UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-K

 

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

 

For the fiscal year ended June 30, 20142015

 

Commission File No. 000-54838

 

CASSIDY VENTURESLASH, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

26-1240056

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

Identification No.)

 

297 President Street

Brooklyn, New York 11231

(Address of principal executive offices, zip code)

 

(212) 729-6448(206) 517-7141

(Registrant’s telephone number, including area code)

 

#204 - 1110 Finch Ave WestCassidy Ventures Inc.

Toronto, Ontario

Canada M3J 3T6

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

 

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

None

 

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

Common Stock, $.001 par value

 

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

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x¨ No ¨x

 

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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files) 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. ¨

 

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):

 

Large accelerated filer

¨

Accelerated filer

¨

Non-accelerated filer¨

Smaller reporting company

x

(Do not check if a smaller reporting company)

 

 

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

 

At December 31, 2013,2014, the last business day of the Registrant’s most recently completed second fiscal quarter, the aggregate market value of the voting common stock held by non-affiliates of the Registrant (without admitting that any person whose shares are not included in such calculation is an affiliate) was approximately $54,562,500.$126,800,000. At October 13, 2014,June 30, 2015, there were 135,000,000148,000,000 shares of the Registrant’s common stock, $0.001 par value per share, outstanding. At June 30, 2014, the end of the Registrant’s most recently completed fiscal year, there were 135,000,000 shares of the Registrant’s common stock, par value $0.001 per share, outstanding.

 

 

CASSIDY VENTURESLASH, INC.

TABLE OF CONTENTS

 

Page No.

PART I

Item 1.

Business

4

Item 1A.

Risk Factors

14

5

Item 1B.

Unresolved Staff Comments

14

5

Item 2.

Properties

14

5

Item 3.

Legal Proceedings

14

5

Item 4.

Mine Safety Disclosures

14

5

PART II

Item 5.

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

15

6

Item 6.

Selected Financial Data

16

7

Item 7.

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

16

7

Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

17

8

Item 8.

Financial Statements and Supplementary Data

F-1

Item 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

18

9

Item 9A.

Controls and Procedures

18

9

Item 9B.

Other Information

19

10

PART III

Item 10.

Directors, Executive Officers and Corporate Governance

20

11

Item 11.

Executive Compensation

22

13

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

23

14

Item 13.

Certain Relationships and Related Transactions, and Director Independence

24

15

Item 14.

Principal Accounting Fees and Services

24

15

PART IV

Item 15.

Exhibits and Financial Statement Schedules

25

16

Signatures

Signatures

26

17

 

 

2

 

FORWARD-LOOKING STATEMENTS

 

This Annual Report on Form 10-K of Cassidy VenturesLash, Inc., a Nevada corporation, contains “forward-looking statements,” as defined in the United States Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “could”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology. These forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Actual results may differ materially from the predictions discussed in these forward-looking statements. The economic environment within which we operate could materially affect our actual results. Additional factors that could materially affect these forward-looking statements and/or predictions include, among other things: the volatility of minerals prices, the possibility that exploration efforts will not yield economically recoverable quantities of minerals, accidents and other risks associated with mineral exploration and development operations, the risk that the Company will encounter unanticipated geological factors, the Company’s need for and ability to obtain additional financing, the possibility that the Company may not be able to secure permitting and other governmental clearances necessary to carry out the Company’s exploration and development plans, other factors over which we have little or no control; and other factors discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”).

 

Our management has included projections and estimates in this Form 10-K, which are based primarily on management’s experience in the industry, assessments of our results of operations, discussions and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

 

All references in this Form 10-K to the ”Company”, “Cassidy Ventures“Lash, Inc.”, “we”, “us,” or “our” are to Cassidy VenturesLash, Inc.

 

 

3
Table of Contents

 

PART I

ITEM 1. BUSINESS

 

ORGANIZATION WITHIN THE LAST FIVE YEARS

 

On September 14, 2009, the Company was incorporated under the laws of the State of Nevada. We are engaged in the business of acquisition, exploration and development of natural resource properties. On October 19, 2016, under the laws of the State of Nevada, we changed our name from “Cassidy Ventures Inc.” to “Lash, Inc,”, though we did not change our plan of business in connection with such name change.

 

Daniel Kramer served as the Company’s sole director for one day, September 14, 2009, which is the same date of our incorporation. Mr. Kramer is an employee of Val-U-Corp Services, Inc. (“Val-U-Corp”), which is a company which provides incorporation services in the state of Nevada, our state of incorporation. Linda Lamb, our current Secretary, Treasurer and a director, retained the services of Val-U-Corp for the purpose of incorporating our company. Nevada law requires that at least one director be named in a corporation’s Articles of Incorporation, upon filing with the Nevada Secretary of State. Mr. Kramer named himself a director in our Articles of Incorporation, solely for the purpose of meeting the statutory requirements in Nevada to file Articles of Incorporation, as part of Val-U-Corp’s incorporation’s services. On September 14, 2009, the date our Articles of Incorporation were filed, Mr. Kramer appointed Linda Lamb as a director and Mr. Kramer resigned as a director.

Keith FredricksAmber Joy Finney has served as our President and Chief Executive Officer, Treasurer and sole director since February 19, 2013.September 28, 2016. Ms. Finney is also the holder of 159,000,000 shares of our common stock, amounting to 51.6% of the issued and outstanding shares of our common stock. William Drury has served as our Secretary since February 19, 2013.

William Drury also served as our Treasurer and sole director sincefrom February 19, 2013.2013, until September 28, 2016. Mr. Drury also served as our President from July 31, 2015 until September 28, 2016. Keith Fredricks served as our President from February 19, 2013 until July 31, 2015.

 

Edward Hayes served as our President, from July 30, 2010, until February 19, 2013. Linda Lamb served as our Secretary and Treasurer since September 14, 2009, until February 19, 2013, and was President from September 14, 2009 through July 30, 2010.

 

Our boardAs of directors is comprised of one person: William Drury.

We areJune 30, 2015, we were authorized to issue 256,000,000 shares of common stock, par value $.001 per share.

 

IN GENERAL

 

Cassidy Ventures,Lash, Inc. (the “Company”) was incorporated in the State of Nevada on September 14, 2009, and hashad acquired mineral properties located in the Thunder Bay mining district, Province of Ontario, Canada but hashad not yet determined whether these properties contain reserves that are economically recoverable. We are currently conducting mineral exploration activities on the Mobert Property in order to assess whether it contains any commercially exploitable mineral reserves. Currently there are no known mineral reserves on the Mobert Property.

We have not earned any revenues to date. Our independent auditor has issued an audit opinion which includes a statement raising substantial doubt as to our ability to continue as a going concern. The source of information contained in this discussion is our geology report prepared by Caitlin L Jeffs, P.Geo., of Fladgate Exploration Consulting, dated June 2011.


There is the likelihood of our mineral claim containing little or no economic mineralization or reserves of gold, zinc and other minerals. We are presently in the exploration stage of our business and we can provide no assurance that any commercially viable mineral deposits exist on our mineral claims, that we will discover commercially exploitable levels of mineral resources on our property, or, if such deposits are discovered, that we will enter into further substantial exploration programs. Further exploration is required before a final determination can be made as to whether our mineral claims possess commercially exploitable mineral deposits. If our claim does not contain any reserves all funds that we spend on exploration will be lost.

ACQUISITION OF THE MOBERT PROPERTY

On June 17, 2011, we purchased a 100% undivided interest in a mineral claim known as the Mobert property for a price of $5,888. The claim is registered in the name of Kelvin Michael Ladoucour, who is a prospector retained by the Company to stake the Company’s claim. Mr. Ladoucour holds the claim in trust for the Company.

We engaged Fladgate Exploration Consulting (“Fladgate”), to prepare a geological evaluation report on the Mobert Property. Caitlin L Jeffs, P.Geo., is the professional geologist at Fladgate who conduct the evaluation. Mr. Jeffs received her HBSc in Geology degree from the University of British Columbia in 2002.

The work completed by Mr. Jeffs in preparing the geological report consisted of a review of geological data from previous exploration within the region. The acquisition of this data involved the research and investigation of historical files to locate and retrieve data information acquired by previous exploration companies in the area of the mineral claim.

We received the geological evaluation report on the Mobert Property entitled “Mobert Property Review Report” prepared by Mr. Jeffs in April 2011. The geological report summarizes the results of the history of the exploration of the mineral claims, the regional and local geology of the mineral claims and the mineralization and the geological formations identified as a result of the prior exploration. The geological report also gives conclusions regarding potential mineralization of the mineral claims and recommends a further geological exploration program on the mineral claim. The description of the Mobert Property provided below is based on Mr. Jeffs’s report.

We commenced Phase 1 of the exploration program on August 1, 2012. Approximately $4,862 was expended on the Mobert Property between August 1, 2012 and September 21, 2012.


 

On September 21, 2012, the Company received its 2012 Soil Sampling Program report for soil sampling for the Mobert Property. The report, prepared by Fladgate Exploration Consulting Corporation, confirmed that soil samples were taken from the Mobert Property. The report states, in relevant part:

 

"B-horizon soil sampling was planned over roughly one quarter of the Property. A grid was created consisting of eleven lines spaced 100m apart, with a total of 141 planned samples spaced at 25m. Eight samples were unable to be taken due to ground conditions, leaving 133 samples taken in total.

 

All samples were prepared and analysed through Accurassay Laboratories, located in Thunder Bay, Ontario. All samples sent for analyses are dried at 60°C and subjected to a jaw crusher, proceeding afterwards through an 80-mesh sieve. Samples were analysed for gold, and the Accurassay procedure ALFA3 was selected for fire assay and ICP finish, with minimal sample needed (30g). Detection limits for ALFA3 range from 3 – 10,000ppb.

 

Results from the 2012 soil sampling program are pending."

4
Table of Contents

  

The Company has not received the 2012 soil sampling results.

 

During the period endedWe were conducting mineral exploration activities in order to assess whether they contained any commercially exploitable mineral reserves. As of June 30, 2013, the Company recognized an impairment loss of $5,888 on the mining claims.

DESCRIPTION OF PROPERTY

The Mobert property is comprised of 1 mining claim totaling 12 units. The property covers a 1.2 km long portion of the Schreiber-Hemlo greenstone belt.

The primary commodity being explored for on the Mobert property is zinc and gold. Exploration2015, we ceased our exploration operations in the past consisted of geological mapping, prospecting, airborne and ground magnetic and electromagnetic surveys and some soil sampling.

