienced website developer and administrator.  In 2002 and 2003 Mr. Mills worked with Dynasty International Corporation: he created and maintained their website as well as held the positions of Secretary and Treasurer.  He has 17 years’ experience working directly with people in his community and spends much of his time working with computers and learning various software programs.  Through word of mouth commendations, Mr. Mills has found success working as a private computer consultant in varying capacities over the past ten years.   


From 2006 to present Mr. Mills has operated his own computer consulting business: Capital Management.  Mr. Mills has experience producing promotional material as well as implementing picture, video, and e-commerce/shopping-cart into a Graphical User Interface (GUI).  Mr. Mills has extensive experience working with layout, and editing software such-as Adobe’s “Photoshop” and “Illustrator.”  He is familiar with web-development layout and language, and is capable of working with creative style







Steve Rubakh has been our President, CEO, Secretary, Treasurer, CFO and a Director since April 1, 2015.  Mr. Rubakh founded EMS Factory, Inc., in 2011, where he oversaw the day to day operations and assisted in building and creating a vision for the company.  At the end of 2014, Mr. Rubakh took the company to the next stage by initiating the development of the on-demand mobile application and platform on which the Company strategy is now based.  In 2003, he founded Power Sports Factory, Inc., and served as the President until 2010.  Prior to founding Power Sports Factory, Mr. Rubakh was the founder of International Parking Concepts specializing in providing services to the hospitality industry.  Mr. Rubakh attended both Community College of Philadelphia and Temple University majoring in business administration.  Mr. Rubakh devotes approximately 40 hours a week to our business.


sheets, html, java, flash,Shang Fei has been a Director and Chairman of our Board of Directors since March 23, 2015.  From 2008 until 2011, Mr. Fei worked at Emostef Design, where he was in charge of building CRM and point of sale applications where he managed sixteen programmers and designers who were responsible for the auditing and managing a software development team.  Mr. Fei was also in charge of implementing third party encrypted shopping cartimprovements to all the IT software into a domain.  Through wordand procedures of mouth recommendations,UI/UX implementation, testing, and the evaluations.  In 2012, Mr. Mills has built custom personal computers forFei moved over 10 years.  Through his genuine interest and knowledge of computer hardware, he has gained experience by recommending duty-specific hardware, installing hardware, trouble-shooting devices, building entire computer systems, and installing various operating software such as Microsoft Windows, OSX, and various releases of Linux.  


Presently, Mr. Mills devotes sixty percent (60%) of his work day to his computer consulting business which enables him to learn and maintain a relevant understanding of current software integration.


Mr. Mills is able and willing to devote seventy- five percent (75%) of his working day to Lightcollar responsibilities.  He will continue to take the leading role in managing the Company,Soanhill Ventures, until the stock has been registeredend of 2014, where he managed all aspects of the software development lifecycle for customized software solutions in various industries.  While at Soanhill, Mr. Fei also managed the system integration and migrations, where he led the Company has retained full time professional management.transition of old programs to new platforms, upgraded servers, applications and databases for client companies.    


Term of Office of Directors


Our directors are electedappointed for a one-year terms,term to hold office until the next annual general meeting of theour stockholders or until removed from office in accordance with our bylaws.  Our officers are appointed by our boardBoard of directorsDirectors and hold office until removed by the board.officer dies or resigns or the Board elects a successor or removes the officer.


SignificantKey Employees


We have no significant employees other than the officers and directors described above.None.

 14               


Family Relationships

Employment Agreements


None.

Our officers are our only employees and we do not have any employment agreements with them.


Involvement in Certain Legal Proceedings

None.

Audit Committee Financial Expert


We do not have a standingNo determination has been made as to whether any member of the audit committee qualified as an audit committee financial expert or any committee or person performing a similar function.  We currently have limited working capital and no revenues.  Management does not believe that it would beas defined in our best interests at this time to retain independent directors to sit on an audit committee.  If we are able to raise sufficient financing in the future, then we will likely seek out and retain independent directors and form an audit, compensation committee and other applicable committees.Item 401 of Regulation S-K.


Board of Directors


We do not have an independent director.  Our Directors are reimbursed, however, for expenses, if any, for attendance at meetings of the Board of Directors.  Our Board of Directors may designate from among its members an executive committee and one or more other committees but has not done so to date.  We do not have a nominating committee or a nominating committee charter.  Further, we do not have a policy with regard to the consideration of any director candidates recommended by security holders.  To date this has not been a problem as no security holders have made any such recommendations.  Our director performs all functions that would otherwise be performed by committees.  Given the present size of our board it is not practical for us to have committees.  If we are able to grow our business and increase our operations we intend to expand the size of our board and allocate responsibilities accordingly.











