UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON,Washington, D.C. 20549

_______________

Form 10-K

FORM 10-K

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

For the fiscal year ended June 30, 2016

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: 333-174759

EMS FIND, INC.

(Mark One)Name of registrant as specified in its charter) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.   For the Fiscal Year Ended March 31, 2014 [  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ________ to ________

LIGHTCOLLAR, INC.

(Exact Name of Registrant as Specified in Its Charter)

2248 Meridian Blvd Ste H.73 Buck Road, Suite 2

Minden, Nevada 89423Huntingdon Valley, PA 19006

Telephone (303) 250-0775(Address of principal executive offices)

 (Address of Principal Executive Offices, Zip Code & Telephone Number)

(267) 320-2255

(Registrant’s telephone number)

Securities registered pursuant to Section 12(b) of the Act:

None

Securities registered pursuant to sectionSection 12(g) of the Act:

None

Common Stock, par value $.001 per share.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ¨Yes   [   ]x No [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. ¨Yes   [   ]x No [X]

Indicate by check mark whetherif the registrant has (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the precedingpast 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. xYes   [X]¨ No [   ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K. ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes[   ]    Yes ¨ No [X]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s 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.  [   ]x

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

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

On December 31, 2015, the last business day of the registrant’s most recently completed second quarter, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was $8,909,656, based upon the closing price on that date of the common stock of the registrant on the OTC Bulletin Board system of $0.47. For purposes of this response, the registrant has assumed that its directors, executive officers and beneficial owners of 5% or more of its Common Stock are deemed affiliates of the registrant.

As of July 1, 2014,September 9, 2016, the registrant had 5,650,00032,711,272 shares of its common stock, $0.001 par value, issued, issuable, and outstanding.  No market value has been computed based upon the fact that no active trading market had been established.

Documents incorporated by reference:  None

LIGHTCOLLAR, INC.

TABLE OF CONTENTS

Table of Contents

2

Forward-Looking Statements

Part I

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION

This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934 as amended (the “Exchange Act”). These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements are not historical facts but rather are based on current expectations, estimates and projections. We may use wordsby terminology such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “foresee,” “estimate” and variations"may," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," or "continue" or the negative of these words and similar expressions to identify forward-looking statements.terms or other comparable terminology. These statements are not guarantees of future performanceonly predictions and are subject to certaininvolve known and unknown risks, uncertainties and other factors somethat 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.

Readers of this Annual Report on Form 10-K should carefully consider such risks, uncertainties and other information, disclosures and discussions which are beyond our control, are difficult to predict andcontain cautionary statements identifying important factors that could cause our actual results to differ materially from those expressed or forecasted. These risks and uncertainties includeprovided in forward-looking statements. Readers should not place undue reliance on forward-looking statements contained in this Form 10-K. Although we believe that the following:

·

The availability and adequacy of our cash flow to meet our requirements;

·

Economic, competitive, demographic, business and other conditions in our local and regional markets;

·

Changes or developments in laws, regulations or taxes in our industry;

·

Actions taken or omitted to be taken by third parties including our suppliers and competitors, as well as legislative, regulatory, judicial and other governmental authorities;

·

Competition in our industry;

·

The loss of or failure to obtain any license or permit necessary or desirableexpectations reflected in the operationforward-looking statements are reasonable, we cannot guarantee future results, levels of our business;

·

Changes in our business strategy, capital improvementsactivity, performance or development plans;

·

The availability of additional capitalachievements. We do not undertake any obligation to support capital improvements and development; and

·

Other risks identifiedpublicly update or revise any forward-looking statements we may make in this report and in our other filings with the Securities and Exchange CommissionForm 10-K or the SEC.

This report should be read completely and with the understanding that actual future results may be materially different from what we expect. The forward-looking statements included in this report are made as of the date of this report and should be evaluated with consideration of any changes occurring after the date of this Report. We will not update forward-looking statements even though our situation may change in the future and we assume no obligation to update any forward-looking statements,elsewhere, whether as a result of new information, future events or otherwise.

Use of Term

Except as otherwise indicated by the context, referencesAs used in this annual report, to “Company”the terms "we," "us," "our," the “Company,” and "EMS Find" mean EMS Find, Inc., unless otherwise indicated.

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PART I

Item 1. Business.

“LCLL”General Overview, “LightCollar,” “we”, “us” and “our” are references to

We were incorporated in the State of Nevada on March 22, 2013 under the name Lightcollar, Inc. All referencesOn March 22, 2015, we changed our name to “USD” or United States Dollars referEMS Find, Inc. (“EMS Find”). Effective March 31, 2015, we entered into a Share Exchange Agreement with the sole shareholder of EMS Factory, Inc., a Pennsylvania corporation (“EMS Factory”), and following the closing under the Share Exchange Agreement, EMS Factory became a wholly-owned subsidiary of the Company, with the former stockholder of EMS Factory owning approximately 35% of the outstanding shares of common stock of the combined company. Our offices are located at 73 Buck Road, Suite 2, Huntingdon Valley, Pennsylvania 19006.

The Company has developed and plans to the legal currencymarket B2B & B2C on-demand mobile platform, designed to connect health care providers and consumers to a network of medical transport companies throughout the United States and Canada and, on the internet and through mobile applications, and to provide specialized online marketing solutions for these businesses that boost customer awareness and merchant visibility on the internet and through mobile applications. Our application is currently in beta testing phase. Our mobile and internet platform will facilitate and speed up connections of America.health care providers and the public with medical transportation 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 that best fits each patient's needs. The EMS Find app will work on any smart device including smart phones, tablets or laptops. The app is available in iOS, Android and desktop versions and allows users to connect in real time to local and nearby pre-screened medical transportation companies wherever the medical transport is needed and that fit the medical, logistical and financial criteria for the user.

Corporate Developments

Item 1.  Business

History

Lightcollar, Inc. (the Company) wasOn March 31, 2015, the Company signed the Share Exchange Agreement (“Agreement”) with EMS Factory, a company incorporated on March 22, 2011, under the laws of the State of Nevada.Pennsylvania, and the sole shareholder of EMS Factory, Steve Rubakh (“Rubakh”), pursuant to which the Company acquired 100% of the issued and outstanding securities of EMS Factory in exchange for the issuance of 10,000,000 shares of the Company’s restricted common stock and 500,000 shares of the Company’s Series A preferred stock. The business purposeCompany also agreed to fund $300,000 to support the continued development and commercialization of EMS Factory’s technologies.

As a result of the closing under the Agreement, EMS Factory became a wholly-owned subsidiary of the Company, is to resell an illuminated pet collar pendant throughand the Company’s website, Lightcollar.com.  The website will beCompany thereby acquired the business and operations of EMS Factory. Further, on the closing date under the Agreement, Rubakh was appointed the president, chief executive officer, chief financial officer, treasurer, secretary, and a promotional center fordirector of the product.  TheCompany.

As of June 30, 2016, the Company has selected March 31 as it fiscal year end.

On May 22, 2014, the Company increased the number of director positions from one (1) to five (5) directors.

Description of Business

Lightcollar, Inc. is a Nevada corporation formed on March 22, 2011.  The Company’s business is to develop, market and sell illuminated animal collar pendants for the United States (“U.S.”) and Canadian marketplace.

We are a developmental stage company.  We have had no operating revenues and we have minimal assets.  We have never declared bankruptcy, been in receivership, or involved in any legal action or proceedings.  Since incorporating, 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 representativescompleted development of the ownersEMS Find App in the following platforms: iOS, Android, and on the Web. The phase one of any business or company regarding the possibility of an acquisition, merger or other business combination.

Lightcollarbeta testing has been completed by a major ambulance transportation company. The second phase is building a business as a developer, marketer and retailer of illuminated pet collar pendants.  What we are referringbeing planned to as a pendant will include a water-proof haul, battery, light source, illuminating lens, switch and latch.

Our business plan requires us to build a working relationship with an already established computer numerical control (“CNC”) production machining company.  CNC machining is 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 productsbe launched in China.  To date our discussions have been limited to inquiring about purchasing processes and requirements and requesting a particular manufacturer in China to provide the Companycollaboration with a preliminary design ofmajor healthcare plan and healthcare facility, to be completed by December 31, 2016. In addition, we signed 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 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.

Lightcollar does not currently have annon-disclosure agreement with a manufacturer to supply its product nor has a design been finalized.  However, our plan is to havemajor on-demand transportation company with the product machined 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 plansintegration both platforms to provide a product atpatent pending, all-in-one, scheduling solution. The application is available in Apple (iPhone and iPad versions) and Google Play Store.

EMS Find's Platforms

EMS Find - (B2C) Standard Version

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, emergency room centers, etc.) and 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 automatically pays EMS Find $5 - $10 per trip via credit card. Patients without insurance coverage will have an access to discounted rate (credit card or cod), pre-negotiated for their benefit. Each accepted trip, results in significant revenue of $250 - $400 (ALS/BLS Ambulance Transport) and $50 - $95 (Wheelchair Transport) to transportation provider. All billing is done by transportation provider. Each user/requestor can submit a price thatrequest, 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.

