Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | 7-May-14 | |
Document And Entity Information | ' | ' |
Entity Registrant Name | 'Sector 5, Inc. | ' |
Entity Central Index Key | '0001550737 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Mar-14 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Is Entity a Well-known Seasoned Issuer? | 'No | ' |
Is Entity a Voluntary Filer? | 'No | ' |
Is Entity's Reporting Status Current? | 'Yes | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 20,000,000 |
BALANCE_SHEETS
BALANCE SHEETS (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
CURRENT ASSETS: | ' | ' |
Cash and cash equivalents | $15,458 | $18,317 |
Total Current Assets | 15,458 | 18,317 |
TOTAL ASSETS | 15,458 | 18,317 |
CURRENT LIABILITIES: | ' | ' |
Accounts payable | 6,200 | 6,041 |
Total Current Liabilities | 6,200 | 6,041 |
STOCKHOLDERS' EQUITY | ' | ' |
Common stock, $0.001 par value; 75,000,000 shares authorized; 20,000,000 shares issued and outstanding | 20,000 | 20,000 |
Capital in excess of par value | 45,000 | 45,000 |
Accumulated deficit | -55,742 | -52,724 |
Total Stockholders' Equity | 9,258 | 12,276 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $15,458 | $18,317 |
BALANCE_SHEETS_Parenthetical
BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
STOCKHOLDERS' EQUITY | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock shares, authorized | 75,000,000 | 75,000,000 |
Common stock shares, issued | 20,000,000 | 20,000,000 |
Common stock shares, outstanding | 20,000,000 | 20,000,000 |
STATEMENTS_OF_OPERATIONS_unaud
STATEMENTS OF OPERATIONS (unaudited) (USD $) | 3 Months Ended | 24 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | |
Statements Of Operations | ' | ' | ' |
REVENUE | ' | ' | ' |
OPERATING EXPENSES | ' | ' | ' |
Selling, general and administrative expenses | 3,018 | 14,842 | 55,742 |
TOTAL OPERATING EXPENSES | 3,018 | 14,842 | 55,742 |
LOSS FROM OPERATIONS | -3,018 | -14,842 | -55,742 |
NET LOSS | ($3,018) | ($14,842) | ($55,742) |
NET LOSS PER COMMON SHARE, BASIC AND DILUTED | 0 | 0 | 0 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED | 20,000,000 | 15,609,811 | 20,000,000 |
STATEMENTS_OF_STOCKHOLDERS_DEF
STATEMENTS OF STOCKHOLDERS' DEFICIT (USD $) | Common Stock | Capital in Excess of Par Value | Accumulated Deficit | Total |
Beginning Balance, Amount at Apr. 10, 2012 | ' | ' | ' | ' |
Beginning Balance, Shares at Apr. 10, 2012 | ' | ' | ' | ' |
Issuance of common stock for cash, April 2012, $0.001, Shares | 10,000,000 | ' | ' | ' |
Issuance of common stock for cash, April 2012, $0.001, Amount | 10,000 | ' | ' | 10,000 |
Issuance of common stock for services, April 2012, $0.001, Shares | 5,000,000 | ' | ' | ' |
Issuance of common stock for services, April 2012, $0.001, Amount | 5,000 | ' | ' | 5,000 |
Issuance of common stock for cash, November 2012, $0.01, Shares | 5,000,000 | ' | ' | ' |
Issuance of common stock for cash, November 2012, $0.01, Amount | 5,000 | 45,000 | ' | 50,000 |
Net loss | ' | ' | -16,879 | -16,879 |
Ending Balance, Amount at Dec. 31, 2012 | 20,000 | 45,000 | -16,879 | 48,121 |
Ending Balance, Shares at Dec. 31, 2012 | 20,000,000 | ' | ' | ' |
Net loss | ' | ' | -35,845 | -35,845 |
Ending Balance, Amount at Dec. 31, 2013 | 20,000 | 45,000 | -52,724 | 12,276 |
Ending Balance, Shares at Dec. 31, 2013 | 20,000,000 | ' | ' | ' |
Net loss | ' | ' | -3,018 | -3,018 |
Ending Balance, Amount at Mar. 31, 2014 | $20,000 | $45,000 | ($55,742) | $9,258 |
Ending Balance, Shares at Mar. 31, 2014 | 20,000,000 | ' | ' | ' |
STATEMENTS_OF_CASH_FLOWS_unaud
STATEMENTS OF CASH FLOWS (unaudited) (USD $) | 3 Months Ended | 24 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' | ' |
Net loss | ($3,018) | ($14,842) | ($55,742) |
Adjustments to reconcile net loss to net cash and cash equivalents provided by operating activities: | ' | ' | ' |
Common stock issued for services | ' | ' | 5,000 |
Increase in accounts payable | 159 | ' | 6,200 |
Net cash provided by operating activities | -2,859 | -14,842 | -44,542 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' | ' |
Net cash used by investing activities | ' | ' | ' |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' | ' |
Proceeds from issuance of common stock | ' | ' | 60,000 |
Net cash provided by financing activities | ' | ' | 60,000 |
Net increase in cash and cash equivalents | -2,859 | -14,842 | 15,458 |
Cash and cash equivalents, beginning of period | 18,317 | 48,121 | ' |
Cash and cash equivalents, end of period | 15,458 | 33,279 | 15,458 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ' | ' | ' |
Cash paid for interest | ' | ' | ' |
1_Nature_of_Operations_and_Sig
1. Nature of Operations and Significant Accounting Policies | 3 Months Ended | |
Mar. 31, 2014 | ||
Notes to Financial Statements | ' | |
1. Nature of Operations and Significant Accounting Policies | ' | |
Nature of Operations | ||
