Company Quick10K Filing
Quick10K
Mitu Resources
10-Q 2018-12-31 Quarter: 2018-12-31
10-Q 2018-09-30 Quarter: 2018-09-30
10-Q 2018-06-30 Quarter: 2018-06-30
10-K 2018-03-31 Annual: 2018-03-31
10-Q 2017-12-31 Quarter: 2017-12-31
10-Q 2017-09-30 Quarter: 2017-09-30
10-Q 2017-06-30 Quarter: 2017-06-30
10-K 2017-03-31 Annual: 2017-03-31
10-Q 2016-12-31 Quarter: 2016-12-31
10-Q 2016-09-30 Quarter: 2016-09-30
10-Q 2016-06-30 Quarter: 2016-06-30
10-K 2016-03-31 Annual: 2016-03-31
10-Q 2015-12-31 Quarter: 2015-12-31
10-Q 2015-09-30 Quarter: 2015-09-30
10-Q 2015-06-30 Quarter: 2015-06-30
10-K 2015-03-31 Annual: 2015-03-31
10-Q 2014-12-31 Quarter: 2014-12-31
10-Q 2014-09-30 Quarter: 2014-09-30
8-K 2019-04-30 Shell Status, Exhibits
8-K 2019-04-24 Sale of Shares, Control, Officers
8-K 2019-04-03 Accountant, Exhibits
8-K 2019-03-22 Amend Bylaw, Other Events, Exhibits
8-K 2018-03-29 Enter Agreement, Exhibits
8-K 2018-02-07 Enter Agreement, M&A, Control, Officers, Shell Status, Exhibits
WYN Wyndham 10,152
HDP Hortonworks 1,636
REPR Repro Med Systems 121
CTGO Contango Ore 97
PKKW Parkway Acquisition 80
SMGI SMG Industries 10
VIDE Video Display 6
ORNC Oranco 0
NHEL Natural Health Farm Holdings 0
C004 Chugach Electric Association 0
MTUU 2018-12-31
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation
Item 3. Quantitative and Qualitative Disclosure About Market Risk
Item 4. Controls and Procedures
Part II - Other Information
Item 1. Legal Proceedings
Item 1A. Risk Factors
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 3. Defaults Upon Senior Securities
Item 4. Mine Safety Disclosures
Item 5. Other Information
Item 6. Exhibits
EX-31.1 f10q123118_ex31z1.htm
EX-31.2 f10q123118_ex31z2.htm
EX-32.1 f10q123118_ex32z1.htm
EX-32.2 f10q123118_ex32z2.htm

Mitu Resources Earnings 2018-12-31

MTUU 10Q Quarterly Report

Balance SheetIncome StatementCash Flow

10-Q 1 f10q123118_10q.htm FORM 10-Q QUARTERLY REPORT Form 10-Q Quarterly Report

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

for the quarterly period ended December 31, 2018

 

or

 

[   ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

(For the transition period from _____to _____).

 

Commission File Number: 000-55315

 

MITU Resources Inc.

(Exact name of registrant as specified in its charter)

 

Nevada

000-55315

N/A

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of incorporation)

 

Identification No.)

 

Gregorio Luperón #7

 

Puerto Plata, Dominican Republic

N/A

(Address of Principal Executive Offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (829) 876-4960

 

Former Name or Former Address, if Changed Since Last Report: N/A

 

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 [X] Yes [   ] No

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit such files). Yes [   ] No [   ]

 

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

 

Large accelerated filer

[   ]

Accelerated filer

[   ]

 

 

 

 

Non-accelerated filer

[   ]

Smaller Reporting Company

[X]

 

 

 

 

Emerging Growth Company

[X]

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [   ]

 

Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act.) Yes [X] No [   ]

 

The number of shares of the Registrant’s common stock, par value $.001 per share, outstanding as of March 18, 2019 was 292,000.


1


 

 

Mitu Resources Inc.

December 31, 2018

 

Index

 

Condensed Balance Sheets (unaudited)3 

 

Condensed Statements of Operations (unaudited)4 

 

Statement of Stockholders’ Equity5 

 

Condensed Statements of Cash Flows (unaudited)6 

 

Notes to the Condensed Financial Statements (unaudited)7 


2


 

 

Mitu Resources Inc.