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EMS Enterprise - (B2B) Enterprise Version

This platform is competitive with anydeveloped to assist health care plans, large facilities, and contracted transportation providers to manage medical transportation department. Platform is very 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.  

Accordingfunctionality 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.

We have not obtained any empirical evidence detailing 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.  

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.  

EMS Find’s business. There are no immediatefees 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.

Market Information

Ambulances help rescue injured or imminent threatsmedically ill patients by transporting them to medical treatment centers with adequate medical services such as monitoring of health condition and administration of drugs. This service is provided with the help of healthcare professionals and medical equipment installed in the ambulance. 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.

Ambulance services, emergency and non-emergency, are provided to patients based on the medical condition and emergency of transportation. Ambulances are equipped with various types of medical equipment to cater to the supplyneed 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.

A 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 prices of related materials duesurgical patients, discharge for home or some sub-acute care facilities and psychiatrist patients.

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 the hospital). Emergency ambulances are incorporated with emergency siren and lights that enable the vehicle to shortages or other factors that weavoid traffic and reach quickly at the hospital. Emergency ambulances are aware of at this time.  Togenerally 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.

Trademark and Patents

In July 2016, the Company has retained a law firm to file a Provisional Patent for our knowledge, at this time there are no government regulations, inon-demand medical transportation platform. On June 15, 2015, the application for the Provisional Patent was submitted to 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 imposedPatent and Trademark Office (“USPTO”) by any ofMSF. On June 17, 2016, the potential countries, from which our product(s) could originate, that would prevent us from obtaining our product(s) or shipping our productsapplication for a Utility Patent was submitted to the U.S. or Canada.  USPTO. The application serial number that was assigned is No: 15/185,395.

Employees and Employment AgreementsAvailable Information

The Company currently has no employees. At March 31, 2014, our officers and director, currently devote 4-5 hours per week to company matters.  They have agreed to devote as much time as the board of directors determines is necessary to manage the affairs of the company.  There are no formal employment agreements between the company and our officers or directors.  For at least the next 12 months, other than the Company’s officers and sole director, Lightcollar intends to use contracted services to conduct all aspects of its business.

Research and Development

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.

Bankruptcy or Similar Proceedings

There has been no bankruptcy, receivership or similar proceeding.

Patents, Trademarks, Franchises, Concessions, Royalty Agreements, or Labor Contracts

We have no current plans for any registrations such as patents, trademarks, copyrights, franchises, concessions, royalty agreements or labor contracts.  We will assess the need for any copyright, trademark or patent applications on an ongoing basis.

WHERE YOU CAN GET ADDITIONAL INFORMATION

We file annual, quarterlyQuarterly Reports on Form 10-Q, Annual Reports on Form 10-K and current reports, proxy statements and other informationCurrent Reports on Form 8-K with the SEC. YouSecurities and Exchange Commission in order to meet our timely and continuous disclosure requirements. We may also file additional documents with the Commission if they become necessary in the course of our company's operations.

The public may read and copy our reports or other filings madeany materials that we file with the SEC at the SEC’sSEC's Public Reference Room located at 100 F Street, N.E.,NE, Washington, DCD.C. 20549. You canThe public may obtain information on the operationsoperation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. You can also access theseThe SEC maintains an Internet site that contains reports, proxy and information statements, and other filingsinformation regarding issuers that file electronically onwith the SEC’s webSEC. The address of that site www.sec.gov.is www.sec.gov.

Item 1A.  Risk Factors

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

An investment in the Company's common stock involves a high degree of risk. One should carefully consider the following risk factors in evaluating an investment in the Company's common stock. If any of the following risks actually occurs, the Company's business, financial condition, results of operations or cash flow could be materially and adversely affected. In such case, the trading price of the Company's common stock could decline, and one could lose all or part of one's investment. One should also refer to the other information set forth in this report, including the Company's consolidated financial statements and the related notes.

The Accompanying Financial Statements Have Been Prepared Assuming The Company Will Continue As A Going Concern.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of its assets and the liquidation of its liabilities in the normal course of business.  However, the Company has generated no revenues, has accumulated a loss since formation and currently lacks the capital to effectively pursue its business plan.  This raises substantial doubt about the Company’s ability to continue as a going concern.  The financial statements do not include any adjustments that might result from this uncertainty.

We May Continue To Lose Money, And If We Do Not Achieve Profitability, We May Not Be Able To Continue Our Business.

Since our formation, we have generated no revenues from operations, and have incurred expenses and losses.  In addition, we expect to continue to incur operating losses for the foreseeable future.  As a result, we will need to generate sufficient revenues to achieve profitability, which may not occur.  Even if we do achieve profitability, we may be unable to sustain or increase profitability on a quarterly or annual basis in the future.  We expect to have quarter-to-quarter fluctuations in revenues, expenses, losses and cash flow, some of which could be significant.  Results of operations will depend upon numerous factors.  Some of these factors, such as market acceptance of our product and competition, are beyond our control.

The Company Is Subject To The Risks Inherent In The Creation Of A New Business.

The Companyhealthcare industry is subject to substantially allnumerous federal and state laws, regulations and rules including, among others, those related to government healthcare program participation requirements, various licensure and accreditation standards, reimbursement for patient services, health information privacy and security rules, and government healthcare program fraud and abuse provisions. Firms that are found to have violated any of these laws and regulations may be excluded from participating in government healthcare programs and subjected to significant fines or penalties.

Research and Development

We have not spent any amounts on research and development activities during the risks inherent inyear ended June 30, 2016. We anticipate that we will not incur any expenses on research and development over the creationnext 12 months. Our planned expenditures on our operations or a business combination are summarized under the section of a new business.  The implementationthis annual report entitled “Management’s Discussion and Analysis of our business strategy is still in the development stage.  Our businessFinancial Position and operations should be considered to be in the development stage andResults of Operations.”

Environmental Regulations

We do not believe that we are or will become subject to allany environmental laws or regulations of the risks inherent in the establishment of a newUnited States. While our products and business venture.  Accordingly,activities do not currently violate any laws, any regulatory changes that impose additional restrictions or requirements on us or on our intended business and operations may not prove to be successful in the near future, if at all.  Any future success that we might enjoy will depend upon many factors, several of which may be beyondproducts or potential customers could adversely affect us by increasing our control,operating costs or which cannot be predicted at this time, anddecreasing demand for our products or services, which could have a material adverse effect uponon our financial condition,results of operations.

Employees and Employment Agreements

At present, we have no employees other than our sole officer who devotes approximately 40 hours a week to our 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 any officers, directors or employees.

Property

Our business prospects,offices are located at 73 Buck Road, Suite 2, Huntingdon Valley, Pennsylvania 19006. Our telephone number is (215) 350-2255. Our lease provides for a monthly rental of $700 and operationsexpires September 1, 2016. The lease will continue month-to-month after the expiration. We believe that our existing facilities are suitable and adequate and that we have sufficient capacity to meet our current anticipated needs.

Item 1A. Risk Factors.

Risks Relating to Our Business

AN INVESTMENT IN THE COMPANY MUST BE CONSIDERED SPECULATIVE.

We cannot assure you that you will realize a return on your investment or that our stockholders will not lose their investments in the valueCompany in their entirety. In the event we are forced to dissolve or commence insolvency proceedings, any proceeds from the liquidation of our assets will be distributed to our stockholders only after the satisfaction of the claims of our creditors. Your ability to recover all or any portion of an investment in our capital stock will depend upon the Company.

Lightcollar is Considered a Shell Company, And Is Therefore Subject To Certain Restrictions.

The Securities and Exchange Commission ("SEC") adopted Rule 405amount of the Securities Act and Rule 12b-2 of the Exchange Act which defines a shell company as a registrant that has no or nominal operations, and either (a) no or nominal assets; (b) assets consisting solely of cash and cash equivalents; or (c) assets consisting of any amount of cash and cash equivalents and nominal other assets.  Our balance sheet indicates that we have both nominal operations and nominal assets; therefore, we are defined as a shell company.  These rules prohibit shell companies from using a Form S-8 to register securities pursuant to employee compensation plans.  However, the rules do not prevent us from registering securities pursuant to other available registration statements (including an S-1 registration statement).  Additionally, the rules regarding Form 8-K requires shell companies to provide more detailed disclosure upon completion of a transaction that causes it to cease being a shell company.  If, in the future, we engage in a transaction which would cause us to cease being a “shell company,” we will, at that time, be required to file a Form 8-K containing the information required pursuant to Regulation S-K and in a registration statement on Form 10, together with required financial information.  In order to assist the SEC in the identification of shell companies, we are also required to check a box on Form 10-Q and Form 10-K indicating that we are a shell company. The SEC adopted a new Rule 144 effective February 15, 2008, which restricts re-sales of restricted securities, pursuant to Rule 144, by shareholders of a shell company.  dissolution proceeds.

We May Be Subject To Government Laws And Regulations Particular To Our Operations With Which We May Be Unable To Comply.  