SECTOR 5, INC. (“Sector 5” or the “Company”) was incorporated in the State of Nevada on April 11, 2012. Sector 5 plans to market its own brand under the brand name “Urban Street Apparel”. Because of the brand name Urban Street Apparel we plan to take advantage of the “USA” acronym in its marketing campaign. Sector 5’s intentions are to stay on the cutting edge of the swiftly changing young woman’s apparel market. Sector 5 plans to position itself deep in the fashion culture by introducing new styles and designs on an ongoing basis. As Urban Street Apparel will be a new brand coming into the marketplace, we also plan on reselling current existing popular brands as a draw to attract potential new customers while showcasing our own brand. That combined, with our innovative “fifth pocket” design and marketing, Urban Street Apparel plans to carve a distinctive niche in this lucrative, high margin, garment sector. | ||
Development Stage Entity | ||
The Company is a development stage company, with no revenues, in accordance with FASB ASC 915 Financial Reporting for Development Stage Entities. The Company plans to market its own brand of women’s apparel as well as other established women’s apparel. The Company plans to market other more established brands on its internet site as a way to bring in potential customers and showcase the Sector 5 brand. Sector 5 plans to develop, manufacture, and market its own brand of denim jeans. The Company plans to market its products through its internet site, direct mailings, and eventually it has plans to establish a direct commissioned sales force. | ||
Activities during the development stage primarily include related party equity-based and or equity financing transactions. Our efforts to date have been concentrated on financing, administrative efforts towards public compliance and our product’s development. | ||
Management’s plan in regard to the development of operations, upon adequate funding, is to develop our base software. Work is planned for mapping-out the site structure and workforce questionnaires. Our overall goal is to complete the software questionnaire base content and link the software to web and mobile devices for marketplace launch. | ||
Basis of Presentation | ||
The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States. | ||
Use of Estimates | ||
The Financial Statements have been prepared in conformity with U.S. GAAP, which requires using management’s best estimates and judgments where appropriate. These estimates and judgments affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ materially from these good faith estimates and judgments. | ||
Financial Instruments | ||
The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. | ||
Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820 “Fair Value Measurements and Disclosures” (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | ||
· | Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities | |
· | Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | |
· | Level 3 - Inputs that are both significant to the fair value measurement and unobservable. | |
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of March 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. | ||
The Company applied ASC 820 for all non-financial assets and liabilities measured at fair value on a non-recurring basis. The adoption of ASC 820 for non-financial assets and liabilities did not have a significant impact on the Company’s financial statements. | ||
As of March 31, 2014 and the fair values of the Company’s financial instruments approximate their historical carrying amount. | ||
Cash and Cash Equivalents | ||
Cash and cash equivalents includes all cash deposits and highly liquid financial instruments with a maturity of three months or less. | ||
Accounts Receivable, Credit | ||
The Company currently has not generated any revenue from operations. The Company will be charging for referral fees at the time a referral is placed. Fee for referral will be based on a negotiation between third parties. There is no subscription base for belonging to the group. Billings will occur at the point of referral transmission and collection on customer accounts through credit cards or direct payments. The Company does not issue credit on services provided, therefore there will be no accounts receivable. No allowance for doubtful accounts is considered necessary to be established for amounts that may not be recoverable, since there has been no credit issued. | ||
Software Development Costs and Capital Technology | ||
The Company accounts for software development costs in accordance with several accounting pronouncements, including FASB ASC 730, Research and Development, FASB ASC 350-40, Internal-Use Software, FASB 985-20, Costs of Computer Software to be Sold, Leased, or Marketed and FASB ASC 350-50, Website Development Costs. The Company has capitalized the cost of the proprietary website technology, purchased from unrelated third party developers. Additional costs to customize, modify and betterment to the existing product was charged to expense as it was incurred. | ||
Capitalized software costs are stated at cost. The estimated useful life of costs capitalized is currently being amortized over five years. Amortization is computed on a straight line basis. The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the amortization period or the unamortized balance is warranted. | ||
As of March 31, 2014, there were no capitalized costs. | ||
Long-lived assets and intangible property: | ||