Condensed Balance Sheets

(Expressed in U.S. dollars)

 

 

December 31,

2018

$

 

March 31,

2018

$

 

(unaudited)

 

 

ASSETS

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

 

Prepaid expense

2,020

 

1,754

 

 

 

 

Total Assets

2,020

 

1,754

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

14,476

 

3,576

Notes payable (Note 4)

29,500

 

24,500

Notes payable – related party (Note 4)

5,750

 

Due to related party (Note 5)

136,205

 

131,229

 

 

 

 

Total Liabilities

185,931

 

159,305

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

 

 

Common Stock

Authorized: 70,000,000 common shares, with par value $0.001

Issued and outstanding: 292,000 and 300,000 common shares, respectively

292

 

300

Additional paid-in capital

29,708

 

29,700

Accumulated Deficit

(213,911)

 

(187,551)

 

 

 

 

Total Stockholders’ Equity (Deficit)

(183,911)

 

(157,551)

 

 

 

 

Total Liabilities and Stockholders’ Equity (Deficit)

2,020

 

1,754

 

 

(The accompanying notes are an integral part of these condensed financial statements)


3


 

 

Mitu Resources Inc.

Condensed Statements of Operations

(Expressed in U.S. dollars)

(unaudited)

 

 

 

For the three

months ended

December 31,

2018

 

For the three months ended

December 31,

2017

 

For the nine

months ended

December 31,

2018

 

For the nine

months ended

December 31,

2017

 

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

1,296

 

330

 

1,315

 

330

Professional fees

 

4,851

 

3,500

 

18,897

 

13,250

Transfer agent fees

 

535

 

1,665

 

3,875

 

13,784

Total operating expenses

 

6,682

 

5,495

 

24,087

 

27,364

 

 

 

 

 

 

 

 

 

Loss Before Other Expenses

 

(6,682)

 

(5,495)

 

(24,087)

 

(27,364)

 

 

 

 

 

 

 

 

 

Other Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

(888)

 

 

(2,273)

 

 

 

 

 

 

 

 

 

 

Net Loss

 

(7,570)

 

(5,495)

 

(26,360)

 

(27,364)

 

 

 

 

 

 

 

 

 

Net Loss Per Share – Basic and Diluted

 

(0.03)

 

(0.02)

 

(0.09)

 

(0.09)

 

 

 

 

 

 

 

 

 

Weighted Average Shares Outstanding

 

292,000

 

300,000

 

296,829

 

300,000

 

 

 

 

 

 

 

 

 

 

(The accompanying notes are an integral part of these condensed financial statements)


4


 

 

Mitu Resources Inc.

Statement of Stockholders’ Equity

(Expressed in U.S. dollars)

(unaudited)

 

 

Common Stock

 

Additional

 

 

 

 

 

 

 

 

 

Shares

 

Par Value

 

Paid-In Capital

 

Accumulated Deficit

 

Total

 

#

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

Balance, March 31, 2018

300,000

 

300

 

29,700

 

(187,551)

 

(157,551)

 

 

 

 

 

 

 

 

 

 

Cancellation of shares

(8,000)

 

(8)

 

8

 

 

 

 

 

 

 

 

 

 

 

 

Net loss for the period

 

 

 

(26,360)

 

(26,360)

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2018

292,000

 

292

 

29,708

 

(213,911)

 

(183,911)

 

 

Common Stock

 

Additional

 

 

 

 

 

 

 

 

 

Shares

 

Par Value

 

Paid-In Capital

 

Accumulated Deficit

 

Total

 

#

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

Balance, March 31, 2017

300,000

 

300

 

29,700

 

(134,165)

 

(104,165)

 

 

 

 

 

 

 

 

 

 

Net loss for the period

 

 

 

(27,364)

 

(27,364)

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2017

300,000

 

300

 

29,700

 

(161,529)

 

(131,529)

 

 

(The accompanying notes are an integral part of these condensed financial statements)


5


 

 

Mitu Resources Inc.

Condensed Statements of Cash Flows

(Expressed in U.S. dollars)

(unaudited)

 

 

 

 

For the nine

months ended

December 31,

2018

 

 

For the nine

months ended

December 31,

2017

 

 

$

 

$

Operating Activities

 

 

 

 

 

 

 

 

 

Net loss

 

(26,360)

 

(27,364)

 

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

Prepaid expense

 

(266)

 

Accounts payable and accrued liabilities

 

10,900

 

120

Due to related parties

 

4,976

 

 

 

 

 

 

Net Cash Used In Operating Activities

 

(10,750)

 

(27,244)

 

 

 

 

 

Financing Activities

 

 

 

 

 

 

 

 

 

Proceeds from related party

 

-

 

26,229

Proceeds from notes payable

 

10,750

 

 

 

 

 

 

Net Cash Provided By Financing Activities

 

10,750

 

26,229

 

 

 

 

 

Increase (Decrease) in Cash

 

 

(1,015)

 

 

 

 

 

Cash – Beginning of Period

 

 

1,015

 

 

 

 

 

Cash – End of Period

 

 

 

 

(The accompanying notes are an integral part of these condensed financial statements)


6


 

 

Mitu Resources Inc.