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WE HAVE NOT HAD OPERATIONS OF ANY SIGNIFICANCE SINCE INCEPTION AND WILL BE REQUIRED TO RAISE SUBSTANTIAL AMOUNTS OF CAPITAL

We may notwill have to obtain significant additional capital, in addition to the capital proposed to be ableraised in this offering, to complycontinue with all current and future government regulations which are applicable to our business.  Our business operations are subject to all government regulations normally incident to conducting business (e.g., occupational safety and health acts, workmen's compensation statutes, unemployment insurance legislation, income tax, and social security laws and regulations, environmental laws and regulations, consumer safety laws and regulations, etc.) as well as to governmental laws and regulations applicable to small public companies and their capital formation efforts.  Although we will make every effort to comply with applicable laws and regulations, we can provide no assurancedevelopment of our ability to do so, nor can we predict the effect of those regulations on our proposed business activities.  Our failure to comply with material regulatory requirements would likely have an adverse effect on our ability to conduct our business and could result in our cessation of active business operations.

Sale and Export and Import of Products To/From a Foreign Country Has Operational Risks That May Not Be Adequately Covered by Insurance.

We can give no assurance that we will be adequately insured against all risks or that any policies we own at the time a loss occurs will adequately cover any losses.  Furthermore, in the future we may not be able to obtain adequate insurance coverage at reasonable rates.  We may also be subject to claims by customers involving disputes or situations that are beyond our control including but not necessarily limited to, manufacturing defects, delivery delays or failures, or unauthorized disclosures of our customers’ personal information by third parties.business. There is also, because of our planned business model as an internet based retailer, the possibility of fraudulent claims or other illicit activities involving our transactions.  Any of these potentialities may give rise to a loss to our Company for which we are not insured, or not adequately insured.

Any Failure To Maintain Adequate Insurance Coverage Could Subject Us To Significant Losses Of Income.

We do not currently carry any liability, business interruption or other insurance, and therefore, we have no protection against any general, commercial and/or liability claims or any other losses that may negatively impact our ability to generate revenues in the future.  Any claims against us or uninsured losses by us will likely have a material adverse effect on our financial condition.  There can be no assurance that we will be able to obtain insurancesufficient capital to implement our proposed business plan. The Company may not have sufficient resources to fully develop any new products unless it is able to raise additional financing. The Company can make no assurances these required funds will be available on reasonablefavorable terms, if at all. The failure to raise capital when needed, will adversely affect our business, financial condition and results of operations, and could force the Company to reduce or at all, at any time in the future.cease operations.

Our Ability to Generate Revenues Depends Primarily On Our Ability To Execute Our Business Plan.RAISING ADDITIONAL CAPITAL MAY CAUSE DILUTION TO OUR EXISTING STOCKHOLDERS, RESTRICT OUR OPERATIONS OR REQUIRE US TO RELINQUISH RIGHTS. 

We have not generated any revenuessought additional capital through a combination of private and public equity offerings, debt financings collaborations and strategic and licensing arrangements and have currently six convertible notes outstanding, the proceeds of which we have used to date.  Our ability to generate any revenuesfinance our operations. To the extent that we raise additional capital through the sale of common stock or securities convertible or exchangeable into common stock, current stockholders’ ownership interest in the futureCompany will primarily depend uponbe diluted. In addition, the terms may include liquidation or other preferences that materially adversely affect their rights as a stockholder. Debt financing, if available, would increase our fixed payment obligations and may involve agreements that include covenants limiting or restricting our ability to effectively executetake specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we raise additional funds through collaboration, strategic alliance and licensing arrangements with third parties, we may have to relinquish valuable rights to our business plan whichproduct candidates, our intellectual property, future revenue streams or grant licenses on terms that are not favorable to us.

THE MOBILE APPLICATION INDUSTRY IS CHARACTERIZED BY RAPID TECHNOLOGICAL CHANGE, AND OUR SUCCESS DEPENDS UPON THE FREQUENT ENHANCEMENT OF EXISTING PRODUCTS AND TIMELY INTRODUCTION OF NEW PRODUCTS THAT MEET OUR CUSTOMERS’ NEEDS. 

Customer requirements for mobile application products are rapidly evolving and technological changes in turn depends upon our ability to identify, retainindustry occur rapidly. To keep up with new customer requirements and maintain relationships with one or more manufacturers, suppliers, shippers, financial institutionsdistinguish us from our competitors, we must frequently introduce new products and other necessary third party product or service providers.  Weenhancements of existing products. Enhancing existing products and developing new products is a complex and uncertain process. It often requires significant investments in research and development (“R&D”). Furthermore, we may not be able to identify and maintain the necessary

relationships withinlaunch new or improved products before our industry.  Our ability to executecompetition launches comparable products. Any of these factors could cause our business plan alsoor financial results to suffer.

IF WE FAIL TO CONTINUE TO INTRODUCE NEW PRODUCTS THAT ACHIEVE BROAD MARKET ACCEPTANCE ON A TIMELY BASIS, WE WILL NOT BE ABLE TO COMPETE EFFECTIVELY AND WE WILL BE UNABLE TO INCREASE OR MAINTAIN SALES AND PROFITABILITY.

Our future success depends on other factors, including the ability to:

1)

negotiate and maintain contracts and agreements with acceptable terms;

2)

hire and train qualified personnel;

3)

maintain marketing and website hosting/development costs at affordable rates; and,

4)

maintain an affordable labor force.

The Company’s Ability To Expand Its Operations Will Depend Upon The Company’s Ability To Raise Additional Financing As Well As To Generate Income.

Developing our business will require additional capital in the future.  To meet our capital needs, we expect to rely on our cash flow from operations and, potentially, third-party financing.  Third-party financing may not, however, be available on terms favorable to us, or at all.  Our ability to obtain additional third party funding will be subject to various factors, including market conditions, our operating performance, lender sentiment and our ability to incur additional debt or conduct additional offerings of our equity or debt securities.  These factors may make the timing, amount, terms and conditions of additional financings unattractive.  Our inability to raise capital could impede our growth.

Investors May Lose Their Entire Investment If Lightcollar, Inc., Fails To Implement Its Business Plan.

The Company expects to face substantial risks, uncertainties, expenses and difficulties because it is a development stage company.  Lightcollar, was formed in Nevada on March 22, 2011.  The Company has no demonstrable operations upon which investors can evaluate the Company’s business and prospects.  Lightcollar’s prospects must be considered in light of the risks, uncertainties, expenses and difficulties frequently encountered by companies in their early stages of development.  The Company cannot guarantee that it will be successful in implementing and carrying out its business plan and accomplishing its objectives.

The Potential Market Is Limited By The Limited Nature Of The Product.

Lightcollar is building a business as a marketer and internet-based retailer of a styled illuminated pet-collar pendant.  As such, our target market will be limited.  Please see the “Description of Business” elsewhere in this Annual Report on Form 10K for additional information regarding our intended market, which will be focused in Canada and the U.S.  The limited potential market for our product may have a materially negative effect on our ability to generate sufficient revenues to fully implement our business plandevelop and grow our business.

Lack Of Comprehensive And Reliable National Pet-Owner Statistics.

According to the 2011-2012 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 yearintroduce new products 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.  A lack of comprehensive and reliable statistics regarding pet ownership and such owners’ disposable income in our targetproduct enhancements that achieve broad market area may have a negative effect on the company’s ability to formulate a reliable marketing plan, make sales and revenue forecasts, and prepare budgets.

Lack Of a Clear Understanding of The Competitive Conditions And Methods of Competition in The Pet Collar Fashion/Safety Market.

Due to a lack of reliable data Lightcollar does not, at this time, have a complete understanding of either the competitive conditions or the methods of competition in the pet fashion/safety marketplace.  The lack of data is further complicated by the fact that it is difficult, if not impossible, to draw conclusions by making comparisons between dissimilar products in the marketplace.acceptance. If we are unable to garner a better understandingdevelop and introduce new products that respond to emerging technological trends and customers’ mission critical needs, our profitability and market share may suffer. The process of our intended market suchdeveloping new technology is complex and uncertain, and if we fail to allow us to implementaccurately predict customers’ changing needs and emerging technological trends, our business plancould be harmed. We are active in the identification and compete successfullydevelopment of new product and technology services and in enhancing our current products. However, in the enterprise mobility solutions industry, such activities are complex and filled with uncertainty. If we expend a niche market, it will likely

havesignificant amount of resources and our efforts do not lead to the successful introduction of new or improved products, there could be a materially negativematerial adverse effect on our abilitybusiness, profitability, financial condition and market share.

WE FACE COMPETITION FROM NUMEROUS SOURCES AND COMPETITION MAY INCREASE.

We believe that barriers to generate sufficient revenuesentry are not significant and start-up costs are relatively low, so that we expect significant competition in the future. New competitors may be able to staylaunch new businesses similar to ours, and current competitors may replicate our business model, at a relatively low cost. If competitors with significantly greater resources than ours decide to replicate our business model, they may be able to quickly gain recognition and acceptance of their business methods and products through marketing and promotion. We may not have the resources to compete effectively with current or future competitors.

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WE OPERATE IN A HIGHLY COMPETITIVE INDUSTRY IN WHICH WE ARE A SMALL ENTERPRISE COMPARED TO OUR COMPETITORS. 