Compliance with Section 16(a) of the Exchange ActBeneficial Ownership Reporting Compliance


Our common stock is not registered pursuant to Section 1216(a) of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”).  Accordingly,requires our officers, directors and principal stockholders are not subjectexecutive officers, and persons who beneficially own more than 10% of a registered class of our equity securities, to file reports of beneficial ownership and changes in the beneficial ownership reporting requirements of our securities with the SEC of Forms 3 (Initial Statement of Beneficial Ownership), 4 (Statement of Changes of Beneficial Ownership of Securities) and 5 (Annual Statement of Beneficial Ownership of Securities). Directors, executive officers and beneficial owners of more than 10% of our Common Stock are required by SEC regulations to furnish us with copies of all Section 16(a) forms that they file.  Based on a review of the Exchange Act.SEC’s website, we believe that, with respect to our most recent fiscal year, all directors, executive officers and greater than 10% beneficial owners complied with all Section 16(a) filing requirements applicable to them.


Code of Ethics


As of March 31, 2013, weWe have not yet adopted aan informal Code of Ethics.Ethics that applies to our officers, directors, which we feel is sufficient at this time, given we are still in the start-up, development stage and have no employees, other than our officers and directors.


ITEM 11.

EXECUTIVE COMPENSATIONItem 11.  Executive Compensation.


((a)We have one executive officer, who is currently our only employee. The following summary compensation table sets forth information concerning the total compensation for services rendered in all capacities during 2015 and 2014 awarded to, earned by or paid or accrued by us forto our executive officers.

 15               

SUMMARY COMPENSATION TABLE

Name and Principal Position

Year

Salary

($)

Bonus

($)

Stock

Awards

($)

Option

Awards

Non-Equity

Incentive

Plan

Compensation

Change in Pension

Value Nonqualified

Deferred

Compensation

Earnings

($)

All Other

Compensation

($)

Total

($)

(b)

 

 

 

 

($)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

($)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Steve Rubakh, President, CEO, Secretary, Treasurer, CFO, Principal Executive Officer and Director

 

 

 

 

 

 

 

 

 

 

2015

0

0

0

0

0

0

0

0

 

2014

0

0

0

0

0

0

0

0

Shang Fei, Director and Chairman of Board of Directors

 

 

 

 

 

 

 

 

 

 

2015

0

0

0

0

0

0

0

0

 

2014

0

0

0

0

0

0

0

0

Matveev Anton, Former President, CEO, Secretary, Treasurer, CFO, Principal Executive Officer and Director

 

 

 

 

 

 

 

 

 

 

2015

0

0

0

0

0

0

0

0

 

2014

0

0

0

0

0

0

0

0

��


 16             

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE


Name and Principal Position(s)

OPTION AWARDS

STOCK AWARDS

Number of

Securities

Underlying

Unexercised

Options

(#)

(Exercisable

Number of

Securities

Underlying

Unexercised

Options

(#)

(Unexercisable)

Equity

Incentive

Plan

Awards:

Number of

Securities

Underlying

Unexercised

Unearned

Options

(#)

Option

Exercise

Price

($)

Option

Expiration

Date

Number

of Shares

or Units

of Stock

That Have

Not

Vested

(#)

Market

Value of

Shares or

Units

of Stock

That Have

Not

Vested

($) 

Equity

Incentive

Plan

Awards:

Number

of

Unearned

Shares,

Units or

Other

Rights

That

Have Not

Vested

(#)

Equity

Incentive

Plan

Awards:

Market

or Payout

Value of

Unearned

Shares,

Units or

Other

Rights

That

Have Not

Vested

($)

Steve Rubakh, President, CEO, Treasurer, CFO and Principal Executive Officer, Director

0

0

0

0

0

0

0

0

0

Shang Fei, Director

0

0

0

0

0

0

0

0

0

Matveev Anton, Former President, CEO, Secretary, Treasurer, CFO, Principal Executive Officer and Director

0

0

0

0

0

0

0

0

0



 17               

Option Grants


No options were granted during the fiscal yearsyear ended March 31, 2013 and March 31, 2012, to (i) all individuals that served as our principal executive officer2015.  We have no outstanding warrants or acted in a similar capacity for us at any time during the fiscal years ended March 31, 2013 and 2012; (ii) all individuals that served as our principal financial officer or acted in a similar capacity for us at any time during the fiscal years ended March 31, 2013 and 2012; and (iii) all individuals that served as executive officers of ours at any time during the fiscal years ended March 31, 2013 and 2012, that received annual compensation during the fiscal years ended March 31, 2013 and 2012.