The Mobert property is located in the south central part of the Black River Area Township within the Thunder Bay Mining Divisionmining district due to a lack of Northwestern Ontario, Canada (Figure 1). The nearest towns are Manitouwadge 26 km to the north, Marathon 45 km to the southwest and White River 42 km to the southeast. The Hemlo Gold Camp is 23 km to the south-southwest along the TransCanada Highway.

The property is on NTS Sheet 42C13. The centre of the property has approximate geographic coordinates of 48°53’24.30”N, 85°50’44.44”W (UTM NAD83 Zone 16N 584614mE, 5415879mN). The Mobert property is comprised of 1 mining claim totaling 12 units and covering 190 hectares, 1.6km long by roughly 1.2km wide in a rectangular shape.

The property is situated in Northwestern Ontario at the west end of the Dotted Lake Property. Access to the property is a logging road that branches east from Highway 614 and passes north-easterly through the middle of the property (see Figure 1 below).

The nearest towns are Manitouwadge 26 km to the north, Marathon 45 km to the southwest and White River 42 km to the southeast. The Hemlo Gold Camp is 23 km to the south-southwest along the TransCanada Highway. A pool of skilled labour for mining and exploration is present in the communities of Manitouwadge, Marathon and White River. All three communities have housing and facilities for educational, commercial and leisure activities. The city of Thunder Bay, 400 km to the west, is the nearest large regional population centre with many services and amenities for industrial, educational and leisure activities. The airport at Thunder Bay has daily schedules flights to Toronto, Ottawa, Calgary and Winnipeg. The nearest railroad is the Canadian Pacific Railroad 20 km to the south along the TransCanada Highway. A Hydro One high voltage power transmission line passes 18 km south of the property.


The claim was staked on September 18, 2010 and recorded with the Ministry of Northern Development, Mines and Forestry, in the Province of Ontario, Canada, on September 23, 2010 under mining claim number 4256860.

 

FIGURE 1: MOBERT PROPERTY CLAIMS

PHYSIOGRAPHY, CLIMATE, VEGETATION & WATER

The climate is characterized by long cold winters and hot summers. Average daily temperatures in summer range from 10° to 24°C and from 0° to -22°C in the winter months. In general, soil sampling, geological mapping and trenching programs are limited to the summer months. Snow cover and freezing conditions prevail from mid-November until late April and make transportation through the property easier for large equipment during the months when swampy wet ground is frozen and easier to move across.

The property is covered by lakes, swamps and low wooded hills. Elevations on the property vary from 380 to 450 m above sea level. A steep slope that is difficult to move down or up crosses the centre of the property in a north-easterly direction. The slope is shown in the topography on Figure 1. Vegetation is typical for a mixed boreal forest and the dominant tree species are spruce, balsam, jackpine, birch and poplar.


FIGURE 2: REGIONAL LOCATION


PROPERTY HISTORY

Past documented exploration is summarized in Table 1. A high-grade zinc mineralization was first discovered in the area on Dotted Lake by trapper/prospector A. Fairservice in 1957. This discovery (the Fairservice zinc showing) occurred on the neighbouring Dotted Lake Property and being exploration in the area. In the 1960’s several geophysical surveys were completed on the Mobert Property and geologic mapping was completed by the OGS over the entire Black River area. In 1983, a combined VLF and magnetometer survey was done on the property. Most recently geological mapping and whole rock geochemical sampling was completely in 1993.

Recent exploration on the adjacent Dotted Lake property has discovered a previously unknown gold occurrence. In 2008 and 2009 soil sampling and prospecting was carried out on the Dotted Lake Property, which returned positive results for gold on the Dotted Lake property. The following year, a trenching and prospecting program was completed by Fladgate Exploration for Rouge Resources. Four trenches were cut following up on soil anomalies returned in the 2008 and 2009 programs and prospecting.

Table 1: Past Exploration at Mobert Property

Year

Operator

Work

Principal Reference

1957

A. Fairservice

Discovery of nearby Fairservice showing,

sampling and trenching

MNDMF Mineral Deposits Inventory (MDI)

1965

Carravelle Mines Ltd.

Combined VLF and magnetometer surveys

Domsalski, W., 1965

1965

Selco Exploration Ltd.

Airborne geophysical survey

Lazenby, P.G., 1965

1968

Ontario Department of Mines

Geological mapping of Black River area

Milne, V.G., 1968

1983

Adnaron Minerals Ltd.

Combined VLF and magnetometer surveys

Ferderber, H., 1983

1993

Noranda Minerals Inc.

Geologic mapping, whole rock geochemical sampling

Charlton, G., 1993

REGIONAL GEOLOGY

Information on the regional and area geology is mainly from government sources, maps and reports (Milne 1968, Sirgusa 1986). The property is situated in the Wawa sub-province of the Superior province of the Canadian Shield (Figure 3). All rocks are of Archaean age, with the exception of Proterozoic diabase dykes. The claim covers a portion of the north eastern part of the Schreiber-Hemlo Greenstone Belt. The eastern segment is subdivided into the 2.77 billion year old Hemlo-Black River assemblage to the northeast and the 2.7 billion year old Heron Bay Assemblage to the southwest. The assemblages are separated by the Lake Superior-Hemlo fault zone. The primary rock type of the Hemlo-Greenstone Black River assemblage is mafic volcanics. Felsic and intermediate volcanic rocks and clastics overlie the mafic volcanics. The belt is intruded by numerous felsic granitoids. Several stages of regional folding occurred in the belt, the latest stage is the most pervasive and occurred contemporaneous to, or predated, the intrusion of the granitoid bodies.

LOCAL GEOLOGY

Local geological data is taken from government reports (Milne 1968, McKay 1994) and from exploration work by Clear Mines Ltd. (Symonds, 1983) and also from drill holes completed by Noranda in 1991 (Degagne 1991) and are supplemented by Andre M. Pauwels NI 43-101 technical report (Pauwels, 2005). The Mobert property claim covers both the northern felsic units and the Dotted Lake Arm portion of the Schreiber-Hemlo Greenstone Belt (Figure 4).


The predominant rock type in the area is foliated, fine grained, dark green, amphibole rich metavolcanic rock. Medium and coarse grained amphibolites are less common and occasional remnant pillow textures have been observed indicating a submarine depositional environment. Small sills and dykes of granitoid rocks are common in the volcanic rocks. A few thin (1 cm to 30 cm) layers of intermediate to felsic volcanic tuffs were observed in the area just north of Dotted Lake in the general vicinity of the Fairservice showing (Pauwels, 2005). A small patch of intermediate volcanics is indicated on Milne’s map (Milne 1968) in the same area and short sections of felsic volcanic rocks were intersected in the Noranda drill holes (Degagne 1991). Magnetite, pyrrhotite-rich and garnetiferous amphibolitic iron formation is reported from drill holes 2 and 3 drilled by Noranda and contains massive sphalerite at the Fairservice showing. These horizons, although volumetrically a small proportion of the rocks in the area, appear to be continuous along strike within the metavolcanic rocks according to geophysical surveys. Foliation of the metavolcanic rock is persistently east-northeasterly trending within an isoclinal syncline within the metavolcanics of the Dotted Lake Arm. This syncline appears to plunge to the west-southwest. The metamorphism within the belt is amphibolite grade.

To the east mafic and ultramafic intrusive complex of gabbro, peridotite and serpentinized peridotite intruded along the southern flank of the mafic volcanics. Ground magnetic surveys in the area indicate that this complex extends 800m further to the west than indicated on OGS Map 3086 (Siragusa 1986). This area is covered by overburden. Granitoid rocks of the Dotted Lake Batholith outcrop to the south. The granatoids are pink to light pink in colour, foliated and medium grained, and appear to intrude both the metavolcanics and mafic/ultramafic rocks.

LOCAL ALTERATION AND MINERALIZATION

Pervasive alteration has not been found over large spans in the area. Small segments of bleached and epidotized amphibolite are described in the Noranda drill holes at the contact of iron formations intersected and in descriptions of the Fairservice showing.

Mineralization to the east of the Mobert Property was first discovered at the Fairservice zinc showing. The showing was described in detail by M. Smyk (McKay 1994). According to Smyk, the showing is hosted within a narrow band (up to 80 cm wide) of iron formation within mafic volcanic rock. It is described as follows:

“The mineralized zone occurs in the mafic volcanics and is oriented parallel to both the host rock foliation and the elongation direction of the pillows. The host metavolcanics become noticeably altered within 1 m of the mineralized zone.”

The mineralization is further described to be exposed over a maximum 20 m length and to contain sphalerite, magnetite, amphibole and disseminated garnet. The southern contact of the mineralization is a 1 m to 2 m thin felsic dyke, in part with the appearance of fissile sericite schist. The mineralization was interpreted by McKay to be hosted by iron formation which can be seen in intermittent outcrops over 200 m to the east of the showing. Grab samples from this iron formation reported by Smyk showed low anomalous zinc values.

Several rock samples at the OGS in Thunder Bay show a 2 cm band of massive, coarsely crystalline, dark brown sphalerite (35%) adjacent to well aligned coarse grains of magnetite (25%) intermixed with coarse crystals of sphalerite and a matrix of dark green amphibole and chlorite (40%) and a small amount of disseminated phyrrotite and chalcopyrite. A grab sample reported by Smyk (in McKay 1994) contained 9.44% Zn, 0.012% Cu, and 0.006 oz per ton gold.

One other zinc occurrence hosted in iron formation is reported from the Dotted Lake Arm. This occurrence, called the Brinklow zinc showing, is located approximately 6 km to the southwest of the Fairservice showing. The Brinklow showing was drilled by Noranda in 1994 with no significant results (Lockwood 1994).

The occurrence of massive sulphide bands hosted in an exhalative sedimentary unit within sea floor volcanic rocks with a component of intermediate to felsic volcanic rock classifies the mineralizationfunds, but maintained our plan as a metamorphosed volcanogenic massive sulphide (VMS) type of occurrence.


 

Figure 3: Geological Subprovinces of the Canadian Shield


 

Figure 4: Property Geology

PRESENT PROPERTY CONDITION AND PERMITTING REQUIREMENTS

The Mobert Property has no plant and equipment, infrastructure or other facilities, and there is currently no exploration of the Mobert Property. We have incurred $87,516 in operating costs, and an additional $5,888 in property acquisition, as at June 30, 2014. We expect to incur $94,000 of exploration costs to complete Phases 1, 2 and 3 of our Plan of Operation, with Phase 3 being Positive areas of the Mobert Property being diamond drill tested. There is no source of power or water on the Mobert Property that can be utilized.

Not less than $4,800 had to have been expended on the Mobert Property prior to September 23, 2015 to keep the claim in good standing for an additional year. No other permits are required for us to perform the exploration activities on the Mobert Property.

Approximately, $4,862 was expended on the Mobert Property between August 1, 2012 and September 21, 2012.