Our revenue is indirectly dependent on the healthcare industry and could be affected by changes in businesshealthcare spending and policy. The healthcare industry is subject to changing political, regulatory and other influences. The PPACA made major changes in how healthcare is delivered and reimbursed, and increased access to health insurance benefits to the uninsured and underinsured population of the United States. The healthcare industry, in which the Company is a very small factor, is highly competitive, and competition among service and healthcare providers has intensified in recent years. Substantially all of our competitors and potential are much larger and better financed companies.

WE CONDUCT BUSINESS IN A HEAVILY REGULATED INDUSTRY AND IF WE FAIL TO COMPLY WITH THESE LAWS AND GOVERNMENT REGULATIONS, WE COULD INCUR PENALTIES OR BE REQUIRED TO MAKE SIGNIFICANT CHANGES TO OUR OPERATIONS OR EXPERIENCE ADVERSE PUBLICITY, WHICH COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL CONDITION, AND RESULTS OF OPERATIONS. 

The healthcare industry is heavily regulated and closely scrutinized by federal, state and local governments. Comprehensive statutes and regulations govern the manner in which we may cease to actively operateprovide and bill for services and our payors may collect reimbursement from governmental programs and private payors, our contractual relationships with our clients and vendors, our marketing activities and other aspects of our operations. Of particular importance are:

	·	the federal Anti-Kickback Statute that prohibits the knowing and willful offer, payment, solicitation or receipt of any bribe, kickback, rebate or other remuneration for referring an individual, in return for ordering, leasing, purchasing or recommending or arranging for or to induce the referral of an individual or the ordering, purchasing or leasing of items or services covered, in whole or in part, by any federal healthcare program, such as Medicare and Medicaid. A person or entity does not need to have actual knowledge of the statute or specific intent to violate it to have committed a violation. In addition, the government may assert that a claim including items or services resulting from a violation of the federal Anti-Kickback Statute constitutes a false or fraudulent claim for purposes of the False Claims Act;
	·	the criminal healthcare fraud provisions of HIPAA and related rules that prohibit knowingly and willfully executing a scheme or artifice to defraud any healthcare benefit program or falsifying, concealing or covering up a material fact or making any material false, fictitious or fraudulent statement in connection with the delivery of or payment for healthcare benefits, items or services. Similar to the federal Anti-Kickback Statute, a person or entity does not need to have actual knowledge of the statute or specific intent to violate it to have committed a violation;
	·	the federal False Claims Act that imposes civil and criminal liability on individuals or entities that knowingly submit false or fraudulent claims for payment to the government or knowingly making, or causing to be made, a false statement in order to have a false claim paid, including qui tam or whistleblower suits;
	·	reassignment of payment rules that prohibit certain types of billing and collection practices in connection with claims payable by the Medicare or Medicaid programs;
	·	similar state law provisions pertaining to anti-kickback, self-referral and false claims issues, some of which may apply to items or services reimbursed by any third-party payor, including commercial insurers; and
	·	state laws that prohibit general business corporations, such as us, from practicing medicine, controlling physicians' medical decisions or engaging in some practices such as splitting fees with physicians.

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Because of the breadth of these laws and the narrowness of the statutory exceptions and safe harbors available, it is possible that some of our operations could be indirectly affected through our clients’ activities. The laws, regulations and standards governing the provision of healthcare services may change significantly in the future, and any new or changed healthcare laws, regulations or standards could materially adversely affect our business.

Competitors With More Resources May Force Us Out Of Business.WE ARE INCREASINGLY DEPENDENT ON WIRELESS SERVICE AND INFRASTRUCTURE AND INFORMATION TECHNOLOGY SYSTEMS (CYBER SECURITY).

CompetitionAs a provider of a mobile application, we rely upon technology systems and infrastructure. In particular, we are heavily dependent and reliant on availability of technology from AppleÒ (iOS phones) and Google (Android phones and geo locating services). Our operations are potentially vulnerable to breakdown or other interruption by fire, power loss, system malfunction, unauthorized access and other events such as computer hackings, cyber-attacks, computer viruses, worms or other destructive or disruptive software. Likewise, data privacy breaches by employees and others with permitted access to our systems may pose a risk that sensitive data may be exposed to unauthorized persons or to the public. There can be no assurance that our efforts will prevent significant breakdowns, breaches in our systems or other cyber incidents that could have a material adverse effect upon our reputation, business, operations or financial condition of the Company. In addition, significant implementation issues may arise if we consolidate and outsource certain computer operations and application support activities.

Our systems are an integral part of our customers’ business operations. It is critical for our customers, that our systems provide a continued and uninterrupted performance. Customers may be dissatisfied by any system failure that interrupts our ability to provide services to them. Sustained or repeated system failures would reduce the attractiveness of our services significantly and could result in decreased demand for our services.

WE DEPEND HEAVILY ON OUR CHIEF EXECUTIVE OFFICER, AND HIS DEPARTURE COULD HARM OUR BUSINESS. 

The expertise and efforts of Steve Rubakh, our Chief Executive Officer, are critical to the success of our business. The loss of Mr. Rubakh’s services could significantly undermine our management expertise and our ability to operate our Company.

THE REVENUES AND RESULTS OF OUR OPERATIONS MAY BE SIGNIFICANTLY AFFECTED BY PAYMENTS RECEIVED BY OUR HEALTH CARE CLIENTS’ MANAGED FACILITIES FROM THE GOVERNMENT AND THIRD-PARTY PAYORS. 

A significant source of revenues for health care industry companies for which we would provide services is from government healthcare programs, principally Medicare and Medicaid. Changes in these government programs in recent years have resulted in limitations on reimbursement and, in some cases, reduced levels of reimbursement for healthcare services. Payments from federal and state government healthcare programs are subject to statutory and regulatory changes, administrative rulings, interpretations and determinations, requirements for utilization review, and federal and state funding restrictions, all of which could materially increase or decrease program payments, as well as affect the cost of providing service to patients and the timing of payments to facilities. If the rates paid or the scope of services covered by government payors are reduced, there could be a material adverse effect on our business, financial condition and results of operations.

Risks Relating Generally to Commercial Applications of Our Technology

AT THIS TIME THERE IS NO UNIVERSAL MARKET ACCEPTANCE OF OUR PROPOSED PRODUCTS.

We cannot assure you that we will be successful in commercializing one or more of the potential applications of our B2B & B2C on-demand mobile platform technology, or that, if commercial acceptance is obtained by us, our operations will be profitable. The telehealth market is relatively new and unproven, and it is uncertain whether it will achieve and sustain high levels of demand, consumer acceptance and market adoption. We are seeking strategic alliances, government contracts and other distribution and marketing channels; however, we cannot assure you that any significant degree of market acceptance will result, and that acceptance, if achieved, will be sustained for any significant period or that product life cycles will be sufficient (or substitute products developed) to permit the Company to recover start-up and other associated costs. Our goal is to achieve or sustain market acceptance would have a material adverse effect on our business, financial conditions, and results of operations.

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WE MAY NOT BE ABLE TO RESPOND QUICKLY ENOUGH TO CHANGES IN TECHNOLOGY AND TECHNOLOGICAL RISKS, AND TO DEVELOP OUR INTELLECTUAL PROPERTY INTO COMMERCIALLY VIABLE PRODUCTS.

Changes in legislative, regulatory or industry requirements or in competitive technologies may render certain of our planned products obsolete or less attractive. Our ability to anticipate changes in technology and regulatory standards and to successfully develop and introduce new and enhanced products on a timely basis will be a significant factor in our ability to remain competitive. We cannot provide assurance that we will be able to achieve the technological advances that may be necessary for us to remain competitive or that certain of our products will not become obsolete. We are also subject to the risks generally associated with new product introductions and applications, including lack of market acceptance, delays in product development and failure of products to operate properly.

OUR GROWTH IS DEPENDENT IN LARGE PART ON THE SUCCESS OF OUR STRATEGIC RELATIONSHIPS WITH THIRD PARTIES. 

In order to grow our business, we anticipate that we will continue to depend on our relationships with third parties, including our client and partner organizations and technology and content providers. Identifying potential clients, and negotiating and documenting relationships with them, requires significant time and resources. Our competitors may be effective in providing incentives to third parties to favor their products or services or to prevent or reduce subscriptions to, or utilization of, our products and services. If we are unsuccessful in establishing or maintaining our relationships with third party clients and users, our ability to compete in the industry will likely be based primarily on reputation, product quality and price.  Aggressive pricing, better quality products introduced by already existing pet product suppliers and/marketplace or the entrance of new competitors into our markets could reduceto grow our revenue could be impaired and profit margins.our results of operations may suffer. Even if we are successful, we cannot assure you that these relationships will result in increased client use of our applications or increased revenue.

WE WILL RELY ON DATA CENTER PROVIDERS, INTERNET INFRASTRUCTURE, BANDWIDTH PROVIDERS, THIRD-PARTY COMPUTER HARDWARE AND SOFTWARE, OTHER THIRD PARTIES AND OUR OWN SYSTEMS FOR PROVIDING SERVICES TO OUR CLIENTS AND USERS, AND ANY FAILURE OR INTERRUPTION IN THE SERVICES PROVIDED BY THESE THIRD PARTIES OR OUR OWN SYSTEMS COULD NEGATIVELY IMPACT OUR RELATIONSHIPS WITH CLIENTS, ADVERSELY AFFECTING OUR BRAND AND OUR BUSINESS.