Long-lived assets such as property, equipment and identifiable intangibles are reviewed for impairment whenever facts and circumstances indicate that the carrying value may not be recoverable. When required impairment losses on assets to be held and used are recognized based on the fair value of the asset. The fair value is determined based on estimates of future cash flows, market value of similar assets, if available, or independent appraisals, if required. If the carrying amount of the long-lived asset is not recoverable from its undiscounted cash flows, an impairment loss is recognized for the difference between the carrying amount and fair value of the asset. When fair values are not available, the Company estimates fair value using the expected future cash flows discounted at a rate commensurate with the risk associated with the recovery of the assets. The Company did not recognize any impairment losses for any periods presented. | ||
Share-based payments | ||
Share-based payments to employees, including grants of employee stock options are recognized as compensation expense in the financial statements based on their fair values, in accordance with FASB ASC Topic 718. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company had no common stock options or common stock equivalents granted or outstanding for all periods presented. The company may issue shares as compensation in the future periods for employee services. | ||
The Company may issue restricted stock to consultants for various services. Cost for these transactions will be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The value of the common stock is to be measured at the earlier of (i) the date at which a firm commitment for performance by the counterparty to earn the equity instruments is reached or (ii) the date at which the counterparty's performance is complete. The company has not issue shares during the periods presented, however it anticipates that shares may be issued in the future. | ||
Revenue recognition | ||
The Company recognizes revenue on arrangements in accordance with FASB ASC No. 605, Revenue Recognition. In all cases, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed and collectability is reasonably assured. | ||
The Company has not issued guarantees or other warrantees on the success or results of references paid. The Company has no history and has not experienced any refund requests or committed to any adjustments for failed references. The Company does not believe that there is any required liability. | ||
Advertising | ||
The costs of advertising are expensed as incurred. Advertising expense was $0 for the period from inception (April 11, 2012) through March 31, 2014. | ||
Research and Development | ||
The Company expenses research and development costs when incurred. Research and development costs include engineering and testing of product and outputs. Indirect costs related to research and developments are allocated based on percentage usage to the research and development. To current date, there have been no research and development expenses. | ||
Income taxes | ||
The Company accounts for income taxes under the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) No. 740, Income Taxes (“ASC 740”). Under ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | ||
Earnings (loss) per share | ||
Basic earnings (loss) per share calculations are determined by dividing net income (loss) by the weighted average number of shares outstanding during the year. Diluted earnings (loss) per share calculations are determined by dividing net income (loss) by the weighted average number of shares. The Company does not have any potentially dilutive instruments and, thus, anti-dilution issues are not applicable. | ||
Recent Accounting Pronouncements | ||
Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification (“ASC”) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company. Management has reviewed the aforementioned rules and releases and believes any effect will not have a material impact on the Company’s present or future financial statements. |
2_Going_Concern
2. Going Concern | 3 Months Ended |
Mar. 31, 2014 | |
Notes to Financial Statements | ' |
2. Going Concern | ' |
The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet emerged from its development stage, has not established an ongoing source of revenues sufficient to cover its operating cost, and requires additional capital to commence its operating plan. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These factors raise substantial doubt about its ability to continue as a going concern. | |
In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan to obtain such resources for the Company include: sales of equity instruments; traditional financing, such as loans; and obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans. | |
There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. | |
3_Income_Taxes
3. Income Taxes | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Notes to Financial Statements | ' | ||||
3. Income Taxes | ' | ||||
The Company utilizes the liability method of accounting for income taxes. Under the liability method deferred tax assets and liabilities are determined based on the differences between financial reporting basis and the tax basis of the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse. An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized. | |||||