On September 21, 2012, the Company received its 2012 Soil Sampling Program report for soil sampling for the Mobert Property. The report, prepared by Fladgate Exploration Consulting Corporation, confirmed that soil samples were taken from the Mobert Property. The report states, in relevant part:

“B-horizon soil sampling was planned over roughly one quarter of the Property. A grid was created consisting of eleven lines spaced 100m apart, with a total of 141 planned samples spaced at 25m. Eight samples were unable to be taken due to ground conditions, leaving 133 samples taken in total.

All samples were prepared and analysed through Accurassay Laboratories, located in Thunder Bay, Ontario. All samples sent for analyses are dried at 60°C and subjected to a jaw crusher, proceeding afterwards through an 80-mesh sieve. Samples were analysed for gold, and the Accurassay procedure ALFA3 was selected for fire assay and ICP finish, with minimal sample needed (30g). Detection limits for ALFA3 range from 3 – 10,000ppb.

Results from the 2012 soil sampling program are pending.”

The Company has not received the 2012 soil sampling results.

During the period ended June 30, 2013, the Company recognized an impairment loss of $5,888 on the mining claims.

CONDITIONS TO RETAIN TITLE TO THE CLAIM

Provincial and Federal regulations require a yearly maintenance fee to keep the claim in good standing. In accordance with Federal regulations, the Mobert property is in good standing to September 23, 2015. Not less than $4,800 had to have been expended on the Mobert property prior to September 23, 2015 to keep the claim in good standing for an additional year.

COMPETITIVE CONDITIONS

The mineral exploration business is an extremely competitive industry. We are competing with many other exploration companies looking for minerals. We are a very early stage mineral exploration company, seeking other mining properties to explore and a very small participant in the mineral exploration business. Being a junior mineral exploration company, we compete with other companies like oursasses for financing and joint venture partners. Additionally, we compete for resources such as professional geologists, camp staff, helicopters and mineral exploration supplies.

GOVERNMENT APPROVALS AND RECOMMENDATIONSeconomic potential.

 

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the exploration of minerals in Canada generally, and in Ontario specifically.have never earned any revenues.

 

COSTS AND EFFECTS OF COMPLIANCE WITH ENVIRONMENTAL LAWS

We currently have no costsOur independent auditor has issued an audit opinion which includes a statement raising substantial doubt as to comply with environmental laws concerning our exploration program. We will also haveability to sustain the cost of reclamation and environmental remediation for all work undertaken which causes sufficient surface disturbance to necessitate reclamation work. Both reclamation and environmental remediation refer to putting disturbed ground backcontinue as close to its original state as possible. Other potential pollution or damage must be cleaned-up and renewed along standard guidelines outlined in the usual permits. Reclamation is the process of bringing the land back to a natural state after completion of exploration activities. Environmental remediation refers to the physical activity of taking steps to remediate, or remedy, any environmental damage caused, i.e. refilling trenches after sampling or cleaning up fuel spills. Our initial programs do not require any reclamation or remediation other than minor clean up and removal of supplies because of minimal disturbance to the ground. The amount of these costs is not known at this time as we do not know the extent of the exploration program we will undertake, beyond completion of the recommended three phases described above. Because there is presently no information on the size, tenor, or quality of any resource or reserve at this time, it is impossible to assess the impact of any capital expenditures on our earnings or competitive position in the event a potentially economic deposit is discovered.going concern.


 

EMPLOYEES

 

We currently have no employees, other thanexcept our directors. We intend to retain the services of geologists, prospectorsofficers and consultants on a contract basis to conduct the exploration programs on our mineral claims and to assist with regulatory compliance and preparation of financial statements.sole director.

 

OUR EXECUTIVE OFFICES

 

Our executive offices are located at: 297 President Street, Brooklyn, New York 11231.

 

ITEM 1A. RISK FACTORS

 

As a “smaller reporting company,” as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.

 

ITEM 1B. UNRESOLVED STAFF COMMENTS

 

None.

 

ITEM 2. PROPERTIES

 

Our current business address is 297 President Street, Brooklyn, New York 11231. We believe that this space is adequate for our current needs. Our telephone number is (212) 729-6448.

 

ITEM 3. LEGAL PROCEEDINGS

 

We are not currently involved in any legal proceedings and we are not aware of any pending or potential legal actions.

 

ITEM 4. MINE SAFETY DISCLOSURES.

 

None.

 

 

5
Table of Contents

 

PART II

 

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS MARKET INFORMATION

 

Since March 30, 2012, our shares of common stock have been quoted on the over-the-counter markets, currently on the OTC Bulletin Board andPink tier of the OTCQB,OTC Markets Group, Inc. (the “OTC Markets Group”), under the stock symbol “CSVN”. The following table shows the reported high and low closing bid prices per share for our common stock based on information provided by the OTCQB.OTC Markets Group. The over-the-counter market quotations set forth for our common stock reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

 

 BID PRICE PER SHARE 

 

BID PRICE PER SHARE

 

 HIGH  LOW 

 

HIGH

 

 

LOW

 

    

 

 

 

 

 

Three Months Ended June 30, 2015

 

$0.60

 

$0.60

 

Three Months Ended March 31, 2015

 

$1.00

 

$1.00

 

Three Months Ended December, 2014

 

$1.68

 

$1.68

 

Three Months Ended September 30, 2014

 

$

2.11

  

$

1.18

 

 

$2.11

 

$1.18

 

Three Months Ended June 30, 2014

 

$

2.10

  

$

1.48

 

Three Months Ended June 30, 2015

 

$2.10

 

$1.48

 

Three Months Ended March 31, 2014

 

$

5.00

  

$

0.51

 

 

$5.00

 

$0.51

 

Three Months Ended December 31, 2013

 

$

5.00

  

$

0.52

 

 

$5.00

 

$0.52

 

Three Months Ended September 30, 2013

 

$

5.00

  

$

4.95

 

 

$5.00

 

$4.95

 

Three Months Ended June 30, 2013

 

$

5.00

  

$

4.95

 

Three Months Ended March 31, 2013

 

$

7.00

  

$

1.55

 

 

HOLDERS

 

As of June 30, 2015, the dateCompany had 148,000,000 shares of this report, there were 31common stock issued and outstanding, and we had approximately 33 holders of record of our common stock.

 

DIVIDENDS

 

Historically, we have not paid any dividends to the holders of our common stock and we do not expect to pay any such dividends in the foreseeable future as we expect to retain our future earnings for use in the operation and expansion of our business.

 

TRANSFER AGENT

 

Our transfer agent is Empire Stock Transfer of Henderson, Nevada. Their address is 1859 Whitney Mesa Dr., Henderson, Nevada 89014 and their telephone number is (702) 818-5898.

 

HOLDERS

As of June 30, 2014 the Company had 135,000,000 shares of common stock issued and outstanding held by approximatley 31 holders of record.
6
Table of Contents

  

DIVIDENDS

 

Historically, we have not paid any dividends to the holders of our common stock and we do not expect to pay any such dividends in the foreseeable future as we expect to retain our future earnings for use in the operation and expansion of our business.

  

RECENT SALES OF UNREGISTERED SECURITIES

 

None.

 

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

 

We have not established any compensation plans under which equity securities are authorized for issuance.

 


PURCHASES OF EQUITY SECURITIES BY THE REGISTRANT AND AFFILIATED PURCHASERS

 

We did not purchase any of our shares of common stock or other securities during the year ended June 30, 2014.2015.

 

ITEM 6. SELECTED FINANCIAL DATA

 

As a “smaller reporting company,” as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.

 

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

RESULTS OF OPERATIONS

 

We have generated no revenues since September 14, 2009 (inception).

For the year ended June 30, 2015, we incurred $18,410,518 in operating expenses, which were comprised of $180,000 in consulting fee expense, $24,195 in professional fees and $18,206,323 in general and administrative expenses.

 

For the year ended June 30, 2014, we incurred $197,318 in operating expenses, which were comprised of $13,981 in professional fees and $183,337 in general and administrative costs.

 

For the year ended June 30, 2013, we incurred $119,789 in operating expenses. These expenses were comprised of $75,000 in consulting fee expense, $13,500 in management fees and rent, $8,474 in exploration expense, $15,356 in professional fees and $7,459 in general and administrative costs. Additionally, at June 30, 2013, we incurred an impairment loss of $5,888.

The following table provides selected financial data about our company for the years ended June 30, 20142015 and 2013.2014.

 

Balance Sheet Data

 

June 30,
2014

 June 30,
2013
 

 

June 30,
2015

 

June 30,
2014

 

Cash and Cash Equivalents

 

$

-0-

 

$

-0-

 

 

$

86

 

$

-0-

 

Total Assets

 

$

-0-

 

$

-0-

 

 

$

86

 

$

-0-

 

Total Liabilities

 

$

300,011

 

$

102,693

 

 

$

510,615

 

$

300,011

 

Shareholders’ Deficit

 

$

(300,011

)

 

$

(102,693

)

 

$

(510,529

)

 

$

(300,011

)

7
Table of Contents

  

GOING CONCERN

 

Cassidy VenturesLash, Inc. is an exploration stage company and currently has no operations. Our independent auditor has issued an audit opinion for Cassidy VenturesLash, Inc. which includes a statement raising substantial doubt as to our ability to continue as a going concern.

 

LIQUIDITY AND CAPITAL RESOURCES

 

Our cash balance at June 30, 20142015 was $0$86 with $300,011$510,615 in outstanding liabilities. Total expenditures over the next 12 months are expected to be approximately $35,000. If we experience a shortage of funds prior to generating revenues from operations we may utilize funds from our directors, who have informally agreed to advance funds to allow us to pay for operating costs, however they have no formal commitment, arrangement or legal obligation to advance or loan funds to us. Management believes our current cash balance will not be sufficient to fund our operations for the next twelve months.

 


For the fiscal year ended June 30, 2015 the Company's accrued expenses to a related party increased $180,000 as a result of officers deferring receipt of their contractual compensation in order to help provide cash for operations.

Cash and cash equivalents on June 30, 2015 were $86, an increase of $86 from June 30, 2014. 

Operating activities used cash of $41,061 in the fiscal year ended March 31, 2015, compared to providing cash of $4,763 during the fiscal year ended June 30, 2014.

Financing activities provided cash of $41,147 during the year ended June 30, 2015, compared to $4,763 during the year ended June 30, 2014. Financing activities during fiscal 2015 were net proceeds from shareholder advances.  