We plan to serve all of our clients and users from data centers. The owners of data center facilities have no obligation to enter into their agreements with us on commercially reasonable terms, or at all. If we are unable to generate enough revenuesnegotiate favorable agreements on commercially reasonable terms, we will be required utilize data center facilities, and we may incur significant costs and possible service interruption in connection with doing so. Problems faced by our third-party data center locations with the telecommunications network providers with whom we or they contract or with the systems by which our telecommunications providers allocate capacity among their clients, including us, could adversely affect the experience of our clients.

IF WE ARE UNABLE TO PROTECT OUR PATENTS AND OTHER PROPRIETARY RIGHTS, WE COULD BE FORCED TO CEASE OPERATIONS.

There can be no assurance that we will succeed in our applications for U.S. patents covering our B2B & B2C on-demand mobile platform technology we plan to stayuse or, if granted a U.S. patents, that we will be able to prevent misappropriation or infringement of patents that may be issued to us.

WE MAY IN THE FUTURE BE SUBJECT TO INTELLECTUAL PROPERTY (e.g., PATENTS, COPYRIGHTS, TRADEMARKS AND TRADE SECRETS) RIGHTS CLAIMS, WHICH ARE COSTLY TO DEFEND, AND COULD REQUIRE US TO PAY DAMAGES AND COULD LIMIT OUR ABILITY TO USE CERTAIN TECHNOLOGIES IN THE FUTURE.

Our technologies, when developed and included in commercial products, may not be able to withstand any third-party claims or rights against their use. Any intellectual property claims, with or without merit, could be time-consuming, expensive to litigate or settle and could divert resources and attention.

In addition, third parties may initiate litigation against us alleging infringement of their intellectual property rights. With respect to any intellectual property rights claim, we may have to pay damages or discontinue the practices found to be in violation of a third party’s rights. We may have to seek a license to continue such practices, which may not be available on reasonable terms and may significantly increase our operating expenses. A license to continue such practices may not be available to us at all. As a result, we may also be required to develop alternative non-infringing technology or practices or discontinue the practices. The development of alternative non-infringing technology or practices could require significant effort and expense. If we cannot obtain a license to continue such practices or develop alternative technology or practices for the infringing aspects of our business, we may ceasebe forced to actively operatelimit our product and service offerings and may be unable to compete effectively. Any of these results could harm our brand, operating results or could otherwise harm our business.

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The Costs To Meet

Risks Related to Our Reporting And Other RequirementsCommon Stock and its Market

BECAUSE CERTAIN EXISTING STOCKHOLDERS OWN A LARGE PERCENTAGE OF OUR VOTING STOCK, OTHER STOCKHOLDERS' VOTING POWER MAY BE LIMITED.

Steve Rubakh, our Chief Executive Officer, owns and/or controls a majority of the voting power of our common stock. As A Publica result, Mr. Rubakh will have the ability to control all matters submitted to our stockholders for approval, including the election and removal of directors and the approval of any merger, consolidation or sale of all or substantially all of our assets. This stockholder may make decisions that are averse to your interests. See our discussion under the caption “Principal Stockholders” for more information about ownership of our outstanding shares.

We do not have a majority of independent directors on our Board and the Company Subject To The Exchangehas not voluntarily implemented various corporate governance measures, in the absence of which stockholders may have more limited protections against interested director transactions, conflicts of interest and similar matters.

Federal legislation, including the Sarbanes-Oxley Act Of 1934 Will Be Substantial.

of 2002, has resulted in the adoption of various corporate governance measures designed to promote the integrity of the corporate management and the securities markets. Some of these measures have been adopted in response to legal requirements. Others have been adopted by companies in response to the requirements of national securities exchanges, such as the NYSE or the NASDAQ Stock Market, on which their securities are listed. Among the corporate governance measures that are required under the rules of national securities exchanges are those that address board of directors’ independence, audit committee oversight, and the adoption of a code of ethics. We have not yet adopted any of these other corporate governance measures and since our securities are not yet listed on a national securities exchange, we are not required to do so. If we become subjectexpand our board membership in future periods to include additional independent directors, we may seek to establish an audit and other committee of our board of directors. It is possible that if our Board of Directors included a number of independent directors and if we were to adopt some or all of these corporate governance measures, stockholders would benefit from somewhat greater assurance that internal corporate decisions were being made by disinterested directors. In evaluating our Company, our current lack of corporate governance measures should be borne in mind.

OUR SHARE PRICE IS VOLATILE AND MAY BE INFLUENCED BY NUMEROUS FACTORS THAT ARE BEYOND OUR CONTROL. 

Market prices for shares of mobile technology companies such as ours are often volatile. The market price of our common stock may fluctuate significantly in response to a number of factors, most of which we cannot control, including:

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WE HAVE NO CURRENT PLANS TO PAY DIVIDENDS ON OUR COMMON STOCK AND INVESTORS MUST LOOK SOLELY TO STOCK APPRECIATION FOR A RETURN ON THEIR INVESTMENT IN US.

We do not anticipate paying any further cash dividends on our common stock in the foreseeable future. We currently intend to retain all future earnings to fund the development and growth of our business. Any payment of future dividends will be at the discretion of our board of directors and will depend on, among other things, our earnings, financial condition, capital requirements, level of indebtedness, statutory and contractual restrictions applying to the reporting requirementspayment of dividends and other considerations that the board of directors deems relevant. Investors may need to rely on sales of their common stock after price appreciation, which may never occur, as the only way to realize a return on their investment. Investors seeking cash dividends should not purchase our common stock.

OUR COMMON STOCK IS DEEMED TO BE “PENNY STOCK,” WHICH MAY MAKE IT MORE DIFFICULT FOR INVESTORS TO SELL THEIR SHARES DUE TO DISCLOSURE AND SUITABILITY REQUIREMENTS. 

Our common stock is deemed to be “penny stock” as that term is defined in Rule 3a51-1 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we will incur ongoing expenses associated with professional fees. These requirements may reduce the potential market for accounting, legal and other related expensesour common stock by reducing the number of potential investors. This may make it more difficult for periodic and annual reports, proxy statements and other reporting and disclosure requirements under the Exchange Act.  We estimate that these accounting, legal and other professional costsinvestors in our common stock to sell shares to third parties or to otherwise dispose of them. This could be $15,000 or more per year for the next few years, and will be higher ifcause our business volume and activity increases, but lower during the first years of being public because our overall business volume will be lower.stock price to decline. Penny stocks are stock:

We May Have Difficulty Attracting And Retaining Management And Outside Independent Members to Our Board Of Directors.

	·	With a price of less than $5.00 per share;
	·	That are not traded on a “recognized” national exchange;
	·	Whose prices are not quoted on the NASDAQ automated quotation system (NASDAQ listed stock must still have a price of not less than $5.00 per share); or
	·	In issuers with net tangible assets less than $2.0 million (if the issuer has been in continuous operation for at least three years) or $10.0 million (if in continuous operation for less than three years), or with average revenues of less than $6.0 million.

Directors and officers of publicly reporting companiesBroker-dealers dealing in penny stocks are increasingly concerned with the extent of their personal exposure to lawsuits and shareholder claims, as well as governmental and creditor claims which may be made against them, particularly in view of recent changes in laws imposing additional duties, obligations and liabilities on management and directors.  Due to these perceived risks, directors and officers are also becoming increasingly concerned with the availability of directors’ and officers’ liability insurance to pay on a timely basis the costs incurred in defending such claims.  We currently do not carry directors’ and officers’ liability insurance.  If we are unablerequired to provide sufficient directors’ and officers’ liability insurance at affordable rates or at all, it may become increasingly more difficult to attract and retain qualified officers and directors to manage the business and affairs of the Company.

We may lose potential independent board members and management candidates to other companies that have better directors’ and officers’ liability insurance to insure them from liability, or to companies that have greater revenues or have received greater funding to date, which can offer more lucrative compensation packages.  The fees of directors are also rising in response to their increased duties, obligations and liabilities, as well as increased exposure to such risks.  As a companyinvestors with a limited operating history and limited resources, we will havedocument disclosing the risks of penny stocks. Moreover, broker-dealers are required to determine whether an investment in a more difficult time attracting and retaining management and outside independent directors than a more established company due to these enhanced duties, obligations and liabilities.

If We Fail To Remain Current On Our Reporting Requirements It Will Limit The Ability Of Stockholders To Sell Their Securities In The Secondary Market

Companies trading on inter-dealer quotation systems must be reporting issuers under Section 12 or 15(d) of the Exchange Act, and must be current in their reports under Section 13 of the Exchange Act, in order to maintain price quotation privileges on such systems.  If we fail to remain current on our reporting requirements, our stock may no longer be quoted on any quotation system.  As a result, the market liquidity for our securities could be adversely affected by limiting the ability of broker-dealers to sell our securities and the ability of stockholders to sell their securities in the secondary market.

