SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

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

 

For the quarterly period ended June 30, 20152016

 

OR

 

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

 

For the transition period from ___________ to ____________.

 

Commission File Number 000-29935

 

CROWN EQUITY HOLDINGS INC.

(Exact name of registrant as specified in its charter)

 

Nevada

 

 33-0677140

(State or other jurisdiction of
of incorporation or organization)

 

(IRS Employer
Identification No.) 

 

11226 Pentland Downs Street, Las Vegas, NV 89141

(Address of principal executive offices)

 

(702) 683-8946

(Issuer's telephone number)

 

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

 

Indicate by check mark whether the Company is a large accelerated filer, an accelerated file, non-accelerated filer, or a smaller reporting company.

 

Large accelerated filer

o¨

Accelerated filed

o¨

Non-accelerated filer

o¨

Smaller reporting company

x

 

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

 

As of September 15,November 17, 2016, there were 11,191,83111,195,831 shares of Common Stock of the issuer outstanding.

 

 

 
 
 

TABLE OF CONTENTS

 

 

Page

 

PART I: FINANCIAL INFORMATION

 

Item 1.

Financial Statements (Unaudited)

3

 

Consolidated Balance Sheets as of June 30, 20152016 and December 31, 20142015 (Unaudited)

3

 

Consolidated Statements of Operations for the Three and Six Months Ended June 30, 20152016 and 20142015 (Unaudited)

4

 

Consolidated Statements of Cash Flows for the Six Months Ended June 30, 20152016 and 20142015 (Unaudited)

5

 

Notes to Consolidated Financial Statements (Unaudited)

6

 

Item 2.

Management’s Discussion and Analysis and Plan of Operation

8

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

910

 

Item 4T.

Controls and Procedures

10

 

PART II: OTHER INFORMATION

 

Item 1.

Legal Proceedings

11

 

Item 1A.

Risk Factors

11

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

11

 

Item 3.

Defaults upon Senior Securities

11

 

Item 4.

Mine Safety Information

11

 

Item 5.

Other Information

11

 

Item 6.

Exhibits

12

 

Signatures

13

 

 
2
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Crown Equity Holdings, Inc.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

 

June 30,

 

December 31,

 

 

June 30,

 

December 31,

 

 

2015

 

 

2014

 

 

2016

 

 

2015

 

Assets

Assets

Assets

 

Current Assets

 

 

 

 

 

 

 

 

 

 

Cash

 

$1,724

 

$2,369

 

 

$52,145

 

 

$2,448

 

Prepayment for services - Related party

 

6,900

 

-

 

Total Current Assets

 

 

8,624

 

 

 

2,369

 

 

 

52,145

 

 

 

2,448

 

 

 

 

 

 

Property, plant and equipment, net of accumulated depreciation of $73,992 and $73,374

 

 

-

 

 

 

618

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Assets

 

$8,624

 

 

$2,987

 

 

$52,145

 

 

$2,448

 

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders’ Deficit

Liabilities and Stockholders’ Deficit

Liabilities and Stockholders’ Deficit

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

$62,274

 

$56,622

 

 

$179,599

 

$187,567

 

Accounts payable to related party

 

5,026

 

5,026

 

Accrued expenses

 

210,483

 

155,886

 

Accounts payable to related parties

 

5,026

 

5,026

 

Notes payable

 

9,500

 

11,500

 

Notes payable to related parties

 

74,348

 

155,885

 

 

 

14,444

 

 

 

23,674

 

Notes payable

 

 

47,950

 

 

 

47,950

 

Total Current Liabilities

 

 

400,081

 

 

 

421,369

 

 

 

208,569

 

 

 

227,767

 

 

 

 

 

 

 

 

 

 

 

Stockholders' Deficit

 

 

 

 

 

 

 

 

 

 

Preferred Stock, 10,000,000 shares authorized, 9,000,000 undesignated authorized at $.001 par value, none issued or outstanding

 

-

 

-

 

 

-

 

-

 

Series A Convertible Preferred Stock, $0.001 par value, 1,000,000 shares authorized, none issued or outstanding

 

-

 

-

 

 

-

 

-

 

Common Stock, 490,000,000 authorized at $0.001 par value; 10,695,033 and 10,566,969 shares issued and outstanding

 

10,695

 

10,567

 

Common Stock, 490,000,000 authorized at $0.001 par value; 11,191,831 and 10,904,564 shares issued and outstanding

 

11,193

 

10,905

 

Additional paid-in capital

 

10,079,515

 

9,760,054

 

 

10,552,519

 

10,335,890

 

Accumulated deficit

 

 

(10,481,667)

 

 

(10,189,003)

 

 

(10,720,136)

 

 

(10,572,114)

Total Stockholders’ Deficit

 

 

(391,457)

 

 

(418,382)

 

 

(156,424)

 

 

(225,319)

Total Liabilities and Stockholders’ Deficit

 