Notes to the Condensed Financial Statements

(Expressed in U.S. dollars)

(unaudited)

 

1.Nature of Operations and Continuance of Business 

 

Mitu Resources Inc. (the “Company”) was incorporated in the State of Nevada on April 17, 2013 and is a mineral exploration and production company engaged in the exploration, acquisition, and development of mineral properties. The Company holds nine claims in the Mitu Gold Mine in Departamento del Vaupes, Colombia and is in the process of exploring these claims, as well as raising additional capital for future acquisitions. The Company is an exploration stage company with limited transactions.

 

Going Concern

 

These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As at December 31, 2018, the Company has generated no revenues, and has an accumulated deficit of $213,911. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability to raise equity or debt financing, and the attainment of profitable operations from the Company's future business. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

 

The Company’s plan of action over the next twelve months is to raise capital financing to conduct exploration and drilling on its mineral property claims held in Departamento del Vaupes, Colombia as well as exploring for new mineral property claims.

 

2.Summary of Significant Accounting Policies 

 

a)Basis of Presentation 

 

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States (“US GAAP”), and are expressed in US dollars. The Company’s fiscal year-end is March 31.

 

b)Use of Estimates 

 

The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the recoverability of mineral properties, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

 

c)Interim Condensed Financial Statements 

 

These interim condensed financial statements have been prepared on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period.

 

d)Cash and Cash Equivalents 

 

The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents. As at December 31 and March 31, 2018, the Company had no cash equivalents.


7


 

 

Mitu Resources Inc.

Notes to the Condensed Financial Statements

(Expressed in U.S. dollars)

(unaudited)

 

2.Summary of Significant Accounting Policies (continued) 

 

e)Mineral Property Costs 

 

The Company has been in the exploration stage since its formation on April 17, 2013 and has not yet realized any revenues from its planned operations. Mineral property acquisition costs are capitalized as incurred. Exploration and evaluation costs are expensed as incurred until proven and probable reserves are established. The Company assesses the carrying costs for impairment under ASC 360, “Property, Plant, and Equipment” at each fiscal quarter end. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs then incurred to develop such property, are capitalized. Such costs will be amortized using the units-of-production method over the estimated life of the probable reserve. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.

 

f)Asset Retirement Obligations 

 

As at December 31 and March 31, 2018, the Company has no asset retirement obligations.

 

g)Basic and Diluted Net Loss per Share  

 

The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive.

 

h)Income Taxes 

 

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted ASC 740, Accounting for Income Taxes, as of its inception. Pursuant to ASC 740, the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

 

i)Comprehensive Loss 

 

ASC 220, Comprehensive Income, establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at December 31 and March 31, 2018, the Company has no items that represent comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

 

j)Financial Instruments  

 

Pursuant to ASC 820, Fair Value Measurements and Disclosures and ASC 825, Financial Instruments, an entity is required 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

 

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


8


 

 

Mitu Resources Inc.

Notes to the Condensed Financial Statements

(Expressed in U.S. dollars)

(unaudited)

 

2.Summary of Significant Accounting Policies (continued) 

 

j) Financial Instruments (continued) 

 

Level 2

 

Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical 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

 

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.

 

The Company’s financial instruments consist principally of cash, and accounts payable and accrued liabilities. Pursuant to ASC, the fair value of cash and cash equivalents is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.

 

k)Recent Accounting Pronouncements 

 

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

3.Mineral Property 

 

On April 17, 2013, the Company acquired nine claims in the Mitu Gold Mines, located in Colombia, for $5,000. A mining license is necessary to mine the MITU Gold Claim. MITU obtained such a license, but it has expired. MITU plans to renew the license if and when it is ready to commence mining operations. During the year ended March 31, 2016, the Company recorded an impairment of capitalized mineral property costs of $5,000.