Our Common Stock May Be Considered a “Penny Stock” And Be Subject To The “Penny Stock” Rules Of The Securities Exchange Commission

Our common stock may be subject to the “penny stock” rules adopted under Section 15(g) of the Exchange Act. The penny stock rules generally apply to companies whose common stock is not listed on The NASDAQ Stock Market or other national securities exchange and trades at less than $5.00 per share, other than companies that have had average revenue of at least $6,000,000a suitable investment for the last three years or that have tangible net worth of at least $5,000,000 ($2,000,000 if the company has been operating for three or more years). These rules require, among other things,

that brokers who trade penny stock to persons other than “established customers” complete certain documentation, make suitability inquiries of investors and provide investors with certain information concerning trading in the security, including a risk disclosure document and quote information under certain circumstances.prospective investor. Many brokers have decided not to trade penny stocks“penny stocks” because of the requirements of the penny stock rules and, as a result, the number of broker-dealers willing to act as market makers in such securities is limited. IfIn the event that we remain subject to the penny“penny stock rulesrules” for any significant period, it could havethere may develop an adverse effectimpact on the market, for our securities. If our securities are subject to the penny stock rules, investors will find it more difficult to dispose of our securities.

Future sales of our common stock could put downward selling pressure on our common stock, and adversely affect the per share price. There is a risk that this downward pressure may make it impossible for an investor to sell shares of common stock at any reasonable price, if at all.

Future sales of substantial amounts of our common stock in the public market or the perception that such sales could occur, could put downward selling pressure on our common stock and adversely affect its market price.

We do not anticipate paying dividends in the foreseeable future.

We do not anticipate paying dividends on our common stock in the foreseeable future, but plan rather to retain earnings, if any, for the operation, growth and expansion of our business. Because the Company does not anticipate paying cash dividends in the foreseeable future which may lower expected returns for investors, and as such our stockholders will not be able to receive a return on their investment unless they sell their shares of common stock.securities.

Item 1B. Unresolved Staff CommentsComments.

None.Disclosure under Item 1B is not required of smaller reporting companies.

Item 2. PropertiesProperties.

We do not own or lease any real property.  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 9766 Kalispell Street, Commerce City, CO 80022, at no cost73 Buck Road, Suite 2, Huntingdon Valley, Pennsylvania 19006. Our telephone number is (215) 350-2255. Our lease provides for a monthly rental of $700 and expires September 1, 2016. The Company will continue on a month-to-month basis after expiration. We believe that our existing facilities are suitable and adequate and that we have sufficient capacity to the Company. We considermeet our current principal office space arrangement adequate and will reassess our needs based upon the future growth of the company.anticipated needs.

We do not have any investments or interests in any real estate. We do not invest in real estate mortgages, nor do we invest in securities of, or interests in, persons primarily engaged in real estate activities.

Item 3. Legal ProceedingsProceedings.

We knowAlthough we may, from time to time, become a party to lawsuits in the ordinary course of no material, existingbusiness, we are not currently a party to or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.legal proceedings.

Item 4. Mine Safety DisclosuresDisclosures.

None.Not applicable.

Part

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PART II

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

Market Information

Our common stock is currently listedtraded over-the-counter market and has been quoted on the OTCBBOTCQB, since approximately April 24, 2015, under the symbol “LCLL”. As of March 31, 2014,"EMSF.” The quotations in the Company hastable below reflect inter-dealer prices, without retail mark-up, mark-down, or commission and may not begun trading on the OTCBB.represent actual transactions.

The stock transfer agent for our securities is Clear Trust LLC, 16540 Pointe Village Drive, Ste 201, Lutz , FL 33558.Holders

Record Holders

As of March 31, 2014, there were 5,650,000 shares of the registrant’s $0.001 par value common stock issued andSeptember 14, 2016, we had approximately 11 stockholders in street or nominee name.

Dividend Distributions

outstanding and were owned by approximately 37 holders of record, based

No dividends have been declared or paid on information provided by our transfer agent.

Penny Stock Regulation

Shares of our common stock, and we do not anticipate that any dividends will probably be subjectdeclared or paid in the foreseeable future.

Securities Authorized for Issuance under Equity Compensation Plans

Not applicable.

Sales of Unregistered Securities

The following sets forth the unreported sales of unregistered securities for the fiscal year ended June 30, 2016:

On July 22, 2015, the Company sold 48,245 shares of common stock for $55,000, or $1.14 per share.

On August 5, 2015, Shang Fei (“Fei”) resigned from the Company as a board member. Fei had provided the Company with $260,000 of capital of which $210,000 and a prior loan for expenses of $19,095 was converted into 212,050 shares of common stock.

On August 13, 2015, the Company authorized the issuance 150,000 shares of its common stock to rules adoptedSteve Rubakh (“Rubakh”), the Company’s Chief Executive Officer and Director. The shares were valued at $1.28 per share, or $192,000.

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On September 18, 2015, the Company authorized the issuance 30,000 shares of its common stock to Rubakh as compensation. The shares were valued at $1.32 per share, or $39,600.

On September 25, 2015, the Company authorized the issuance of 125,000 shares of common stock as part of an agreement with Daniel Grillo, a director of the Company, for services from September 25, 2015 through March 31, 2016. The shares were valued at $1.14 per share, or $142,500.

On October 1, 2015, the Company issued 30,000 shares of its common stock to Rubakh as compensation. The shares were valued at $1.42 per share, or $.

On November 1, 2015, the Company issued 30,000 shares of its common stock to Rubakh as compensation. The shares were valued at $0.9999 per share, or $.

On December 1, 2015, the Company issued 30,000 shares of its common stock to Rubakh as compensation. The shares were valued at $0.62 per share, or $.

On January 1, 2016, the Company issued 30,000 shares of its common stock to Rubakh as compensation. The shares were valued at $0.47 per share, or $.

On January 2, 2016, the Company issued to Johnny Falcones (“Falcones”), an employee of the Company, warrants to purchase 3,000,000 shares of common stock of the Company, with an exercise price of $0.74. The Company recorded an expense of $1,149,000. On April 6, 2016, the warrants were cancelled.

On January 2, 2016, the Company issued to Rubakh, warrants to purchase 3,000,000 shares of common stock of the Company, with an exercise price of $0.74. The Company recorded an expense of $1,149,000.

On February 1, 2016, the Company issued 30,000 shares of its common stock to Rubakh as compensation. The shares were valued at $0.5099 per share, or $15,297.

On March 1, 2016, the Company issued 30,000 shares of its common stock to Rubakh as compensation. The shares were valued at $0.49 per share, or $14,700.

On March 15, 2016, the Company issued 242,424 shares of its common stock to Sophia Rubakh, a relative of Rubakh, as compensation. The shares were issued with a value of $0.21 per share, or $50,909.

On April 25, 2016, the Company issued 500,000 shares of its common stock to Johnny Falcones, a director, as compensation. The shares were valued at $0.21 per share, or $105,000.

On April 26, 2016, the Company issued 60,000 shares of its common stock to Rubakh as compensation. The shares were valued at $0.21 per share, or $12,600.

On June 27, 2016, the Company issued 2,712,133 shares of its common stock to Rubakh upon the conversion of a promissory note valued at $81,364. The shares were valued at $0.14 whereas the conversion price was $0.03 per share.

On June 30, 2016, the Company authorized the issuance of 360,000 shares of its common stock to Rubakh as compensation. The shares were valued at $0.39 per share, or $139,857.

On July 1, 2016, the Company authorized the issuance of 30,000 shares of its Series B preferred stock to Rubakh as compensation. The shares are convertible into common stock at a ratio of 1 for 100. The common stock was valued at $0.125 per share, therefore, on a diluted basis, the shares were valued at $375,000.

The issuances to our Chief Executive Officer are viewed by the Company as exempt from registration under the Securities Act of 1933, as amended (“Securities Act”), alternatively, as transactions either not involving any public offering, or as exempt under the provision of Regulation D promulgated by the SEC under the Securities Act.

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Penny Stock

Our common stock is considered "penny stock" under the rules the Securities and Exchange Commission (the "SEC") under the Securities Exchange Act of 1934. The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in “penny stocks”.penny stocks. Penny stocks are generally equity securities with a price of less than $5.00, (otherother than securities registered on certain national securities exchanges or quoted on the NASDAQ system,Stock Market System, provided that current price and volume information with respect to transactions in thosesuch securities is provided by the exchange or system).quotation system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, not otherwise exempt from those rules,to deliver a standardized risk disclosure document prepared by the SEC, which contains the following:Commission, that:

PriorThe broker-dealer also must provide, prior to effecting any transaction in a penny stock, the broker-dealer also must provide the customer the following:with:

In addition, the penny stock rules that require that prior to a transaction in a penny stock not otherwise exempt from those rules,rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’spurchaser's written acknowledgmentacknowledgement of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitabilitysuitably statement.

These disclosure requirements may have the effect of reducing the trading activity in the secondary market for a stock that becomes subject to the penny stock rules. Holders of shares of our common stock may have difficulty selling those shares because our common stock will probably be subject to the penny stock rules.stock.

Description of Registrant’s SecuritiesRelated Stockholder Matters

We have authorized capital stock consisting of 100,000,000 shares of common stock, $0.001 par value per share (“Common Stock”), and 20,000,000 shares of preferred stock, $0.001 par value per share (“Preferred Stock”).

Equity Compensation Plans

We do not have any equity compensation plans in place, whether approved by the shareholders or not.