The Company has not recognized operating losses generated from operations to date, based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the periods presented is offset by a valuation allowance established against deferred tax assets arising from operating losses and other temporary differences, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. As of March 31, 2014, deferred taxes amounted to approximately $19,500, off-set by a 100% valuation allowance. | |||||
The Company provides for income taxes for the period ended March 31, 2014 is as follows: | |||||
Current provision | |||||
Income tax provision (benefit) at statutory rate | $ | (19,500 | ) | ||
State income tax expense (benefit), net of federal benefit | 0 | ||||
Subtotal | (19,500 | ) | |||
Valuation allowance | 19,500 | ||||
$ | -- | ||||
Under the Internal Revenue Code of 1986, as amended, these losses can be carried forward twenty years. As of March 31, 2014 the Company has net operating loss carry forwards of approximately $19,500, which begin to expire in 2032. |
4_Related_Party_Transactions
4. Related Party Transactions | 3 Months Ended |
Mar. 31, 2014 | |
Notes to Financial Statements | ' |
4. Related Party Transactions | ' |
Loans from Shareholder | |
In support of the Company’s efforts and cash requirements, it is relying on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. Amounts represent advances or amounts paid in satisfaction of certain liabilities as they come due. The advances are considered temporary in nature and have not been formalized by a promissory note. Notes are considered payable on demand and is non-interest bearing. The majority shareholder has pledged her support to fund continuing operations; however there is no written commitment to this effect. The Company is dependent upon the continued support of this member. | |
The Company utilizes space provided by the majority shareholder without charge. Rent was $0 for all periods presented. | |
The Company does not have an employment contract with its key employee, the sole shareholder who is the Chief Executive and Chief Technical Officer. | |
The amounts and terms of the above transactions may not necessarily be indicative of the amounts and terms that would have been incurred had comparable transactions been entered into with independent third parties. |
5_Equity
5. Equity | 3 Months Ended |
Mar. 31, 2014 | |
Notes to Financial Statements | ' |
5. Equity | ' |
The total number of shares of capital stock which the Company shall have authority to issue is seventy five million (75,000,000) common shares with a par value of $0.001, of which 15,000,000 have been issued to the founder and 5,000,000 have been issued under a Form S1 registration statement at $0.01 per share. The Company intends to issue additional shares in an effort to raise capital to fund its operations. Common shareholders will have one vote for each share held. | |
No holder of shares of stock of any class is entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock of any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend. | |
There are no preferred shares authorized or outstanding. There have been no warrants or options issued or outstanding. |
6_Contingencies
6. Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Notes to Financial Statements | ' |
6. Contingencies | ' |
Some of the officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities that become available. They may face a conflict in selecting between the Company and other business interests. The Company has not formulated a policy for the resolution of such conflicts. | |
From time to time the Company may become a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations. |
1_Nature_of_Operations_and_Sig1
1. Nature of Operations and Significant Accounting Policies (Policies) | 3 Months Ended | |
Mar. 31, 2014 | ||
Nature Of Operations And Significant Accounting Policies Policies | ' | |
Nature of Operations | ' | |
SECTOR 5, INC. (“Sector 5” or the “Company”) was incorporated in the State of Nevada on April 11, 2012. Sector 5 plans to market its own brand under the brand name “Urban Street Apparel”. Because of the brand name Urban Street Apparel we plan to take advantage of the “USA” acronym in its marketing campaign. Sector 5’s intentions are to stay on the cutting edge of the swiftly changing young woman’s apparel market. Sector 5 plans to position itself deep in the fashion culture by introducing new styles and designs on an ongoing basis. As Urban Street Apparel will be a new brand coming into the marketplace, we also plan on reselling current existing popular brands as a draw to attract potential new customers while showcasing our own brand. That combined, with our innovative “fifth pocket” design and marketing, Urban Street Apparel plans to carve a distinctive niche in this lucrative, high margin, garment sector. | ||
Development Stage Entity | ' | |
The Company is a development stage company, with no revenues, in accordance with FASB ASC 915 Financial Reporting for Development Stage Entities. The Company plans to market its own brand of women’s apparel as well as other established women’s apparel. The Company plans to market other more established brands on its internet site as a way to bring in potential customers and showcase the Sector 5 brand. Sector 5 plans to develop, manufacture, and market its own brand of denim jeans. The Company plans to market its products through its internet site, direct mailings, and eventually it has plans to establish a direct commissioned sales force. | ||