$8,624

 

 

$2,987

 

 

$52,145

 

 

$2,448

 

 

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

 

 
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Crown Equity Holdings, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

Three Months Ended

 

Six Months Ended

 

 

Three Months Ended

 

Six Months Ended

 

 

June 30,

 

June 30,

 

 

June 30,

 

June 30,

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$314

 

 

$-

 

 

$677

 

 

$-

 

 

$441

 

 

$314

 

 

$1,375

 

 

$677

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

45,951

 

74,730

 

275,129

 

413,785

 

 

 

 

 

 

 

 

 

 

Depreciation

 

-

 

-

 

-

 

618

 

General and Administrative

 

 

41,243

 

 

 

45,951

 

 

 

83,437

 

 

 

274,511

 

Total Operating Expenses

 

 

41,243

 

 

 

45,951

 

 

 

84,437

 

 

 

275,129

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

(45,637)

 

(74,730)

 

(274,452)

 

(413,785)

Net Operating Loss

 

(40,802)

 

(45,637)

 

(82,062)

 

(274,452)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other (expense) income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

(2,230)

 

(7,542)

 

(3,007)

 

(15,084)

 

(1,287)

 

(2,230)

 

(46,517)

 

(3,007)

Loss on debt conversion

 

-

 

-

 

(5,205)

 

-

 

Loss on debt settlement

 

(16,443)

 

-

 

(19,443)

 

(5,205)

Settlement expense

 

-

 

-

 

(10,000)

 

-

 

 

-

 

-

 

-

 

(10,000)

Other (expense) income

 

-

 

(173)

 

-

 

(2,531)

Unrealized (loss) gain on marketable securities

 

 

-

 

 

 

(11,550)

 

 

-

 

 

 

3,500

 

Total other expense

 

 

(2,230)

 

 

(19,265)

 

 

(18,212)

 

 

(14,115)

 

 

(17,730)

 

 

(2,230)

 

 

(65,960)

 

 

(18,212)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$(47,867)

 

$(93,995)

 

$(292,664)

 

$(427,900)

 

$(58,532)

 

$(47,867)

 

$(148,022)

 

$(292,664)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share – basic and diluted

 

$(0.00)

 

$(0.20)

 

$(0.03)

 

$(0.94)

 

$(0.01)

 

$(0.00)

 

$(0.01)

 

$(0.03)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - basic and diluted

 

 

10,695,033

 

 

 

459,596

 

 

 

10,649,052

 

 

 

453,820

 

 

 

11,187,352

 

 

 

10,695,033

 

 

 

11,081,639

 

 

 

10,649,052

 

 

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

 

 
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Crown Equity Holdings, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS

 (Unaudited)

 

 

Six Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2015

 

 

2014

 

 

2016

 

 

2015

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

Net loss

 

$(292,664)

 

$(427,900)

 

$(148,022)

 

$(292,664)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

 

 

Depreciation

 

618

 

1,124

 

 

-

 

618

 

Common stock issued for services

 

187,000

 

266,500

 

 

-

 

187,000

 

Unrealized (gain) loss on marketable securities

 

-

 

(3,500)

Loss on debt conversion

 

5,205

 

-

 

Loss on debt settlement

 

19,443

 

5,205

 

Amortization of debt discount

 

44,000

 

-

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

 

Prepayment for services - Related party

 

(6,900)

 

-

 

 

-

 

(6,900)

Accounts payable and accrued expenses

 

 

61,019

 

 

 

37,890

 

 

(7,261)

 

61,019

 

Net cash used in operating activities

 

 

(45,722)

 

 

(125,886)

 

 

(91,840)

 

 

(45,722)

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

Proceeds from sale of common stock

 

22,081

 

-

 

 

93,767

 

22,081

 

Payments on related party notes payable

 

-

 

(3,500)

 

(9,230)

 

-

 

Borrowings on notes payable

 

5,983

 

35,700

 

Borrowings on third-party notes payable

 

-

 

5,983

 

Borrowings on third-party convertible notes payable

 

17,000

 

-

 

Borrowings on related party notes payable

 

 

17,013

 

 

 

98,850

 

 

-

 

17,013

 

Borrowings on related party convertible notes payable

 

40,000

 

 

-

 

Net cash provided by financing activities

 

 

45,077

 

 

 

131,050

 

 

 

141,537

 

 

 

45,077

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash

 

(645)

 

5,164

 

 

49,697

 

(645)

Cash, beginning of period

 

 

2,369

 

 

 

1,088

 

 

2,448

 

 

2,369

 

Cash, end of period

 

$1,724

 

$6,252

 

 

$52,145

 

 

$1,724

 

 

 

 

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information

 

 

 

 

 

 

 

 

 

 

Interest paid

 

$-

 

 

$-

 

 

$-

 

 

$-

 

Income taxes paid

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

Noncash investing and financing activities

 