 

4.Notes Payable 

 

a)On February 14, 2018, the Company received a loan of $15,000 from a non-related company, which is unsecured, bears interest at 10% per annum, and is due on demand. As at December 31, 2018, the Company recorded $1,315 (2017 - $nil) of accrued interest which is recorded in accounts payable and accrued liabilities. During the period ended December 31, 2018, the Company recorded $1,315 (2017 - $nil) of interest expense. 

 

b)On March 13, 2018, the Company received a loan of $2,000 from a non-related company, which is unsecured, bears interest at 10% per annum, and is due on demand. As at December 31, 2018, the Company recorded $161 (2017 - $nil) of accrued interest which is recorded in accounts payable and accrued liabilities. During the period ended December 31, 2018, the Company recorded $161 (2017 - $nil) of interest expense. 

 

c)On March 28, 2018, the Company received a loan of $7,500 from a non-related company, which is unsecured, bears interest at 10% per annum, and is due on demand. As at December 31, 2018, the Company recorded $571 (2017 - $nil) of accrued interest which is recorded in accounts payable and accrued liabilities. During the period ended December 31, 2018, the Company recorded $571 (2017 - $nil) of interest expense. 


9


 

 

Mitu Resources Inc.

Notes to the Condensed Financial Statements

(Expressed in U.S. dollars)

(unaudited)

 

4.Notes Payable (continued) 

 

d)On June 8, 2018, the Company received a loan of $5,000 from a non-related company, which is unsecured, bears interest at 10% per annum, and is due on demand. As at December 31, 2018, the Company recorded $282 (2017 - $nil) of accrued interest which is recorded in accounts payable and accrued liabilities. During the period ended December 31, 2018, the Company recorded $282 (2017 - $nil) of interest expense. 

 

e)On September 24, 2018, the Company received a loan of $5,750 from the director of the company, which is unsecured, bears interest at 10% per annum, and is due on demand. As at December 31, 2018, the Company recorded $145 (2017 - $nil) of accrued interest which is recorded in accounts payable and accrued liabilities. During the period ended December 31, 2018, the Company recorded $145 (2017 - $nil) of interest expense. 

 

5.Due to Related Party 

 

a)As at December 31, 2018, the Company owes $131,229 (March 31, 2018 - $131,229) to the former President and Director of the Company. The amounts owing are unsecured, non-interest bearing, and due on demand.  

 

b)As at December 31, 2018, the Company owes $4,976 (March 31, 2018 - $nil) to the President and Director of the Company. The amounts owing are unsecured, non-interest bearing, and due on demand. 

 

6.Common Shares 

 

a)On April 17, 2013, the Company issued 300,000 common shares to founders of the Company at $0.10 per share for proceeds of $30,000.  

 

b)On September 13, 2018, the Company cancelled 8,000 common shares. 

 

c)On September 18, 2018, the Company enacted a reverse split of its common shares on a 100:1 basis. All reference to share and per share amounts have been retroactively restated to affect the reverse stock split as if the transaction had taken place as of the beginning of the earliest period presented. 

 

7.Subsequent Event 

 

(a)On December 8, 2018, the Company entered into a loan agreement with a non-related party for proceeds of $20,000 which is unsecured, bears interest at 10% per annum, and is due on demand. The Company received the proceeds on February 13, 2019.  

 

(b)On March 11, 2019, the Company entered into an agreement and plan of merger (the “Agreement”) with Alphacom Holdings, Inc., a newly formed and wholly-owned subsidiary of the Company, for the sole purchase of enacting a name change to “Alphacom Holdings, Inc.”.  


10


 

 

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation

 

FORWARD-LOOKING STATEMENTS

 

This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our 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 those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.

 

RESULTS OF OPERATIONS

 

Working Capital

 

 

December 31,

2018

$

 

March 31,

2018

$

Current Assets

2,020

 

1,754

Current Liabilities

185,931

 

159,305

Working Capital (Deficit)

(183,911)

 

(157,551)

 

Cash Flows

 

 

Nine months ended

December 31,

2018

$

 

Nine months ended

December 31,

2017

$

Cash Flows used in Operating Activities

(10,750)

 

(27,244)

Cash Flows from (used in) Investing Activities

-

 

-

Cash Flows from (used in) Financing Activities

10,750

 

26,229

Net increase (decrease) in Cash During Period

-

 

(1,015)

 

Operating Revenues

 

From April 17, 2013 (date of inception) to December 31, 2018, the Company has not earned any revenues from its operations.