Activities during the development stage primarily include related party equity-based and or equity financing transactions. Our efforts to date have been concentrated on financing, administrative efforts towards public compliance and our product’s development. | ||
Management’s plan in regard to the development of operations, upon adequate funding, is to develop our base software. Work is planned for mapping-out the site structure and workforce questionnaires. Our overall goal is to complete the software questionnaire base content and link the software to web and mobile devices for marketplace launch. | ||
Basis of Presentation | ' | |
The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States. | ||
Use of Estimates | ' | |
The Financial Statements have been prepared in conformity with U.S. GAAP, which requires using management’s best estimates and judgments where appropriate. These estimates and judgments affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ materially from these good faith estimates and judgments. | ||
Financial Instruments | ' | |
The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. | ||
Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820 “Fair Value Measurements and Disclosures” (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | ||
· | Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities | |
· | Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | |
· | Level 3 - Inputs that are both significant to the fair value measurement and unobservable. | |
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of March 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. | ||
The Company applied ASC 820 for all non-financial assets and liabilities measured at fair value on a non-recurring basis. The adoption of ASC 820 for non-financial assets and liabilities did not have a significant impact on the Company’s financial statements. | ||
As of March 31, 2014 and the fair values of the Company’s financial instruments approximate their historical carrying amount. | ||
Cash and Cash Equivalents | ' | |
Cash and cash equivalents includes all cash deposits and highly liquid financial instruments with a maturity of three months or less. | ||
Accounts Receivable, Credit | ' | |
The Company currently has not generated any revenue from operations. The Company will be charging for referral fees at the time a referral is placed. Fee for referral will be based on a negotiation between third parties. There is no subscription base for belonging to the group. Billings will occur at the point of referral transmission and collection on customer accounts through credit cards or direct payments. The Company does not issue credit on services provided, therefore there will be no accounts receivable. No allowance for doubtful accounts is considered necessary to be established for amounts that may not be recoverable, since there has been no credit issued. | ||
Software Development Costs and Capital Technology | ' | |
The Company accounts for software development costs in accordance with several accounting pronouncements, including FASB ASC 730, Research and Development, FASB ASC 350-40, Internal-Use Software, FASB 985-20, Costs of Computer Software to be Sold, Leased, or Marketed and FASB ASC 350-50, Website Development Costs. The Company has capitalized the cost of the proprietary website technology, purchased from unrelated third party developers. Additional costs to customize, modify and betterment to the existing product was charged to expense as it was incurred. | ||
Capitalized software costs are stated at cost. The estimated useful life of costs capitalized is currently being amortized over five years. Amortization is computed on a straight line basis. The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the amortization period or the unamortized balance is warranted. | ||
As of March 31, 2014, there were no capitalized costs. | ||
Long-lived assets and intangible property | ' | |
Long-lived assets such as property, equipment and identifiable intangibles are reviewed for impairment whenever facts and circumstances indicate that the carrying value may not be recoverable. When required impairment losses on assets to be held and used are recognized based on the fair value of the asset. The fair value is determined based on estimates of future cash flows, market value of similar assets, if available, or independent appraisals, if required. If the carrying amount of the long-lived asset is not recoverable from its undiscounted cash flows, an impairment loss is recognized for the difference between the carrying amount and fair value of the asset. When fair values are not available, the Company estimates fair value using the expected future cash flows discounted at a rate commensurate with the risk associated with the recovery of the assets. The Company did not recognize any impairment losses for any periods presented. | ||
Share-based payments | ' | |