 

PLAN OF OPERATION

 

Our plan of operation for the twelve months is to complete the first and second phases of the three phased exploration program on our claim. In addition to the $19,000 we anticipate spending for the first two phases of the exploration program as outlined below, we anticipate spending an additional $16,000 on general and administration expenses including fees payable in connection with complying with reporting obligations, and general administrative costs. Total expenditures over the next 12 months are therefore expected to be approximately $35,000. If we experience a shortage of funds prior to funding we may utilize funds from our directors, however they have no formal commitment, arrangement or legal obligation to advance or loan funds to the company.

Phase 1: Localized soil surveys, trenching and sampling over known and indicated mineralized zones.

Phase 2: VLF-EM and magnetometer surveys.

Phase 3: Positive areas will need to be diamond drill tested. The amount of drilling will depend on the success of phase 1 and 2.

BUDGET

$

Phase 1

7,000

Phase 2

12,000

Phase 3

75,000

Total

94,000

We commenced Phase 1 of the exploration program on August 1, 2012. Approximately $4,862 was expended on the Mobert Property between August 1, 2012 and September 21, 2012.

On September 21, 2012, the Company received its 2012 Soil Sampling Program report for soil sampling for the Mobert Property. The report, prepared by Fladgate Exploration Consulting Corporation, confirmed that soil samples were taken from the Mobert Property. The report states, in relevant part:

“B-horizon soil sampling was planned over roughly one quarter of the Property. A grid was created consisting of eleven lines spaced 100m apart, with a total of 141 planned samples spaced at 25m. Eight samples were unable to be taken due to ground conditions, leaving 133 samples taken in total.

All samples were prepared and analysed through Accurassay Laboratories, located in Thunder Bay, Ontario. All samples sent for analyses are dried at 60°C and subjected to a jaw crusher, proceeding afterwards through an 80-mesh sieve. Samples were analysed for gold, and the Accurassay procedure ALFA3 was selected for fire assay and ICP finish, with minimal sample needed (30g). Detection limits for ALFA3 range from 3 – 10,000ppb.

Results from the 2012 soil sampling program are pending.”

The Company has not received the 2012 soil sampling results.

During the period ended June 30, 2013, the Company recognized an impairment loss of $5,888 on the mining claims.

Following phase one of the exploration program, if it proves successful in identifying mineral deposits, we intend to proceed with phase two of our exploration program. Subject to the results of phase 1, we anticipate commencing with phase 2 in spring 2015. We will require additional funding to proceed with phase 3 work on the claim; we have no current plans on how to raise the additional funding. We cannot provide any assurance that we will be able to raise sufficient funds to proceed with any work after the first two phasesdate of the exploration program.this report was to locate a mining property on which to conduct exploration.

 

OFF-BALANCE SHEET ARRANGEMENTS

 

We have no off-balance sheet arrangements.

 

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

As a “smaller reporting company,” as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.

 

 

8
Table of Contents

 

ITEM 8. FINANCIAL STATEMENTS

MICHAEL GILLESPIE & ASSOCIATES, PLLC

CERTIFIED PUBLIC ACCOUNTANTS

10544 ALTON AVE NE

SEATTLE, WA 98125

206.353.5736

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors

Lash Inc.

We have audited the accompanying balance sheet of Lash Inc. (formerly known as Cassidy Ventures, Inc.) as of June 30, 2015 and the related statements of operations, stockholders’ deficit and cash flows for the period then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Lash Inc. as of June 30, 2014 were audited by other auditors whose report dated October 13, 2014, expressed an unqualified opinion on those statements.

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 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, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion the financial statements referred to above present fairly, in all material respects, the financial position of Lash Inc. for the year ended June 30, 2015 and the results of its operations and cash flows for the year the ended in conformity with generally accepted accounting principles in the United States of America.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note #2 to the financial statements, although the Company has limited operations it has yet to attain profitability. This raises substantial doubt about its ability to continue as a going concern. Management’s plan in regard to these matters is also described in Note #2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ MICHAEL GILLESPIE & ASSOCIATES, PLLC

Seattle, Washington

January 11, 2017

F-1

 

LBB & ASSOCIATES LTD., LLP

10260 Westheimer Road, Suite 310

Houston, TX 77042

Phone: (713) 800-4343 Fax: (713) 456-2408

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors of

Cassidy Ventures, Inc.

Carson City, Nevada

 

We have audited the accompanying balance sheets of Cassidy Ventures, Inc. (the “Company”) as of June 30, 2014 and 2013, and the related statements of operations, stockholders’ deficit, and cash flows for each of the two years then ended. Cassidy Ventures, Inc.’s management is responsible for these financial statements. Our responsibility is to express an opinion on these 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Cassidy Ventures, Inc. as of June 30, 2014 and 2013, and the results of its operations and its cash flows for each of the two years then ended in conformity with accounting principles generally accepted in the United States of America.

 

As discussed in Note 3 to the financial statements, the Company's absence of significant revenues, recurring losses from operations, and its need for additional financing in order to fund its projected loss in 2015 raise substantial doubt about its ability to continue as a going concern. The 2014 financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

/s/ LBB & Associates Ltd., LLP

LBB & Associates Ltd., LLP

 

Houston, Texas

October 13, 2014

  

 

F-2
Table of Contents

 

CASSIDY VENTURESLASH, INC.

(Formerly known as Cassidy Ventures, Inc.)

Balance Sheets

 

  June 30, 2014  June 30, 2013 
         

ASSETS

         

Current Assets

        

Cash and cash equivalents

 

$

-

  

$

-

 

Total current assets

  

-

   

-

 

Other Assets

        

Mining Claim

  

-

   

-

 

Total other assets

  

-

   

-

 
         

TOTAL ASSETS

 

$

-

  

$

-

 
 

LIABILITIES & STOCKHOLDERS'  DEFICIT

         

Current Liabilities

        

Accounts payable and accrued expenses

 

$

20,328

  

$

82,773

 

Accounts payable and accrued expenses-related party

  

255,000

   

-

 

Shareholder advances

  

24,683

   

19,920

 

Total current liabilities

  

300,011

   

102,693

 

TOTAL LIABILITIES

  

300,011

   

102,693

 
         

STOCKHOLDERS' DEFICIT

        
         

Common stock, $0.001 par value, 256,000,000 shares

        

authorized; 135,000,000 shares issued and outstanding at

        

June 30, 2014 and at June 30, 2013

  

135,000

   

135,000

 

Additional paid-in capital

  

(24,500

)

  

(24,500

)

Accumulated deficit

  

(410,511

)

  

(213,193

)

TOTAL STOCKHOLDERS' DEFICIT

  

(300,011

)

  

(102,693

)

         

TOTAL LIABILITITES & STOCKHOLDERS' DEFICIT

 

$

-

  

$

-

 

 

 

June 30,
2015

 

 

June 30,
2014

 

 

 

 

 

 

 

 

Assets

Current assets:

 

 

 

 

 

 

Cash

 

$86

 

 

$-

 

Total current assets

 

 

86

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Total Assets

 

$86

 

 

$-

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Deficiency

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$9,785

 

 

$20,328

 

Accrued expenses-related party

 

 

435,000

 

 

 

255,000

 

Shareholder advances

 

 

65,830

 

 

 

24,683

 

Total current liabilities

 

 

510,615

 

 

 

300,011

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders' Deficiency:

 

 

 

 

 

 

 

 

Common stock, $0.001 par value, 256,000,000 shares authorized 148,000,000 issued and outstanding as of June 30, 2015 and 135,000,000 issued and outstanding as of June 30, 2014

 

 

148,000

 

 

 

135,000

 

Additional paid-in capital

 

 

18,162,500

 

 

 

(24,500)

Accumulated deficit

 

 

(18,821,029)

 

 

(410,511)
Total stockholders' deficiency

 

 

(510,529)

 

 

(300,011)

 

 

 

 

 

 

 

 

 

Total Liabilities and Stockholders' Deficiency

 

$86

 

 

$-

 

 

See Notes to Financial StatementsThe accompanying notes are an integral part of these financial statements.

   

 

F-3
Table of Contents

 

CASSIDY VENTURESLASH, INC.

(Formerly known as Cassidy Ventures, Inc.)

Statements of Operations

 

  Year Ended  Year Ended 
  June 30, 2014  June 30, 2013 
         

Operating Costs

        
         

Consulting fee expense

 

$

   

$

75,000

 

Management fees and rent

  

-

   

13,500

 

Exploration expense

  

-

   

8,474

 

Professional fees

  

13,981

   

15,356

 

General and administative

  

183,337

   

7,459

 
         

Loss from operations

  

(197,318

)

  

(119,789

)

         

Other income/(expense)

        

Impairment loss

  

-

   

(5,888

)

         

Net Loss

 

$

(197,318

)

 

$

(125,677

)

         

Basic loss per share

 

$

(0.00

)

 

$

(0.00

)

         

Weighted average number of

        

common shares outstanding

  

135,000,000

   

135,000,000

 

 

 

For the Years Ended

 

 

 

June 30,
2015

 

 

June 30,
2014

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

Consulting Fee Expense

 

$180,000

 

 

$180,000

 

Professional fees

 

 

24,195

 

 

 

13,981

 

General and administrative expenses

 

 

18,206,323

 

 

 

3,337

 

Total operating expenses

 

 

18,410,518

 

 

 

197,318

 

 

 

 

 

 

 

 

 

 

Net operating loss

 

 

(18,410,518)

 

 

(197,318)

 

 

 

 

 

 

 

 

 

Net loss

 

$(18,410,518)

 

$(197,318)

 

 

 

 

 

 

 

 

 

Basic and diluted income (loss) per share

 

$(0.13)

 

$(0.00)

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - basic and diluted

 

 

142,265,753

 

 

 

135,000,000

 

 

See Notes to Financial StatementsThe accompanying notes are an integral part of these financial statements.

 

 

F-4
Table of Contents

 

CASSIDY VENTURESLASH, INC.

Statements(Formerly known as Cassidy Ventures, Inc.)