 

Operating Expenses and Net Loss

 

Three months ended December 31, 2018

 

For the three months ended December 31, 2018, the Company incurred operating expenses of $6,682 compared to operating expenses of $5,495 during the three months ended December 31, 2017. The increase in operating expenses was due to an increase of $966 of general and administrative costs and an increase of $1,351 in professional fees due to legal fees for general purposes during the period, which was offset by a decrease of $1,130 in transfer agent fees.

 

In addition to operating expenses, the Company also incurred interest expense of $888 relating to interest on outstanding notes payable of $35,250. There was no interest expense in the prior year as the Company did not have any notes payable.

 

For the three months ended December 31, 2018, the Company incurred a net loss of $7,570 and loss per share of $0.03 compared with a net loss of $5,495 and loss per share of $0.02 for the three months ended December 31, 2017.


11


 

 

Nine months ended December 31, 2018

 

For the nine months ended December 31, 2018, the Company incurred operating expenses of $24,087 compared to operating expenses of $27,364 during the nine months ended December 31, 2017. The decrease in operating expenses was due to a decrease of $9,909 in transfer agent fees as the Company incurred costs for DTC eligibility in fiscal 2017. The decrease was offset by an increase in professional fees of $5,647 due to legal fees that were incurred during fiscal 2018 that were not incurred in fiscal 2017.

 

In addition to operating expenses, the Company also incurred interest expense of $2,273 relating to interest on outstanding notes payable of $35,250. There was no interest expense in the prior year as the Company did not have any notes payable.

 

For the nine months ended December 31, 2018, the Company incurred a net loss of $26,360 and loss per share of $0.09 compared with a net loss of $27,364 and loss per share of $0.09 for the nine months ended December 31, 2017.

 

Liquidity and Capital Resources

 

As at December 31, 2018, the Company had cash of $nil and total assets of $2,020 compared with cash and total assets of $1,754 at March 31, 2018. The decrease in cash was due to the fact that the Company had limited cash flows and the increase in total assets was due to the prepayment of legal and transfer agent expenses as at December 31, 2018.

 

As at December 31, 2018, the Company had total liabilities of $185,931 compared with total liabilities of $159,305 at March 31, 2018. The increase in total liabilities was attributed to an increase in notes payable of $5,000, as the Company received additional cash proceeds from the issuance of a note payable, which is unsecured, bears interest at 10% per annum, and is due on demand, an increase of $5,750 in related party payables due to the issuance of a loan payable which is unsecured, bears interest at 10% per annum, and is due on demand. In addition, accounts payable and accrued liabilities increased by $10,900 as the Company had insufficient cash to pay outstanding obligations as they became due, and amounts due to related parties increased by $4,976 due to additional payment of day-to-day expenses incurred by management during the period.

 

As at December 31, 2018, the Company had a working capital deficit of $183,911 compared with a working capital deficit of $157,551 at March 31, 2018. The increase in working capital deficit was due to the payment of operating costs relating to the Company’s operations that exceeded cash from financing activities during the period.

 

Cash Flow from Operating Activities

 

During the nine months ended December 31, 2018, the Company used cash in operating activities of $10,750 compared with $27,244 during the nine months ended December 31, 2017. The use of cash for operating activities is comparable to prior year and is reflective of the fact that the Company has minimal operations as it continues its development.

 

Cash Flow from Investing Activities

 

During the nine months ended December 31, 2018 and 2017, the Company did not have any investing activities.

 

Cash Flow from Financing Activities

 

During the nine months ended December 31, 2018, the Company received cash of $5,000 from the issuance of a non-related note payable, which is unsecured, bears interest at 10% per annum, and is due on demand, and $5,750 from a related party note payable which is unsecured, bears interest at 10% per annum, and is due on demand. During the nine months ended December 31, 2017, the Company received $26,229 of cash from the former President and Director of the Company for financing activities.

 

Going Concern

 

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing.

 

Future Financings

 

We will continue to rely on equity sales of our Common Shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.


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Off-Balance Sheet Arrangements

 

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

 

Recently Issued Accounting Pronouncements

 

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

Trends

 

We are in the exploration stage, have not generated any revenue and have no prospects of generating any revenue in the foreseeable future. We are unaware of any known trends, events or uncertainties that have had, or are reasonably likely to have, a material impact on our business or income, either in the long term of short term, other than as described in this section or in “Risk Factors”.

 

Critical Accounting Policies

 

Our discussion and analysis of its financial condition and results of operations, including the discussion on liquidity and capital resources, are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management re-evaluates its estimates and judgments.