Warrants, Options and Convertible Securities

We do not have any outstanding warrants, options or convertible securities.

Recent Sales of Unregistered Securities:

None.

RepurchasePurchase of Equity Securities:Securities

None.

Dividends

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We have never declared or paid any cash dividends on our common stock. For the foreseeable future, we intend to retain any earnings to finance the development and expansion of our business, and we do not anticipate paying any cash dividends on our common stock. Any future determination to pay dividends will be at the discretion of the Board of Directors and will be dependent upon then existing conditions, including our financial condition and results of operations, capital requirements, contractual restrictions, business prospects, and other factors that the board of directors considers relevant.

Section Rule 15(g) of the Securities Exchange Act of 1934

The Company's shares are covered by Section 15(g) of the Securities Exchange Act of 1934, as amended that imposes additional sales practice requirements on broker/dealers who sell such securities to persons other than established customers and accredited investors (generally institutions with assets in excess of $5,000,000 or individuals with net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouses). For transactions covered by the Rule, the broker/dealer must make a special suitability determination for the purchase and have received the purchaser's written agreement to the transaction prior to the sale. Consequently, the Rule may affect the ability of broker/dealers to sell our securities and also may affect your ability to sell your shares in the secondary market.

Section 15(g) also imposes additional sales practice requirements on broker/dealers who sell penny securities. These rules require a one page summary of certain essential items. The items include the risk of investing in penny stocks in both public offerings and secondary marketing; terms important to in understanding of the function of the penny stock market, such as "bid" and "offer" quotes, a dealers "spread" and broker/dealer compensation; the broker/dealer compensation, the broker/dealers duties to its customers, including the disclosures required by any other penny stock disclosure rules; the customers rights and remedies in causes of fraud in penny stock transactions; and, FINRA's toll free telephone number and the central number of the North American Administrators Association, for information on the disciplinary history of broker/dealers and their associated persons.

Securities authorized for issuance under equity compensation plans

We do not have any equity compensation plans and accordingly we have no securities authorized for issuance there under.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

We did not purchase any of our shares of common stock or other securities during the year ended March 31, 2014.

Item 6. Selected Financial DataData.

We are aDisclosure under Item 6 is not required of smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.companies.

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

This AnnualYou should read the following discussion and analysis in conjunction with our financial statements, including the notes thereto, included in this Report. Some of the information contained in this Report on Form 10-K containsmay contain forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1933, as amended (the “Securities Act”“Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements are not historical facts but rather are based on current expectations, estimatesThis information may involve known and projections. We may use words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “foresee,” “estimate” and variations of these words and similar expressions to identify forward-looking statements. These statements are not guarantees of future performance and are subject to certainunknown risks, uncertainties and other factors some of which are beyondmay cause our control, are difficult to predict and could cause 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 use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend” or “project” or the negative of these words or other variations 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 projections included in these forward-looking statements will come to pass. Our actual results could differ materially from those expressed or forecasted. You should read this report completely and withimplied by the understanding that actual future results may be materially different from what we expect. The forward looking statements included in this report are made as a result of the date of this report and should be evaluated with

consideration of any changes occurring after the date of this Report.various factors. We will not update forward-looking statements even though our situation may change in the future and we assumeundertake no obligation to update publicly any forward-looking statements whetherfor any reason, even if new information becomes available or other events occur in the future.

Overview and Recent Developments

We were incorporated in the State of Nevada on March 22, 2013 under the name Lightcollar, Inc. On March 22, 2015, we changed our name to EMS Find, Inc. Effective March 31, 2015, we entered into a Share Exchange Agreement with the sole shareholder of EMS Factory, Inc., a Pennsylvania corporation (“EMS Factory”), and following the closing under the Share Exchange Agreement, EMS Factory became a wholly-owned subsidiary of the Company, with the former stockholder of EMS Factory owning approximately 35% of the outstanding shares of common stock of the combined company. Our offices are located at 73 Buck Road, Suite 2, Huntingdon Valley, Pennsylvania 19006.

The Company develops and markets B2B & B2C on-demand mobile platform, designed to connect health care providers and consumers to a network of medical transport companies throughout the United States and Canada and, on the internet and through mobile applications, and plans to provide specialized online marketing solutions for these businesses that boost customer awareness and merchant visibility on the internet and through mobile applications.

On April 6, 2016 we completed the sale of our subsidiary Viva Entertainment Group, Inc. (“Viva Entertainment”) to Black River Petroleum Corp., a Nevada publicly-traded company (“Black River”), at a closing where, in exchange for all sale of all of the outstanding shares of Viva Entertainment, Black River issued to the Company its 10% promissory note in the principal amount of $100,000, due September 30, 2016. In connection with the sale, Viva Entertainment’s Chief Executive Officer, Johnny Falcones (“Falcones”), a member of our Board of Directors, resigned from all positions at our Company and was elected as the sole director and President and Chief Executive Officer of Black River, to manage the development and marketing of Viva Entertainment’s over the top (IPTV/OTT) application for connected TV’s, desktop computers, tablets, and smart phones.

Financial Operations Overview

Revenue

To date, we have not generated any revenues from product sales and expect to start bring in revenue toward the end of the 2016 calendar year. Revenues to date have been generated substantially from the now discontinued Ambulance services. Since our inception through June 30, 2016, we have generated approximately $1.1 million in revenue. We have since discontinued these services and are focusing on new revenue sources.

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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 new information,rules subsequently implemented by the Securities and Exchange Commission, have required changes in corporate governance practices of public companies and will require us to comply with these rules. These new rules and regulations have will increase our legal and financial compliance costs and have made some activities more time-consuming and costly. In addition, these new rules and regulations have made it more difficult and more expensive for us to obtain director and officer 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 our 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.

To fund future eventsoperations, we will need to raise additional capital. The amount and timing of future funding requirements will depend on many factors, including the timing and results of our ongoing development efforts, the potential expansion of our current development programs, potential new development programs and related general and administrative support. We anticipate that we will seek to fund our operations through public or otherwise.private equity or debt financings or other sources, such as potential collaboration agreements. We cannot be certain that anticipated additional financing will be available to us on favorable terms, or at all.

Working CapitalCOMPARISON OF THE YEAR ENDED JUNE 30, 2016 COMPARED TO THE YEAR ENDED JUNE 30, 2015

Cash Flows

Results of Operations

We are a development stage company and have generated no revenues since inception (March 22, 2011) and have incurred $117,028 in expenses through March 31, 2014.  Revenue. For the yearsyear ended March 31, 2014June 30, 2016, our revenue was $0, compared to $0 for the transitional period January 1, 2015 through June 30, 2015.

Operating Expenses:

Direct costs of Revenue. For the year ended June 30, 2016, direct costs of revenue were $0 compared to $0 for the transitional period January 1, 2015 through June 30, 2015.

General and 2013 we incurred $35,358 and $34,074, respectively, inAdministrative Expenses. For the year ended June 30, 2016, general and administrative expenses and professional fees.  

Resultswere $3,474,016 compared to $297,399 for the Year Ended March 31, 2014 Comparedtransitional period January 1, 2015 through June 30, 2015. The increase was primarily due to the Year Ended March 31, 2013

Revenues:

The Company’s revenues were $nilstock-based compensation of $3,049,503 for the year ended March 31, 2014 compared to $nil in 2013.  June 30, 2016.

CostNet Loss. We generated net losses of Revenues:

The Company’s cost of revenue was $nil$5,030,583 for the year ended March 31, 2014,June 30, 2016, compared to $nil$325,284 for the transitional period January 1, 2015 through June 30, 2015. The increase was primarily due to stock-based compensation of $3,049,503, the change in 2013.  the fair value of embedded conversion options, $1,056,145, and the amortization of the beneficial conversion feature, $441,240.

GeneralLIQUIDITY

General. At June 30, 2016, we had cash and Administrative Expenses:

Generalcash equivalents of $1,974. We have historically met our cash needs through a combination of cash flows from operating activities, proceeds from private placements of our securities and loans, and proceeds from loans from related parties. Our cash requirements are generally for selling, general and administrative expensesactivities. We believe that our cash balance is not sufficient to finance our cash requirements for expected operational activities, capital improvements, and partial repayment of debt through the next 12 months.

Our operating activities used cash of $478,013 for the year ended March 31, 2014,June 30, 2016, and March 31, 2013, were $35,358 and $34,074, respectively.  General and administrative expenses consisted primarilywe used cash in operations of consulting fees, management fees, office expenses and preparing reports and SEC filings relating to being a public company.$97,851 during the transitional period January 1, 2015 through June 30, 2015. The increase was primarily attributable to a taxes and business licenses fees for normal operations.

Net Loss:

Net lossprincipal elements of cash flow from operations for the year ended March 31, 2014, was $(35,358) compared withJune 30, 2016, included a net loss of $(34,184)$5,030,583.

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Cash used in investing activities during the year ended June 30, 2016, was $0 compared to $8,703 provided by investing activities during the transitional period January 1, 2015 through June 30, 2015.

Cash generated in our financing activities was $434,144 for the year ended March 31, 2013.  TheJune 30, 2016, compared to cash generated of $152,229 during the transitional period January 1, 2015 through June 30, 2015.