Statement of Stockholder's DeficitChanges in Stockholders' Deficiency

For the years ended June 30, 20142015 and 20132014

 

      Common Additional         
  Common  Stock  Paid-in  Accumulated     
  Stock  Amount  Capital  Deficit  Total 
                     

Balance, June 30, 2012

  

135,000,000

  $

135,000

  $

(38,000

)

 $

(87,516

)

 $

9,484

 

Donated services

  -   -   

13,500

   -   

13,500

 

Net loss

  -   -   -   

(125,677

)

  

(125,677

)

Balance June 30, 2013

  

135,000,000

   

135,000

   

(24,500

)

  

(213,193

)

  

(102,693

)

Net loss

  -   -   -   

(197,318

)

  

(197,318

)

Balance June 30, 2014

  

135,000,000

  

$

135,000

  

$

(24,500

)

 

$

(410,511

)

 

$

(300,011

)

 

 

Common Stock

 

 

Additional

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

Paid-In

 

 

Accumulated

 

 

Stockholders'

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Deficit

 

 

Deficiency

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at June 30, 2013

 

 

135,000,000

 

 

$135,000

 

 

 

(24,500)

 

 

(213,193)

 

$(102,693)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(197,318)

 

 

(197,318)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at June 30, 2014

 

 

135,000,000

 

 

$135,000

 

 

 

(24,500)

 

 

(410,511)

 

$(300,011)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Issuance of common stock for services

 

 

13,000,000

 

 

 

13,000

 

 

 

18,187,000

 

 

 

 

 

 

 

18,200,000

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(18,410,518)

 

 

(18,410,518)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at June 30, 2015

 

 

148,000,000

 

 

$148,000

 

 

 

18,162,500

 

 

 

(18,821,029)

 

$(510,529)

 

See Notes to Financial StatementsThe accompanying notes are an integral part of these financial statements.

  

 

F-5
Table of Contents

 

CASSIDY VENTURESLASH, INC.

(Formerly known as Cassidy Ventures, Inc.)

Statements of Cash Flows Flow

 

  Year Ended  Year Ended 
  June 30, 2014  June 30, 2013 
         

CASH FLOWS FROM OPERATING ACTIVITIES

        

Net loss

 

$

(197,318

)

 

$

(125,677

)

Adjustments to reconcile net loss to net cash

        

used in operating activities:

        

Donated services

  

-

   

13,500

 

Impairment loss

  

-

   

5,888

 

Changes in operating assets and liabilities:

        

Accounts payable and accrued expenses

  

12,555

   

4,407

 

Accounts payable and accrued expenses-related party

  

180,000

   

75,000

 

Net cash used in operating activities

  

(4,763

)

  

(26,882

)

         

CASH FLOWS FROM INVESTING ACTIVITIES

        

Acquisition of mining claim

  

-

   

-

 

Net cash used in investing activities

  

-

   

-

 
         

CASH FLOWS FROM FINANCING ACTIVITIES

        

Proceeds from shareholder advances

  

4,763

   

19,900

 

Issuance of common stock for cash

  

-

   

-

 

Net cash provided by financing activities

  

4,763

   

19,900

 
         

Net change in cash

  

-

   

(6,982

)

Cash and cash equivalents at beginning of period

  

-

   

6,982

 

Cash and cash equivalents at end of period

 

$

-

  

$

-

 
         

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION 

  
         

Cash paid during year for :

        
         

Interest

 

$

-

  

$

-

 

Income Taxes

 

$

-

  

$

-

 

 

 

For the Years Ended

 

 

 

June 30,
2015

 

 

June 30,
2014

 

 

 

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

 

$(18,410,518)

 

$(197,318)
Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

Stock based compensation

 

 

18,200,000

 

 

 

-

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

 

(10,543)

 

 

12,555

 

Accrued expenses-related party

 

 

180,000

 

 

 

180,000

 

Net cash used in operating activities

 

 

(41,061)

 

 

(4,763)

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

Proceeds from shareholders advances

 

 

41,147

 

 

 

4,763

 

Net cash provided by financing activities

 

 

41,147

 

 

 

4,763

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash

 

 

86

 

 

 

-

 

Cash - beginning of the year

 

 

-

 

 

 

-

 

Cash - end of the year

 

$86

 

 

$-

 

 

 

 

 

 

 

 

 

 

Supplemental disclosures:

 

 

 

 

 

 

 

 

Interest paid

 

$-

 

 

$-

 

Income taxes

 

$-

 

 

$-

 

 

 

 

 

 

 

 

 

 

Non-cash transactions:

 

 

 

 

 

 

 

 

Stock Compenstaion

 

$18,200,000

 

 

$-

 

 

See Notes to Financial StatementsThe accompanying notes are an integral part of these financial statements.

 

 

F-6
Table of Contents

 

Lash, Inc.

(Formerly known as Cassidy Ventures, Inc.)

Notes to Financial Statements 

June 30, 20142015

 

NOTE 1 ORGANIZATION AND DESCRIPTION OF BUSINESS

 

Cassidy Ventures, Inc. (the “Company”) was incorporated in the State of Nevada on September 14, 2009, and its year-end is June 30. The Company’s principle executive office address is 297 President Street, Brooklyn, New York 11231.

The Company has acquired mineral properties located in the Thunder Bay mining district, Province of Ontario, Canada but has not yet determined whether these properties contain reserves that are economically recoverable. The recoverability of costs incurred for acquisition and exploration of the properties will be dependent upon the discovery of economically recoverable reserves, confirmation of the Company’s interest in the underlying properties, the ability of the Company to obtain necessary financing to satisfy the expenditure requirements and to complete the development of the properties and upon future profitable production or proceeds from the sale thereof.

 

Certain amountsSee name change and business model change in the 2013 financial statements have been reclassified to conform to the 2014 financial statement presentation. These reclassifications have no impact on net loss.Note 7 - Subsequent Events.

 

NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

BasisUse of AccountingEstimates

 

The Company’spreparation of financial statements are prepared usingin conformity with accounting principles generally accepted in the accrual method of accounting and are presented in United States Dollars.of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The Company provides estimates for its common stock valuations and valuation allowances for deferred taxes.

Cash Flow Reporting

 

The Company has electedfollows ASC 230, Statement of Cash Flows, for cash flows reporting, classifies cash receipts and payments according to adopt early applicationwhether they stem from operating, investing, or financing activities and provides definitions of Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Eliminationeach category, and uses the indirect or reconciliation method ("Indirect method") as defined by ASC 230, Statement of Certain Financial Reporting Requirements;Cash Flows, to report net cash flow from operating activities by adjusting net income to reconcile it no longer presents or discloses inception-to-date informationto net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments.

Cash and Cash Equivalents

The Company considers all highly liquid debt instruments and other remaining disclosure requirementsshort-term investments with maturity of Topic 915.three months or less, when purchased, to be cash equivalents. There were no cash equivalents as of June 30, 2015 and 2014.

 

Cash and cash equivalents deposited with financial institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”). The Company did not hold cash in excess of FDIC insurance coverage at a financial institution as of June 30, 2015 and 2014.

Basic Earnings (loss) per Share

 

The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share. ASC 260 specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock.

 

Basic net earnings (loss) per share amounts are computed by dividing the net earnings (loss) by the weighted average number of common shares outstanding. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company.

 

Cash
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Fair Value Measurements

In September 2006, the FASB issued ASC 820 (previously SFAS 157) which defines fair value, establishes a framework for measuring fair value, and Cash Equivalentsexpands disclosures about fair value measurements. The provisions of ASC 820 were effective January 1, 2008.

As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observations of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

The three levels of the fair value hierarchy defined by ASC 820 are as follows:

Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.

Level 2 – Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars.

Level 3 – Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

Income Taxes

 

The Company considers all highly liquid investments purchased with an original maturityaccounts for income taxes utilizing the liability method of three months or lessaccounting. Under the liability method, deferred taxes are determined based on differences between financial statement and tax bases of assets and liabilities at enacted tax rates in effect in years in which differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are expected to be cash equivalents.


Cassidy Ventures, Inc.

Notes to Financial Statements

June 30, 2014

Recent Accounting Pronouncementsrealized.

 

The Company follows ASC 740-10, “Accounting for Uncertainty in Income Taxes” (“ASC 740-10”). This interpretation requires recognition and measurement of uncertain income tax positions using a “more-likely-than-not” approach. ASC 740-10 is effective for fiscal years beginning after December 15, 2006. Management has implemented all new accounting pronouncementsadopted ASC 740-10 for 2007, and they evaluate their tax positions on an annual basis, and have determined that as of June 30, 2015, no additional accrual for income taxes is necessary. The Company’s policy is to recognize both interest and penalties related to unrecognized tax benefits expected to result in payment of cash within one year are classified as accrued liabilities, while those expected beyond one year are classified as other liabilities. The Company has not recorded any interest or penalties since its inception.

The Company intends to file income tax returns in effectthe U.S. federal tax jurisdiction and that may impact its financial statements and doesvarious state tax jurisdictions. The tax years for 2010 to 2014 remain open for examination by federal and/or state tax jurisdictions. The Company is currently not believe that there areunder examination by any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.tax jurisdictions for any tax year.

 

NOTE 3 GOING CONCERN
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Going Concern

 

These financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred a loss since inception resulting in an accumulated deficit of $410,511$18,821,029 at June 30, 20142015 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and/or private placement of common stock.

 

There is no guarantee that the Company will be able to raise any capital through any type of offering.

NOTE 3 MISSTATEMENT OF PRIOR QUARTERS FINANCIAL STATEMENTS

During December 2014, the Company issued 13,000,000 shares of the Company’s common stock valued at $18,200,000 or $1.40 per share to compensate various consultants for services to the Company. In-addition during the quarter ending March 31, 2015, some minor adjustments impacting cash and current liabilities were not recorded in the accounting records. The recording of the stock based compensation and other minor entries were inadvertently omitted from the previously filed Form 10Qs for the three and six months ended December 31, 2014 and the nine months ended March 31, 2015. The Company has recorded the misstatements as of June 30, 2015 in the accompanying balance sheet and statement of operations.

The Company is a start-up entity with no revenues and limited resources. The misstatement of stock based compensation is a non-cash item and the other adjustments are not material, which the Company does not believe impacts the quality of the financial statements. The impact on basic and diluted loss per share is $0.13 per share for the three and six months ended December 31, 2014 and the nine months ended March 31, 2015. In accordance with FN76 - FASB Concepts Statement No. 2, Qualitative Characteristics of Accounting Information, the Company’s position is there is a low probability that the judgment of a reasonable person relying upon the financial statements and notes would have been changed or influenced by the correction of the misstatement. We have not amended and do not intend to amend any of our previously filed Quarterly Reports for the periods affected by the misstatement. 

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Table of Contents

The following is the impact of the misstatements on the previously filed quarterly reports for the nine months ended March 31, 2015. 