Summary Compensation Table


Name and Principal Position

Year

Salary

($)

Bonus ($)

Stock Awards ($)

Option Awards ($)

Non-

Equity Incentive

Plan Compensation ($)

Change in Pension Value

and

Non-

qualified

Deferred

Compensation

Earnings ($)

All

Other

Compensation ($)

Total ($)

(a)

(b)

(c)

(d)

(e)

(f)

(g)

(h)

(i)

(j)

Collin Mills, Pres., CEO, CFO, Sec., Treasurer

2013

2012

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil


Director Compensation


Our director does not receive any compensation for serving as such, for serving on committees of the Board of Directors or for special assignments.  During the period ended March 31, 2013, there were no other arrangements between us and our director that resulted in our making payments to our director for any services provided to us by him as a director.


Stock Option Grants


As of the date of this Report, the Company has not granted any stock options.


Director Compensation

None.

Employment Agreements


We do not have any employment or consultant agreements.None.





Report on Repricing of Options





None.

ITEM

Item 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS ANDSecurity Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

MANAGEMENT AND RELATED STOCKHOLDER MATTERS


The following table sets forthprovides certain information regarding the beneficial ownership of the Company's officer, director, and persons who own more than five percent of the Company's common stock as of March 31, 2013.  Under relevant provisions of the Exchange Act, a person is deemed to be a "beneficial owner" of a security if he or she has or shares the power to vote or direct the voting of the security or the power to dispose or direct the disposition of the security.  A person is also deemed to be a beneficial owner of any securities of which that person has the right to acquire beneficial ownership in 60 days.  More than one person may be deemed to be a beneficial owner of the same securities.  The percentage ownership of each stockholder is calculated based on the total number of outstanding shares of our common stock, as of March 31, 2013.2015 and as of the date of the filing of this annual report by:

each of our executive officers;


each director;

Amount

each person known to us to own more than 5% of our outstanding common stock; and

all of our executive officers and directors and Nature of Beneficial Ownership as a group.


As of March 31, 2013.2015, we had a total of 28,334,535 shares of common stock issued and outstanding.  Except as indicated in footnotes to this table, the persons named in this table have sole voting and investment power with respect to all shares of common stock indicated below.  Except where noted, the address of all listed beneficial owners is in care of our office address.

 18               

Name and Address of  Beneficial Owner

Title of Class

Amount and  

Nature of Beneficial  

Ownership (1)

(#)

Percent of  

Class (2)  

(%)

Steve Rubakh,  President, CEO, Secretary, Treasurer, CFO, Principal Executive Officer and Director

Common

Shares

0

0

Shang Fei

Common Shares

0

0

All Officers and Directors as a Group 

Common

Shares

0

0

 

Matveev Anton (1)

 

Common

Shares

10,084,535

35.59


(1)

Former President, CEO, Secretary, Treasurer, CFO, Principal Executive Officer and Director


Name of Beneficial Owner of Common Shares

Address of Beneficial Owner of common Shares

Number of Common

Shares Owned

Percentage of Issued and Outstanding Common Shares

Colin Mills
Director, President, Secretary, Treasurer

Box 973, Unity, SK

2,000,000

53%

Officers and Directors as a whole (1)

 

2,000,000

53%

Changes in Control

None.


Securities Authorized

Item 13.  Certain Relationships, Related Transactions and Director Independence

At December 31, 2014, there is a total of $7,187 advanced by an officer for Issuance Under Equity Compensation Planscosts; however, there is no specific repayment term.


We do not currently have not adopted any equity compensation plans since our inception.


ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND

DIRECTOR INDEPENDENCE


Other than the issuance of 2,000,000 shares of the Company’s common stock, at the per share price of $0.01, to the Company’s sole officer and director, there have been no transactions since inception or any currently proposed transaction in which the Company was or is to be a participant which amount of such transaction exceeded the lesser of $120,000 or 1% of the average of the registrant’s total assets at the year end and in which any related person had or will have a direct or indirect material interest.While our President has contacts with potential suppliers of products, there are no formal or informal agreements which would be deemedother related party transactions withinand have not yet formulated a policy for the meaningresolution of Item 404(d) of Regulation S-K.Colin Mills is considered a promoter of the Company, as that term is defined under item 404 of Regulation S-K and Rule 12-b of the Exchange Act.any related transaction conflicts, should they arise.


Director Independence

Our Board of Directors has determined that it

The OTCQB does not have a memberrequirement that is “independent” asa majority of our Board of Directors be independent.  However, with respect to the term is used in Item 7(d) (3) (iv)definition of Schedule 14A under the Securities Exchange Act of 1934, as amended.independence utilized by NASDAQ, our officers and directors would be deemed to be independent.




Our Audit Committee is comprised of our officers and directors.  NASDAQ requires at least three members on the Audit Committee, each of whom must be independent.  NASDAQ also requires that, if its Chief Executive Officer’s compensation is determined by its Compensation Committee, the Compensation Committee must be comprised solely of independent directors.  The Company currently does not meet either of these requirements.