As of June 30, 2016, current liabilities exceeded current assets by 586.7 times. Current assets decreased net loss is duefrom $45,843 at June 30, 2015 to a decrease in administrative expenses and professional fees due$2,540 at June 30, 2016, whereas current liabilities increased from $180,782 at June 30, 2015, to the limited activity of the company.$1,490,174 at June 30, 2016.

Results for the Period from March 22, 2011 (Inception of Development Stage) through March 31, 2014.Going Concern

Revenues:

The Company’s revenues were $nilaccompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company had sales of $0 and net losses of $5,030,583 for the year ended March 31, 2014, compareJune 30, 2016, compared to $nilsales of $0 and net losses of $325,284 for the transitional period from inception to March 31, 2014.

Cost of Revenues

January 1, 2015 through June 30, 2015. The Company’s cost of revenue was $nil for the year ended March 31, 2014, compared to $nil for the period from inception to March 31, 2014.

General and Administrative Expenses:

General and administrative expenses consisted primarily of consulting fees, accounting, legal expenses, and preparing reports and SEC filings relating to being a public company. For the year ended March 31, 2014, general and administrative expenses was $35,358 compared to $117,028 for the period from inception to March 31, 2014.

Net Loss.

Net loss for the period March 22, 2011 (Inception of Development Stage) through March 31, 2014, was $(117,028). The net loss for this period was primarily related to general and administrative expenses exceeding the amount of revenues for the period indicated.

Impact of Inflation

We believe that the rate of inflation hasCompany had a negligible effect on our operations.

Liquidityworking capital deficit, stockholders’ deficit, and Capital Resources

Theaccumulated deficit of $1,487,634, $1,482,063 and $5,159,757, respectively, at June 30, 2016. These factors raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period of time. The Company is highly dependent on the Company’sits ability to raise additionalcontinue to obtain investment capital from future funding opportunities to fund the current and implement its business plan. Since its inception,planned operating levels. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company has been funded by related parties through capital investment and borrowing funds.

As of March 31, 2014, total current assets were $nil.

As of March 31, 2014, total current liabilities were $60,788, which consisted primarily of accounts payable and advances from officers. We had negative net working capital of $(60,788) as of March 31, 2014.

During the period from March 22, 2011 (Inception of Development Stage) through March 31, 2014, operating activities used cash of $(113,035). The cash used by operating activities is related to general and administrative expenses, and Development activity.

Intangible Assets

The Company’s intangible assets were $-0- as of March 31, 2014.

Material Commitments

The Company’s material commitments were $-0- as of March 31, 2014.

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 ableunable to continue as a going concern. The Company’s continuation as a going concern without further financing.

Future Financings

We will continueis dependent upon its ability to rely on equity sales of our common sharesbring in orderincome generating activities and its ability to continue to fund our business operations. Issuances of additional sharesreceiving investment capital from future funding opportunities. No assurance can be given that the Company will resultbe successful 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 planned acquisitions and Development activities.these efforts.

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.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis.Use of Estimates. The preparation of financial statements in conformity with U.S.accounting principles generally accepted accounting principlesin the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities theand disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances.period. Actual results could differ from those estimates. Significant estimates made by management.in the accompanying financial statements include the amortization period for intangible assets, valuation and impairment valuation of intangible assets, depreciable lives of the web site and property and equipment, valuation of warrant and beneficial conversion feature debt discounts, valuation of share-based payments and the valuation allowance on deferred tax assets.

Recently Issued

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Changes in Accounting PronouncementsPrinciples. No significant changes in accounting principles were adopted during fiscal 2016 and 2015.

Derivatives. The Company has implemented all newevaluates its convertible debt, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for. The result of this accounting pronouncementstreatment is that under certain circumstances the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income or expense. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the instrument on the reclassification date.

Impairment of Long-Lived Assets. The Company accounts for long-lived assets in effect. These pronouncementsaccordance with the provisions of Statement of Financial Accounting Standards ASC 360-10, “Accounting for the Impairment or Disposal of Long-Lived Assets”. This statement requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.

Fair Value of Financial Instruments and Fair Value Measurements. The Company measures their financial assets and liabilities in accordance with generally accepted accounting principles. For certain of our financial instruments, including cash, accounts payable, accrued expenses escrow liability and short-term loans the carrying amounts approximate fair value due to their short maturities.

We have adopted accounting guidance for financial and non-financial assets and liabilities. The adoption 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 itsour results of operations, financial position or resultsliquidity. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of operations.future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:

Contractual ObligationsLevel 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

WeLevel 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a smaller reporting company as defined by Rule 12b-2market participant would use.

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Revenue Recognition. The Company recognizes revenue for our services in accordance with ASC 605-10, "Revenue Recognition in Financial Statements." Under these guidelines, revenue is recognized on transactions when all of the Securities Exchange Actfollowing exist: persuasive evidence of 1934an arrangement did exist, delivery of service has occurred, the sales price to the buyer is fixed or determinable and are not requiredcollectability is reasonably assured. The Company has five primary revenue streams as follows:

Stock-Based Compensation. The Company accounts for stock-based instruments issued to provideemployees in accordance with ASC Topic 718. ASC Topic 718 requires companies to recognize in the information under this item.statement of operations the grant-date fair value of stock options and other equity based compensation issued to employees. The Company accounts for non-employee share-based awards in accordance with ASC Topic 505-50. The value of the portion of an award that is ultimately expected to vest is recognized as an expense over the requisite service periods using the straight-line attribution method. The Company estimates the fair value of each stock option at the grant date by using the Black-Scholes option-pricing model. The Company estimates the fair value of each stock option at the grant date by using the Black-Scholes option-pricing model.

Item 7A. Quantitative and Qualitative Disclosures aboutAbout Market RiskRisk.

We are aDisclosure under Item 7A is not required of smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.companies.

Item 8. Financial Statements and Supplemental DataSupplementary Data.

Set forth below a list of our audited financial statements included in this Annual Report on Form 10-K and their location in this report.

LIGHTCOLLAR, INC.

(An Development Stage Company)

Index to Financial Statements

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Leigh J. Kremer, CPA 

Certified Public Accountant 

Member NJCPA, PCAOB

Phone (732) 747-6565

95 Locust Avenue  

Red Bank, NJ 07701

Report of Independent Registered Public Accounting Firm

To the Board of Directors

Lightcollar, and Shareholders of EMS Find, Inc.

We have audited the accompanying consolidated balance sheets of EMS Find, Inc. as of June 30, 2016, and the related consolidated statements of operations, consolidated shareholders' equity, and consolidated cash flows for the year ended June 30, 2016. The consolidated financial statements for the year ended June 30, 2015 were audited by another auditor. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits 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 consolidated 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 designed audit procedures, 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 includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of EMS Find, Inc. as of June 30, 2016, and the results of its operations and its cash flows for the year in the period ended June 30, 2016, in conformity with U.S. generally accepted accounting principles.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company has suffered recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also discussed in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Leigh J. Kremer, CPA                        

Red Bank, N.J. 

September 27, 2016

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PCAOB Registered Auditors – www.sealebeers.com

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of 

EMS Find, Inc.

We have audited the accompanying balance sheets of Lightcollar,EMS Find, Inc. (A Development Stage Company) (“the Company”) as of MarchJune 30, 2015 and December 31, 2014, and 2013, and the related statements of operations, changes in stockholders’ equity (deficit), and cash flows for the yearssix month period ended March 31, 2014 and 2013, and the period from March 22, 2011 (inception) to March 31, 2014. TheseJune 30, 2015. 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 MarchJune 30, 2015 and December 31, 2014, and 2013, and the results of its operations and its cash flows for the yearssix month period ended March 31, 2014 and 2013, and the period from March 22, 2011 (inception) to March 31, 2014,June 30, 2015 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 72 to the financial statements, the Company has no revenuerevenues, has negative working capital at June 30, 2015, has incurred recurring losses and recurring negative cash flow from operating activities, and has an accumulated deficit which raises substantial doubt about its ability to continue as a going concern. Management'sManagement’s plans in regard toconcerning these matters are also described in Note 7.2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

DeCoria, Maichel & Teague, PS/s/ Seale and Beers, CPAs                  

Seale and Beers, CPAs 

Las Vegas, Nevada 

Spokane, WashingtonSeptember 28, 2015

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EMS Find, Inc.

and Subsidiary

Consolidated Balance Sheets

June 18, 201430,

See accompanying notes to consolidated financial statements.

LIGHTCOLLAR,

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EMS FIND, INC.

(A DEVELOPMENT STAGE COMPANY)and Subsidiary

Balance Sheets asConsolidated Statements of March 31, 2014 and 2013Operations

TheSee accompanying notes are an integral part of theseto consolidated financial statements.

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LIGHTCOLLAR,

EMS FIND, INC.

(A DEVELOPMENT STAGE COMPANY)and Subsidiary

Statements of Operations for the Years Ended March 31, 2014 and

2013 and from March 22, 2011 (Inception) to March 31, 2014

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

LIGHTCOLLAR, INC.

(A DEVELOPMENT STAGE COMPANY)

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

2011 (Inception) to March 31, 2014For The Years  Ended June 30, 2016 and 2015