Balance Sheets (Unaudited)

 

 

 

 

  

 

 

 

Quarter ended

 

 

 

Dec. 31, 2014

 

 

Mar. 31, 2015

 

Cash

 

 

 

 

 

 

Previous reported

 

$295

 

 

$295

 

Adjustment

 

 

-

 

 

 

1,551

 

Total

 

$295

 

 

$1,846

 

 

 

 

 

 

 

 

 

 

Total Assets

 

$295

 

 

$1,846

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Deficit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

 

Previous reported 

 

$413,815

 

 

$462,909

 

Adjustment

 

 

-

 

 

 

1,636

 

Total

 

$413,815

 

 

$464,545

 

 

 

 

 

 

 

 

 

 

Stockholders' Deficit:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock

 

 

 

 

 

 

 

 

Previous reported

 

$135,000

 

 

$135,000

 

Adjustment

 

 

13,000

 

 

 

13,000

 

Total

 

$148,000

 

 

$148,000

 

 

 

 

 

 

 

 

 

 

Additional paid in capital

 

 

 

 

 

 

 

 

Previous reported

 

$(24,500)

 

$(24,500)

Adjustment

 

 

18,187,000

 

 

 

18,187,000

 

Total

 

$18,162,500

 

 

$18,162,500

 

 

 

 

 

 

 

 

 

 

Accumulated deficit

 

 

 

 

 

 

 

 

Previous reported

 

$(524,020)

 

$(573,114)

Adjustment

 

 

(18,200,000)

 

 

(18,200,085)

Total

 

$(18,724,020)

 

$(18,773,199)

 

 

 

 

 

 

 

 

 

Total stockholders' deficit

 

 

 

 

 

 

 

 

Previous reported

 

$(413,520)

 

$(462,614)

Adjustment

 

 

-

 

 

 

(85)

Total

 

$(413,520)

 

$(462,699)

 

 

 

 

 

 

 

 

 

Total Liabilities and Stockholders' Deficit

 

$295

 

 

$1,846

 

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Table of Contents

Statements of Operations (unaudited)  

 

 

 

 

 

 

 

 

 

 

 

 

 

 Three

 

 

 Six

 

 

 Three

 

 

 Nine

 

 

 

 Months Ended

 

 

 Months Ended

 

 

 Months Ended

 

 

 Months Ended

 

 

 

 Dec. 31, 2014

 

 

 Dec. 31, 2014

 

 

 Mar. 31, 2015

 

 

 Mar. 31, 2015

 

Total operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Previous reported

 

$60,711

 

 

$113,509

 

 

$49,095

 

 

$162,604

 

Adjustment

 

 

18,200,000

 

 

 

18,200,000

 

 

 

85

 

 

 

18,200,085

 

Total

 

$18,260,711

 

 

$18,313,509

 

 

$49,180

 

 

$18,362,689

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Previous reported

 

$(60,711)

 

$(113,509)

 

$(49,095)

 

$(162,604)

Adjustment

 

 

(18,200,000)

 

 

(18,200,000)

 

 

(85)

 

 

(18,200,085)

Total

 

$(18,260,711)

 

$(18,313,509)

 

$(49,180)

 

$(18,362,689)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted income (loss) per share as reported

 

$(0.00)

 

$(0.00)

 

$(0.00)

 

$(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - basic and diluted as reported

 

 

135,000,000

 

 

 

135,000,000

 

 

 

135,000,000

 

 

 

135,000,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted income (loss) per share as adjusted

 

$(0.13)

 

$(0.13)

 

$(0.00)

 

$(0.13)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - basic and diluted as adjusted

 

 

138,250,000

 

 

 

136,625,000

 

 

 

148,000,000

 

 

 

140,361,314

 

  

NOTE 4 RELATED PARTY TRANSACTIONS

 

As of June 30, 2015 and 2014, there are loans from a shareholder totaling $65,830 and $24,683 respectively. These advances are unsecured, due on demand and carry no interest or collateral.

On February 1, 2013,2015, the Company entered into a 24 month consulting agreement extension with William Drury, an Officer of thisthe Company and WICAWIBE LLC. 297 President Street, Brooklyn, NY 11231. The agreement endsexpires on February 1, 2015January 31, 2017 and the monthly fee is $15,000. MrMr. Drury has agreed to defer payment of said fees until the Company receives additional operating capital or upon completion of thisthe extended agreement. As of June 30, 20142015 and 2013,2014, the accrued expense iswas $435,000 and $255,000, and $75,000.respectively. During the yearstwelve months ended June 30, 20142015 and 2013,2014, the Company incurred $180,000 in consulting expense, of $180,000 and $75,000, respectively, pursuant to the consulting agreement.

 

The officer of the Company could become involved in other business activities as they become available. This could create a conflict between the Company and the other business interests. The Company has not formulated a policy for the resolution of such a conflict should one arise.

 

Shareholder advances from a related party as of June 30, 2014 and 2013 are $24,683 and $19,920, respectively.

 

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Cassidy Ventures, Inc.

Notes to Financial Statements

June 30, 2014

 

NOTE 5 PROVISION FOR INCOME TAXES

 

The Company follows ASC 740. Deferred income taxes reflectare determined using the netliability method for the temporary differences between the financial reporting basis and income tax basis of the Company's assets and liabilities. Deferred income taxes are measured based on the tax rates expected to be in effect of (a)when the temporary differencedifferences are included in the Company's tax return. Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities for financial purposes and the amounts used for incometheir respective tax reporting purposes and (b) net operating costs carry-forwards. No net provision for refundable Federal income tax has been made in the accompanying statement of loss because no recoverably taxes were paid previously. Similarly, no deferred tax asset attributable to the net operating loss carry-forward and accrued expenses has been recognized as it is not determined likely to be realized.bases.

 

The provision for refundable Federalfederal income tax consists of the following for the periods12 months ending:

 

 June 30, 2014 June 30, 2013 

 

June 30, 2015

 

 

June 30, 2014

 

Federal income tax benefit attributable to:

     

 

 

 

 

 

Net operating loss

 

$

67,088

  

$

42,730

 

 

$6,259,576

 

$67,088

 

Less, valuation allowance

  

(67,088

)

  

(42,730

)

 

 

(6,259,576)

 

 

(67,088)

Net benefit

 $

-

  $

-

 

 

$-

 

 

$-

 

 

The cumulative tax effect at the expected rate of 34% of significant items comprising ouron the net deferred tax amount is as followsfollows:

 

 June 30, 2014 June 30, 2013 

 

June 30, 2015

 

 

June 30, 2014

 

Deferred tax attributed:

     

 

 

 

 

 

Deferred tax benefits –accrued expenses

 $86,700 $25,500 

Net operating loss carryover and accrued expenses

  

52,874

   

46,986

 

Deferred tax benefits

 

$6,399,150

 

$139,574

 

Less valuation allowance

  

(139,574

)

  

(72,486

 

 

(6,399,150)

 

 

(139,574)

Net Deferred Tax Asset

 

$

-

  

$

-

 

 

$-

 

 

$-

 

 

OnAt June 30, 2015 and 2014, the Company had an unuseda net operating loss carry-forward("NOL's") carry forward in the amount of $18,821,029 and $410,511, that isrespectively, available to offset future taxable income;income. The Company established valuation allowances equal to the loss carry-forward will start to expire in 2031. Realizationfull amount of the deferred tax assets is dependent upon sufficientdue to the uncertainty of the utilization of the operating losses in future periods. The Company has not filed its federal tax returns since inception and therefore, the NOL's will not be available to offset future taxable income duringuntil the period that deductible temporary differencestax returns are filed with the respective federal tax authorities.  

A reconciliation of the Company's effective tax rate as a percentage of income before taxes and carryforwards are expected to be available to reduce taxable income. Asfederal statutory rate for the achievement of required future taxable incomeperiods ended June 30, 2015 and 2014 is uncertain, the Company recorded a valuation allowance.summarized below.

 

 

2015

 

 

2014

 

 

 

 

 

 

 

 

Federal statutory rate

 

 

(34.0)%

 

 

(34.0)%

State income taxes, net of federal benefits

 

 

0.0

 

 

 

0.0

 

Valuation allowance

 

 

34.0%

 

 

34.0%

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NOTE 6 MINERAL PROPERTYEQUITY TRANSACTIONS

 

On June 17, 2011,During December 2014, a consultant was granted 5,000,000 unregistered shares of the Company paid $5,888Company’s common stock for services to the property acquisition of claim # 4256860 in the Thunder Bay mining district of, Ontario, Canada. During the period ended June 30, 2013, the Company recognized an impairment loss of $5,888Company. The shares were valued at $7,000,000 or $1.40 per share. The shares were issued on the mining claim.


Cassidy Ventures, Inc.

Notes to Financial Statements

June 30, 2014December 8, 2014.

 

NOTE 7 EQUITY TRANSACTIONSDuring December 2014, a consultant was granted 200,000 unregistered shares of the Company’s common stock for services to the Company. The shares were valued at $280,000 or $1.40 per share. The shares were issued on December 8, 2014.

 

On March 6, 2013, the Company declaredDuring December 2014, a stock dividend of nineteen (19)consultant was granted 3,700,000 unregistered shares of the Company’s common stock at par value of $0.001 per share, to all shareholders of record as of this date, effective 10 days after notificationfor services to the Financial Industry Regulatory Authority (“FINRA”).Company. The shares were valued at $5,180,000 or $1.40 per share. The shares were issued on December 8, 2014.

 

On March 7, 2013,During December 2014, a consultant was granted 100,000 unregistered shares of the Company authorized an AmendmentCompany’s common stock for services to the Articles of Incorporation, allowing the Company to issue up toCompany. The shares were valued at $140,000 or $1.40 per share. The shares were issued on December 8, 2014.

During December 2014, a maximum of two hundred and fifty six million (256,000,000)consultant was granted 3,100,000 unregistered shares of the Company’s common stock for services to the Company. The shares were valued at a par value of $0.001$4,340,000 or $1.40 per share. The shares were issued on December 8, 2014.

During December 2014, a consultant was granted 200,000 unregistered shares of the Company’s common stock for services to the Company. The shares were valued at $280,000 or $1.40 per share. The shares were issued on December 8, 2014.

During December 2014, a consultant was granted 200,000 unregistered shares of the Company’s common stock for services to the Company. The shares were valued at $280,000 or $1.40 per share. The shares were issued on December 8, 2014.

During December 2014, a consultant was granted 200,000 unregistered shares of the Company’s common stock for services to the Company. The shares were valued at $280,000 or $1.40 per share. The shares were issued on December 8, 2014.

During December 2014, a consultant was granted 200,000 unregistered shares of the Company’s common stock for services to the Company. The shares were valued at $280,000 or $1.40 per share. The shares were issued on December 8, 2014.

During December 2014, a consultant was granted 100,000 unregistered shares of the Company’s common stock for services to the Company. The shares were valued at $140,000 or $1.40 per share. The shares were issued on December 8, 2014.

 

As of June 30, 20142015 there are 256,000,000 shares of common stock at par value of $0.001 per share authorized and 135,000,000148,000,000 issued and outstanding.

 

The stock dividend has been shown retroactively.
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Table of Contents

  

NOTE 87 SUBSEQUENT EVENTS

 

During September 2016, the Company elected to cease all mining activities and focus on a new business model which provides quality eye lash services to customers.