The NASDAQ rules have both objective tests and a subjective test for determining who is an “independent director.”  The objective tests state, for example, that a director is not considered independent if he or she is an employee of the Company or is a partner, executive officer or controlling stockholder of an entity to which the company made, or from which the Company received, payments in the current or any of the past three fiscal years that exceed the greater of $200,000 or 5% of the recipient’s consolidated gross revenue for that year or a family member serves in the current fiscal year or has served at any time during the last three fiscal years as an executive officer of the Company. The subjective test states that an independent director must be a person who lacks a relationship that, in the opinion of the Board, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director.



 19               



Item 14.  Principal Accountant Fees and Services 


ITEM 14.

PRINCIPAL ACCOUNTANT FEES AND SERVICES


Audit Fees.


The aggregate fees billed to us by our principal accountant for services rendered duringFor the fiscal yearyears ended March 31, 20132015 and 2012, is set forth in2014, the table below:


Fee Category

Fiscal year ended

March 31, 2013

Fiscal year ended

March 31, 2012

Audit fees (1)

$9,524

Audit-related fees (2)

3,855

Tax fees (3)

      -         

-

All other fees (4)

-

-

Total fees

$13,379


(1) Auditaggregated fees consist of fees incurredbilled by Seale and Beers, CPAs, for professional services rendered for the audit (including quarterly review) of our financial statements, for reviews of our interimannual consolidated financial statements included in our quarterly reportsannual report on Form 10-Q10-K were $20,000 and for services that are normally provided in connection with statutory or regulatory filings or engagements.$10,000, respectively.   


(2) Audit-relatedAudit-Related Fees

The fees consist of fees billedour accounting firm, Seale and Beers, CPAs, for professionalproviding audit-related services thatfor the fiscal year ended March 31, 2015 and 2014 was none.

Tax Fees

Seale and Beers, CPAs, does not provide us with tax compliance, tax advice or tax planning services.

All Other Fees

None.

20               


Item 15.

Exhibits 

The financial statement schedules are reasonably related toomitted because they are inapplicable or the performance of the audit or review ofrequested information is shown in our financial statements but are not reported under “Audit fees.”or related notes thereto.


(3) Tax fees consist of fees billed for professional services relating to tax compliance, tax planning, and tax advice.


(4) All other fees consist of fees billed for all other services.


Audit Committee’s Pre-Approval PracticeExhibits.  


We do not have an audit committee.  Our board of directors performs the function of an audit committee.  Section 10A(i) of the Securities Exchange Act of 1934, as amended, prohibits our auditors from performing audit services for us as well as any services not considered to be audit services unless such services are pre-approved by our audit committee or, in cases where no such committee exists, by our board of directors (in lieu of an audit committee) or unless the services meet certain de minimis standards.









PART IV


ITEM 15.

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES


Exhibits


The following exhibits are included as part of this report:


Exhibit No.

Number

Exhibit

Description

3.1

Articles of Incorporation of Registrant(1)

3.2

By-Laws of Registrant(1)

31.1

Rule 13(a)-14(a)/15(d)-14(a) Certification of Principalthe Chief Executive Officer and Chief Financial Officer

Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1

Rule 1350 Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS

EX-101.INS

XBRL Instance(2) Document

101.SCH*

EX-101.SCH

XBRL Taxonomy Extension Schema(2)

101.CAL*

EX-101.CAL

XBRL Taxonomy Extension Calculation(2) Linkbase

101.DEF*

EX-101.LAB

XBRL Taxonomy Definition(2)Extension Label Linkbase

101.LAB*

EX-101.PRE

XBRL Taxonomy Labels(2)Extension Presentation Linkbase

101.PRE*

EX-101.DEF

XBRL Taxonomy Presentation(2)Extension Definition Linkbase


(1)

Filed with the Securities and Exchange Commission on June 7, 2012, as an exhibit, numbered as indicated above, to the Registrant’s registration statement on the Registrant’s Registration Statement on Form S-1 (file no. 333-174759), which exhibit is incorporated herein by reference.

(2)

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









SIGNATURES



Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act, of 1934, the registrantRegistrant has duly caused this reportReport to be signed on its behalf by the undersigned thereunto duly authorized.


Date:  June 24 2013

LIGHTCOLLAR, INC.



By  

Name:

Colin Mills

Title:

President, Chief Financial Officer and Chief Executive Officer



EMS FIND, INC.

By: /s/ Steve Rubakh

Date:  July 23, 2015

Steve Rubakh

President, Chief Executive Officer

Chief Financial Officer, Director, Secretary, Treasurer

Pursuant to the requirements of the Securities Exchange Act of 1934, this reportReport has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


Signature

Title

Date


President, CEO, CFO, Director


June 24, 2013

Colin Mills/s/Steve Rubakh

President, Chief Executive

July 23, 2015

Steve Rubakh

Officer, Chief Financial Officer, Director, Secretary, Treasurer

/s/ Shang Fei

Director

July 23, 2015

Shang Fei




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