 

The going concern basis of presentation assumes we will continue in operation throughout the next fiscal year and into the foreseeable future and will be able to realize our assets and discharge our liabilities and commitments in the normal course of business. Certain conditions, discussed below, are currently present that raise substantial doubt upon the validity of this assumption. The financial statements do not include any adjustments that might result from the outcome of the uncertainty.

 

Our intended exploration activities are dependent upon our ability to obtain third party financing in the form of debt and equity and ultimately to generate future profitable exploration activity or income from its investments. As of the date of this report we have not generated revenues, and have experienced negative cash flow from minimal exploration activities. We may look to secure additional funds through future debt or equity financings. Such financings may not be available or may not be available on reasonable terms.

 

Changes in and Disagreements with Accountants on Accounting Procedures and Financial Disclosure

 

None exist.

 

Item 3. Quantitative and Qualitative Disclosure about Market Risk

 

None.

 

Item 4. Controls and Procedures

 

Evaluation of Disclosure Controls and Procedures

 

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the evaluation, both the Principal Executive Officer and the Principal Financial Officer concluded that our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, were not effective as of December 31, 2018.

 

Internal Control over Financial Reporting

 

There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Securities Act of 1934) that materially affected, or is reasonably likely to materially affect, such internal control over financial reporting during the quarter ended December 31, 2018.


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Part II — OTHER INFORMATION

 

Item 1. Legal Proceedings

 

None.

 

Item 1A. Risk Factors

 

In addition to other information set forth in this report, you should carefully consider the risk factors described in our Registration Statement on Form 10-K, which was filed on July 16, 2018. Those factors could materially affect our business, financial condition or future results. In addition, risks and uncertainties not currently known to us or that we currently deem to be immaterial may also have a materially adverse effect on our business, financial condition and/or operating results.

 

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

 

None.

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

No information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K (17 CFR 229.104) is required to be disclosed herein because we are not the operator of any mine, and we have no subsidiaries.

 

Item 5. Other Information

 

On or about March 11, 2019, Mitu Resources, Inc., a Nevada corporation (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with its newly formed and wholly owned subsidiary, Alphacom Holdings, Inc., a Nevada corporation (“Merger Sub”), for the sole purpose of changing its name to “Alphacom Holdings, Inc.” That same day, the Company filed Articles of Merger (the “Articles of Merger”) with the Nevada Secretary of State, merging the Merger Sub into the Company, which were stamped effective as of March 11, 2019. As permitted by the Section 92.A.180 of the Nevada Revised Statutes, the sole purpose and effect of the filing of Articles of Merger was to change the name of the Company to “Alphacom Holdings, Inc.”

 

The Company has also submitted to FINRA to make this name change effective, and has also requested a new symbol in connection therewith. That application is presently pending.

 


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Item 6. Exhibits

 

Exhibit

 

 

 

 

Number

 

Description of Exhibit

 

Filing

3.01

 

Articles of Incorporation

 

Filed with the SEC on June 18, 2014, on Form S-1.

3.03

 

Bylaws

 

Filed with the SEC on June 18, 2014, on Form S-1.

10.01

 

License and Distribution Agreement between the Company and headwind Technologies Ltd.

 

Filed with the SEC on February 12, 2018, on Form 8-K.

10.02

 

First Amendment to the License and Distribution Agreement between the Company and headwind Technologies Ltd.

 

Filed with the SEC on April 17, 2018, on Form 8-K.

10.03

 

Release and Settlement Agreement between the Company and headwind Technologies Ltd.

 

Filed with the SEC on July 16, 2018, on Form 10-K.

31.1

 

Certifications of Principal Executive Officer

 

Filed herewith.

31.2

 

Certifications of Principal Financial Officer

 

Filed herewith.

32.1

 

Certification of Principal Executive Officer

 

Filed herewith.

32.2

 

Certification of Principal Financial Officer

 

Filed herewith.

 

101.INS*

 

XBRL Instance Document

101.SCH*

 

XBRL Taxonomy Extension Schema Document

101.CAL*

 

XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*

 

XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*

 

XBRL Taxonomy Extension Labels Linkbase Document

101.PRE*

 

XBRL Taxonomy Extension Presentation Linkbase Document

 

* Filed herewith.

 

 

SIGNATURES

 

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

 

 

 

MITU RESOURCES INC.

 

 

Date:

March 15, 2019

By:

/s/ Simeon Leonardo Reyes Francisco

 

 

Simeon Leonardo Reyes Francisco

 

 

President, Chief Executive Officer,

Chief Financial Officer, and Secretary

 

 


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