On September 19, 2016, the shareholders of Company approved an increase to the number of authorized shares from 256,000,000 shares to 500,000,000 shares and added 25,000,000 shares of (“blank check”) preferred stock, par value $0.001 per share. The board of directors of the Company is authorized to provide for the issuance of preferred stock in series, to establish the number of shares to be included in each series, and to fix the designation, powers, preference and rights to the shares of each series and any qualifications, limitations or other restrictions. The Company evaluated all events or transactions that occurred after June 30, 2014 up throughfiled a Certificate of Amendment with the date these financial statements were available for issuance. During this period,State of Nevada, effective on September 28, 2016, increasing the number of authorized shares from 256,000,000 shares to 500,000,000 shares and adding a new class of 25,000,000 shares of (“blank check”) preferred stock, par value $0.001 per share.

On September 19, 2016, the shareholders of Company approved the sale of 159,000,000 shares of the Company did not have any material recognizable subsequent events.common stock for $0.003144654 per share for an aggregate of $50,000 to Amber Finney, the Company’s president. On November 2, 2016, the Company issued 159,000,000 shares to Ms. Finney to settle the obligation.

 

On September 28, 2016, William Drury resigned as President, Treasurer and director of the Company. Mr. Drury remains the Company’s Secretary. On October 2, 2016, the board of directors accepted the resignation of Mr. Drury and approved a settlement agreement dated September 29, 2016, which provides a payment of $50,000 in cash and $50,000 in the Company’s common stock to release the Company from all possible claims of accrued salary, independent contractor fees, expense and cost owed to Mr. Drury. As stated in the settlement agreement, $46,500 was paid directly to Mr. Drury on October 5, 2016 and the remaining $3,500 paid directly to an attorney for the legal fees related to the settlement agreement. The shares of the Company’s common stock are issuable to Mr. Drury in increments of 250,000 shares. Mr. Drury will continue to be issued 250,000 until he is able to garner $50,000 by selling the shares in the over-the-counter market or an exchange (as defined under the securities act of 1933, as amended). On October 24, 2016, the Company issued 1,000,000 shares of the Company’s common stock to Mr. Drury to partially settle the $50,000 common stock obligation. As a result of the settlement, the Company wrote-off liabilities of approximately $675,000 related to Mr. Drury to the statement of operations during the three months ended September 30, 2016.

On September 28, 2016, Amber Finney was appointed as President, Treasurer and director of the Company.

On October 17, 2016, the shareholders of Cassidy Ventures Inc., approved a name change and approved a 1-for-70 reverse split. Thereafter, Cassidy Ventures Inc. filed a Certificate of Amendment with the State of Nevada, effective on October 19, 2016, changing its name to “Lash, Inc.” and the contemplated 1-for-70 reverse split. On October 28, 2016 and in accordance with SEC Rule 10b-17 and FINRA Rule 6490, the Company submitted documents and other information to FINRA in furtherance of pursuing and obtaining approval of the subject reverse stock split. The Company must submit additional documents requested by, and necessary to obtain approval of, FINRA in connection with the subject reverse stock split. As of January 30, 2017, the reverse has not been declared effective.

 

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Table of Contents

 

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON FINANCIAL DISCLOSURE

 

None.

 

ITEM 9A. CONTROLS AND PROCEDURES

 

DISCLOSURE CONTROLS AND PROCEDURES

 

Under the supervision and with the participation of our management, including our principal executive officer and the principal financial officer, we are responsible for conducting an evaluation of the effectiveness of the design and operation of our internal controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of the fiscal year covered by this report. Disclosure controls and procedures means that the material information required to be included in our Securities and Exchange Commission (“SEC”) reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, including any consolidating subsidiaries, and was made known to us by others within those entities, particularly during the period when this report was being prepared. Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were not effective as of June 30, 2014.2015.

 

MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

 

As of June 30, 2014,2015, management assessed the effectiveness of our internal control over financial reporting. The Company's management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange Act of 1934, as amended, as a process designed by, or under the supervision of, the Company’s Chief Executive Officerprincipal executive officer and Chief Financial Officerthe principal financial officer and effected by the Company’s Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP in the United States of America and includes those policies and procedures that:

 


·

Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect our transactions and dispositions of our assets;

 

·

Provide reasonable assurance our transactions are recorded as necessary to permit preparation of our financial statements in accordance with GAAP, and that receipts and expenditures are being made only in accordance with authorizations of our management and directors; and

 

·

Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statement.

9
Table of Contents

 

In evaluating the effectiveness of our internal control over financial reporting, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control – Integrated Framework. Based on that evaluation, completed only by William Drury,Amber Joy Finney, our Secretary,President and Chief Officer, Treasurer and sole Director,director, who also serves as our principal executive officer, principal financial officer and principal accounting officer, Mr. DruryMs. Finney concluded that, during the period covered by this report,as of June 30, 2015, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below.

 

This was due to deficiencies that existed in the design or operation of our internal controls over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

  

The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (i) lack of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (ii) inadequate segregation of duties consistent with control objectives; and (iii) ineffective controls over period end financial disclosure and reporting processes. The aforementioned material weaknesses were identified by our Secretary, Treasurer and sole Director, who also serves as our principal financial officer and principal accounting officer, in connection with the review of our financial statements as of June 30, 2014.2015.

 

Management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

 

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING.

 

There were no changes in the Company’s internal control over financial reporting that occurred during the fourth quarter of the year ended June 30, 20142015 that have materially affected, or that are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

ITEM 9B. OTHER INFORMATION.

 

None.

 

 

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PART III

 

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 

Our executive officer’s and director’s and their respective ages as of June 30, 20142015 are as follows:

 

Name

Age

Positions and Offices

Keith Fredricks

57

President

William Drury

5153

President, Secretary, Treasurer and Director

 

The directors named above will serve until the next annual meeting of the stockholders or until their respective resignation or removal from office. Thereafter, directors are anticipated to be elected for one-year terms at the annual stockholders’ meeting. Officers will hold their positions at the pleasure of the Board of Directors, absent any employment agreement, of which none currently exists or is contemplated.

 

Set forth below is a brief description of the background and business experience of our executive officers and directors for the past five years.

 

KEITH FREDRICKS, AGE 58

Mr. Fredricks has served as our President since February 19, 2013. Mr. Fredricks is the founder and CEO of General 3D Corp. and creator of 3DF33D technology for stereoscopic video streaming using HTML5 technology. Mr. Fredricks has a background in stereoscopic video going back over 25 years. In the early 1980s, Mr. Fredricks created a 3D digitizer using stereoscopic structured light processing for digital cameras. He founded the Virtual Reality Lab at Cray Research, building systems for tracking, gesture recognition and stereoscopic visualization including the first commercial massively parallel rendering and animation system. Mr. Fredricks was also CTO at several multimedia Web startups and ran R&D for NewSight, an autostereoscopic display manufacturer where he introduced real time 2 view to multiview conversion and glasses-free multiview 3D videoconferencing.

WILLIAM DRURY, AGE 5253

 

Mr. Drury has served as our secretary, Treasurer and sole Director since February 19, 2013. Mr. Drury also served as our President from July 31, 2015 until September 28, 2016. Mr. Drury also serves as President and sole Director of Century Gold Ventures Inc. Mr. Drury has over 1516 years of executive level experience in a wide range of disciplines. Mr. Drury is President at General 3D Corp. Previously, Mr. Drury served as President of Quantum Genomics Corp., an international biochemical development business based in Paris, France. Mr. Drury has also served as Director of Production and Content Services at NewSight Corp., a software and hardware company that invents, manufactures, markets and sells auto stereoscopic LCD and Plasma displays and content. Prior to his time at NewSight, Mr. Drury was the Vice President of Production at VRex, a stereoscopic visualization technology company. At VRex, Mr. Drury designed, constructed, and staffed one of the first full time true 3D stereoscopic production facilities in the world, creating content for clients, such as, the United States Army, Merck, Merrill Lynch, and Pfizer. At VRex Mr. Drury’s work was instrumental in the sale of VRex to the Malaysian Government for inclusion in their Cyber Jaya Technology Park. Mr. Drury holds degrees from Boston University and Baruch College. Mr. Drury is also member of the boards of directors of Quantum Genomics Corporation, ICN Corporation and Global Oxygen Development Corp.

 

TERM OF OFFICE

 

All directors hold office until the next annual meeting of the stockholders of the Company and until their successors have been duly elected and qualified. The Company’s Bylaws provide that the Board of Directors will consist of no less than three members. Officers are elected by and serve at the discretion of the Board of Directors.

 


DIRECTOR INDEPENDENCE

 

Our board of directors is currently composed of one member, who does not qualify as an independent director in accordance with the published listing requirements of the NASDAQ Global Market. The NASDAQ independence definition includes a series of objective tests, such as that the director is not, and has not been for at least three years, one of our employees and that neither the director, nor any of his family members has engaged in various types of business dealings with us. In addition, our board of directors has not made a subjective determination as to each director that no relationships exist which, in the opinion of our board of directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director, though such subjective determination is required by the NASDAQ rules. Had our board of directors made these determinations, our board of directors would have reviewed and discussed information provided by the directors and us with regard to each director’s business and personal activities and relationships as they may relate to us and our management.

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CERTAIN LEGAL PROCEEDINGS

 

No director, nominee for director, or executive officer of the Company has appeared as a party in any legal proceeding material to an evaluation of his ability or integrity during the past five years.

 

SIGNIFICANT EMPLOYEES AND CONSULTANTS

 

Other than our officers and directors, we currently have no other significant employees.

 

AUDIT COMMITTEE AND CONFLICTS OF INTEREST

 

Since we do not have an audit or compensation committee comprised of independent directors, the functions that would have been performed by such committees are performed by our directors. The Board of Directors has not established an audit committee and does not have an audit committee financial expert, nor has the Board of Directors established a nominating committee. The Board is of the opinion that such committees are not necessary since the Company is an early exploration stage company and has only two directors, and to date, such directors have been performing the functions of such committees. Thus, there is a potential conflict of interest in that our directors and officers have the authority to determine issues concerning management compensation, nominations, and audit issues that may affect management decisions.

 

There are no family relationships among our directors or officers. Other than as described above, we are not aware of any other conflicts of interest with any of our executive officers or directors.

 

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

 

Section 16(a) of the Securities Exchange Act of 1934 requires our executive officers and directors, and persons who own more than ten percent of a registered class of our equity securities, file reports of ownership and changes in ownership with the SEC. Executive officers, directors and greater-than-ten percent stockholders are required by SEC regulations to furnish us with all Section 16(a) forms they file. Based on our review of filings made on the SEC website, and the fact of us not receiving certain forms or written representations from certain reporting persons that they have complied with the relevant filing requirements, we believe that, during the year ended June 30, 2014,2015, none of our executive officers, directors and greater-than-ten percent stockholders complied with all Section 16(a) filing requirements.