Share-based payments to employees, including grants of employee stock options are recognized as compensation expense in the financial statements based on their fair values, in accordance with FASB ASC Topic 718. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company had no common stock options or common stock equivalents granted or outstanding for all periods presented. The company may issue shares as compensation in the future periods for employee services. | ||
The Company may issue restricted stock to consultants for various services. Cost for these transactions will be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The value of the common stock is to be measured at the earlier of (i) the date at which a firm commitment for performance by the counterparty to earn the equity instruments is reached or (ii) the date at which the counterparty's performance is complete. The company has not issue shares during the periods presented, however it anticipates that shares may be issued in the future. | ||
Revenue recognition | ' | |
The Company recognizes revenue on arrangements in accordance with FASB ASC No. 605, Revenue Recognition. In all cases, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed and collectability is reasonably assured. | ||
The Company has not issued guarantees or other warrantees on the success or results of references paid. The Company has no history and has not experienced any refund requests or committed to any adjustments for failed references. The Company does not believe that there is any required liability. | ||
Advertising | ' | |
The costs of advertising are expensed as incurred. Advertising expense was $0 for the period from inception (April 11, 2012) through March 31, 2014. | ||
Research and Development | ' | |
The Company expenses research and development costs when incurred. Research and development costs include engineering and testing of product and outputs. Indirect costs related to research and developments are allocated based on percentage usage to the research and development. To current date, there have been no research and development expenses. | ||
Income taxes | ' | |
The Company accounts for income taxes under the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) No. 740, Income Taxes (“ASC 740”). Under ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | ||
Earnings (loss) per share | ' | |
Basic earnings (loss) per share calculations are determined by dividing net income (loss) by the weighted average number of shares outstanding during the year. Diluted earnings (loss) per share calculations are determined by dividing net income (loss) by the weighted average number of shares. The Company does not have any potentially dilutive instruments and, thus, anti-dilution issues are not applicable. | ||
Recent Accounting Pronouncements | ' | |
Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification (“ASC”) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company. Management has reviewed the aforementioned rules and releases and believes any effect will not have a material impact on the Company’s present or future financial statements. |
3_Income_Taxes_Tables
3. Income Taxes (Tables) | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Income Taxes Tables | ' | ||||
Income taxes | ' | ||||
The Company provides for income taxes for the period ended March 31, 2014 is as follows: | |||||
Current provision | |||||
Income tax provision (benefit) at statutory rate | $ | (19,500 | ) | ||
State income tax expense (benefit), net of federal benefit | 0 | ||||
Subtotal | (19,500 | ) | |||
Valuation allowance | 19,500 | ||||
$ | -- |
1_Nature_of_Operations_and_Sig2
1. Nature of Operations and Significant Accounting Policies (Details Narrative) (USD $) | 3 Months Ended | 24 Months Ended |
Mar. 31, 2014 | Mar. 31, 2014 | |
Nature Of Operations And Significant Accounting Policies Details Narrative | ' | ' |
Company Incorporated Date | 11-Apr-12 | ' |
Company Incorporated State | 'State of Nevada | ' |
Capitalized costs | $0 | ' |
Advertising expense | ' | $0 |
3_Income_Taxes_Details
3. Income Taxes (Details) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Current provision | ' |
Income tax provision (benefit) at statutory rate | ($19,500) |
State income tax expense (benefit), net of federal benefit | 0 |
Subtotal | -19,500 |
Valuation allowance | 19,500 |
Income Taxes | ' |
3_Income_Taxes_Details_Narrati
3. Income Taxes (Details Narrative) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Income Taxes Details Narrative | ' |
Deferred taxes | $19,500 |
Valuation allowance | 100.00% |
Net operating loss carry forwards | $19,500 |
Net operating loss carry forwards expiration date | '2032 |
4_Related_Party_Transactions_D
4. Related Party Transactions (Details Narrative) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Related Party Transactions Details Narrative | ' |
Rent expense | $0 |
5_Equity_Details_Narrative
5. Equity (Details Narrative) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Common stock shares, authorized | 75,000,000 | 75,000,000 |
Common stock, par value | $0.00 | $0.00 |
Form S1 Registration [Member] | ' | ' |
Common stock shares, authorized | 5,000,000 | ' |
Common stock, par value | $0.01 | ' |
Founder [Member] | ' | ' |
Common stock shares, authorized | 15,000,000 | ' |
Common stock, par value | $0.01 | ' |