 

CODE OF ETHICS

 

The Company has not adopted a code of ethics that applies to its principal executive officers, principal financial officer, principal accounting officer or controller, or persons performing similar functions. The Company has not adopted a code of ethics because it has only commenced operations.

 

 

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ITEM 11. EXECUTIVE COMPENSATION

 

The following tables set forth certain information about compensation paid, earned or accrued for services by our President and all other executive officers (collectively, the “Named Executive Officers”) in the fiscal years ended June 30, 20142015 and 2013:2014:

 

SUMMARY COMPENSATION TABLE

 

The table below summarizes all compensation awarded to, earned by, or paid to our Officers for all services rendered in all capacities to us as of the year ended June 30, 2014,2015, for the fiscal year ended as indicated.

 

Name and
Principal
Position

 

Year

 Salary
($)
  

Bonus
($)

  Stock Awards
($)
  

Option Awards
($)

  Non-Equity Incentive Plan Compensation
($)
  Nonqualified Deferred Compensation
($)
  All Other Compensation
($)
  Total
($)
 

Keith Fredricks (1)

 

2014

  

0

   

0

   

0

   

0

   

0

   

0

   

0

   

0

 
  

2013

  

0

   

0

   

0

   

0

   

0

   

0

   

0

   

0

 
                                   

William Drury (2)

 

2014

  

0

   

0

   

0

   

0

   

0

   

0

   

0

   

0

 
  

2013

  

0

   

0

   

0

   

0

   

0

   

0

   

0

   

0

 

 

 

 

 

 

 

 

 

 

Edward Hayes (3)

2014

0

0

0

0

0

0

0

0

2013

0

0

0

0

0

0

0

0

 

 

 

 

 

 

 

 

 

Linda Lamb (4)

2014

0

0

0

0

0

0

0

0

2013

0

0

0

0

0

0

0

0

 ___________ 

Name and Principal Position

 

Year

 

Salary
($)

 

Bonus
($)

 

Stock

Awards
($)

 

Option

Awards
($)

 

Non-Equity

Incentive

Plan

Compensation($)

 

Nonqualified

Deferred

Compensation

($)

 

All Other

Compensation
($)

 

Total
($)

 

Keith Fredricks (1)

 

2015

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

 

2014

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

William Drury (2)

 

2015

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

 

2014

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

 

0

 

(1) Appointed President on February 19, 2013.___________

(2) Appointed Secretary, Treasurer and Director on February 19, 2013. On February 1, 2013, the Company entered into a 24 month consulting agreement with William Drury, and WICAWIBE LLC, an entity controlled by Mr. Drury, pursuant to which the company has agreed to pay Mr. Drury a monthly fee of $15,000. The agreement terminated on February 15, 2015. Mr Drury has agreed to defer payment of said fees until the Company receives additional operating capital or upon completion of this agreement. As of June 30, 2014, the accrued expense is $255,000.

(3) Served as President from July 10, 2010 until February 19, 2103. Served as Director from July 30, 2010 until February 19, 2013.

(4) Served as Secretary, Treasurer and Director from September 14, 2009, until February 19, 2013, and served as President from September 14, 2009 through July 30, 2010.
(1)Appointed President on February 19, 2013, and resigned from such office on July 31, 2015

(2)Appointed Secretary, Treasurer and director on February 19, 2013. Appointed President on July 31, 2015. Resigned as President, Treasurer and director September 28, 2016, and continues to serve as Secretary. On February 1, 2013, the Company entered into a 24-month consulting agreement with William Drury, and WICAWIBE LLC, an entity controlled by Mr. Drury, pursuant to which the company has agreed to pay Mr. Drury a monthly fee of $15,000. The agreement terminated on February 15, 2015. Mr. Drury has agreed to defer payment of said fees until the Company receives additional operating capital or upon completion of this agreement. As of June 30, 2015, the accrued expense is $435,000.

 

None of our directors have received monetary compensation since our inception through June 30, 2014.2015. We currently do not pay any compensation to our directors serving on our board of directors.


 

STOCK OPTION GRANTS

 

We have not granted any stock options to the executive officers since our inception. Upon the further development of our business, we will likely grant options to directors and officers consistent with industry standards for junior mineral exploration companies.

 

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Table of Contents

EMPLOYMENT AGREEMENTS

 

The Company is not a party to any employment agreement and has no compensation agreement with any of its officers and directors.

  

DIRECTOR COMPENSATION

 

The following table sets forth director compensation as of June 30, 2014:2015:

 

 Fees   Non-Equity Nonqualified   

 

Fees

 

 

 

 

 

Non-Equity

 

Nonqualified

 

 

 

 

 

 Earned   Incentive Deferred   

 

Earned

 

 

 

 

 

Incentive

 

Deferred

 

 

 

 

 

 Paid in Stock Option Plan Compensation All Other  

 

Paid in

 

Stock

 

Option

 

Plan

 

Compensation

 

All Other

 

 

 

Name

 Cash
($)
 Awards
($)
 Awards
($)
 Compensation ($) Earnings
($)
 Compensation ($) Total
($)
 

 

Cash

($)

 

 

Awards

($)

 

 

Awards

($)

 

 

Compensation

($)

 

 

Earnings

($)

 

 

Compensation

($)

 

 

Total

($)

 

        

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wiliam Drury (1)

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

William Drury (1)

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

__________

(1) Appointed Secretary, Treasurer and Director
(1)Appointed Secretary, Treasurer and director on February 19, 2013. Appointed President on July 31, 2015. Resigned as President, Treasurer and director September 28, 2016, and continues to serve as Secretary.

 

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 

The following table lists, as of June 30, 2014,2015, the number of shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our Company; and (iii) all officers and directors as a group. Information relating to beneficial ownership of common stock by our principal shareholders and management is based upon information furnished by each person using “beneficial ownership” concepts under the rules of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days. Under the Securities and Exchange Commission rules, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial owner of securities as to which he or she may not have any pecuniary beneficial interest. Except as noted below, each person has sole voting and investment power.

 

 

14
Table of Contents

  

The percentages below are calculated based on 135,000,000148,000,000 shares of our common stock issued and outstanding as of June 30, 2014.2015. We do not have any outstanding warrant, options or other securities exercisable for or convertible into shares of our common stock.

 

  Number of  

 

Name and Address

 

Number of Shares

Owned

 

Percent of Class

 

Title of Class

Name and Address

of Beneficial Owner (1)

Shares
Owned
Beneficially
 Percent of Class
Owned
 

 

of Beneficial Owner (1)

 

Beneficially

 

Owned

   

 

Common Stock:

 

Keith Fredricks (President)

 

-0-

 

*

 

 

Keith Fredricks (President)

 

-0-

 

*

 

 

Common Stock:

 

William Drury (Secretary, Treasurer and Director)

 

-0-

 

*

 

 

William Drury (Secretary, Treasurer and Director)

 

5,000,000

 

3.3

%
 

 

Gain Delight Trading Ltd.

Gain Delight Trading Ltd.

 

84,000,000

 

62.2

%

Gain Delight Trading Ltd.

 

41,700,000

 

28.1

%

 

 

Daniel Bouaziz

 

10,000,000

 

7.4

%

 

Arnaud Mimran

 

8,550,000

 

6.3

%

 

Claudia Galanti

 

7,600,000

 

5.6

%

 

All executive officers and directors as a group (2 persons)

All executive officers and directors as a group (2 persons)

 

-0-

 

*

 

All executive officers and directors as a group (2 persons)

 

5,000,000

 

3.3

%

___________

*Less than 1%.

(1) Unless otherwise noted, the address of each person or entity listed is, c/o Cassidy VenturesLash, Inc., 297 President Street, Brooklyn, New York 11231.

 

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

 

None.

 

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

 

For the yearsyear ended June 30, 20142015 and 2013,2014, the total fees charged to the company for audit services, including quarterly reviews were $10,705$11,800 and $13,658$10,756, for audit-related services were $0 and $0 and for tax services and other services were $0 and $0, respectively.

 

 

15
Table of Contents

 

PART IV

 

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULE

 

(a) The following Exhibits, as required by Item 601 of Regulation SK, are attached or incorporated by reference, as stated below.

 

Number

Description

3.1.1

Articles of Incorporation (1)

3.1.2

Certificate of Amendment (2)

3.23.1.3

Certificate of Amendment dated October 19, 2016, changing name to Lash, Inc.

3.2.1

Bylaws (1)

31.1

Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2

Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1

Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS *

XBRL Instance Document

101.SCH *

XBRL Taxonomy Extension Schema Document

101.CAL *

XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF *

XBRL Taxonomy Extension Definition Linkbase Document

101.LAB *

XBRL Taxonomy Extension Label Linkbase Document

101.PRE *

XBRL Taxonomy Extension Presentation Linkbase Document

_____________ 

(1) Incorporated by reference to the Registrant’s Form S-1 (File No. 333-176939), filed with the Commission on September 21, 2011. ____________

(2)
(1)Incorporated by reference to the Registrant’s Form S-1 (File No. 333-176939), filed with the Commission on September 21, 2011.
(2)Incorporated by reference to the Registrant’s Form 10-K (File No. 000-54838), filed with the Commission on October 15, 2013.

 

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

 

 

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SIGNATURES

 

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

 

CASSIDY VENTURESLASH, INC.

(Name of Registrant)

Date: October 14, 2014January 31, 2017

By:

/s/ William DruryAmber Joy Finney

Name:

William DruryName:

Amber Joy Finney

Title:

Secretary, TreasurerTitle:

President and Director (principalChief Executive Officer
(principal executive officer, principal financial officer,
and principal accounting officer)


EXHIBIT INDEX

Number

Description

3.1.1

Articles of Incorporation (1)

3.1.2

Certificate of Amendment (2)

3.2

Bylaws (1)

31.1

Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2

Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1

Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS *

XBRL Instance Document

101.SCH *

XBRL Taxonomy Extension Schema Document

101.CAL *

XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF *

XBRL Taxonomy Extension Definition Linkbase Document

101.LAB *

XBRL Taxonomy Extension Label Linkbase Document

101.PRE *

XBRL Taxonomy Extension Presentation Linkbase Document

 _____________ 

(1) Incorporated by reference to the Registrant’s Form S-1 (File No. 333-176939), filed with the Commission on September 21, 2011. 

(2) Incorporated by reference to the Registrant’s Form 10-K (File No. 000-54838), filed with the Commission on October 15, 2013.

 

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

17