 

 

 

 

 

 

 

 

 

Common stock issued for debt and interest

 

$5,983

 

 

$-

 

Common stock issued for settlement of debt and interest

 

$2,707

 

 

$5,983

 

Forgiveness of debt – related party

 

 

99,320

 

 

 

-

 

 

 

-

 

 

 

99,320

 

Common stock issued for conversion of debt and interest

 

 

57,000

 

 

 

-

 

Beneficial conversion feature discount on convertible notes

 

 

44,000

 

 

 

-

 

 

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

 

 
5
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Crown Equity Holdings, Inc.CROWN EQUITY HOLDINGS, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 1 – BASIS OF PRESENTATION

 

The accompanying unaudited interim consolidated financial statements of Crown Equity Holdings Inc. (“Crown Equity”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in Crown Equity’s December 31, 20132015 Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year end December 31, 20132015 as reported on Form 10-K, have been omitted. Certain prior period amounts have been reclassified to conform to current period presentation.

 

NOTE 2 – GOING CONCERN

 

As shown in the accompanying financial statements, Crown Equity has an accumulated deficit of $10,481,667$10,720,136 and a working capital deficit of $391,457$156,424 as of June 30, 2015.2016. Unless profitability and increase in shareholders’ equity continues, these conditions raise substantial doubt as to Crown Equity's ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if Crown Equity is unable to continue as a going concern.

 

Crown Equity continues to review its expense structure reviewing costs and their reduction to move towards profitability. The Company’s expenses are planned to decrease as a percent of revenue resulting in profitability and increased shareholders’ equity.

 

NOTE 3 – RELATED PARTY TRANSACTIONS

As of June 30, 2015 and 2014, the Company has prepayment of services to related parties of $6,900 and $0, respectively.

 

The Company is provided office space by one of the officers and directors at no charge. The Company believes that this office space is sufficient for its needs for the foreseeable future.

 

As of June 30, 20152016 and December 31, 2014,2015, the Company had a payable of $5,026 to Montse Zaman, director. Thedirector.The payable is unsecured, bears no interest and due on demand.

 

The Company issued 100,000 common shares for service valued at $187,000 to a related party.

As of December 31, 2014,2015, the Company had outstanding notes payable to related parties of $155,885.$23,674. During the six months ended June 30, 2015 there was2016 the Company issued a totalconvertible note of $17,013$40,000 with conversion price at $0.50, and repaid $9,230 under other related party debt borrowings, and a totalnotes. The $40,000 convertible note has been converted to 80,000 shares of $98,550common stock according to the term of related party debt principal and $770 of related party accrued interest was forgiven by the note holders and accounted for as a capital transaction.agreement at $0.5 per share. As of June 30, 2015,2016 the aggregate outstanding balance under these related party notes payable was $74,348.$14,444. These notes payablepayables are with various officers and directors of the Company and with entities controlled by officers or directors of the Company including Mike Zaman, Montse Zaman Phoenix Consulting Services Inc., Ken Bosket, Mark Vega and Almulfo Saucedo.etc.

6

The Company evaluated embedded conversion features within convertible debt under ASC 815 "Derivatives and Hedging" and determine the embedded conversion feature(s) should not be bifurcated from the host instrument and not accounted for as a derivative. The Company further evaluated the instrument under ASC 470-20 "Debt with Conversion and Other Options" and determine the conversion option is a beneficial conversion feature (BCF). The intrinsic value of the BCF is determined to be $36,000, and is recognized as debt discount against additional paid in capital. Since the note is converted during the six months ended June 30, 2016, the intrinsic value of the BCF is fully recognized as amortization of debt discount during the six months ended June 30, 2016.

During the six months ended June 30, 2016, the Company paid an aggregate of $5,830 of expenses on behalf of two related entities with common officers and directors. The Company holds investments in these entities.

 

NOTE 4 – NOTES PAYABLE

 

As of June 30, 2016 and December 31, 2015, the aggregate unpaid principal balance under notes payable was $9,500 and $11,500 respectively. During the six months ended June 30, 2015,2016, the Company borrowed $5,983has a total additional borrowing of $17,000 convertible note from non-related third parties. TotalThe notes payable are convertible into common stock at $0.50 per share. The $17,000 of $5,983convertible notes was fully converted into 34,000 shares of debt principal wascommon stock during the period. $2,000 of non-convertible note and $707 of accrued interest were settled by issuing 5,000 shares of common stock withat fair value of $11,888 resulting$22,150, resulted in a $19,443 loss on settlement of $5,205. The notes are unsecured, due on demand.debt. As of June 30, 2015,2016, the aggregate unpaid principal balance under thesetotal outstanding short-term notes payable due to non-related third parties was $47,950.$9,500. The notes arewere unsecured subject to annual interest ranging from 0% to 12%, due on demand.

 

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The Company evaluated embedded conversion features within convertible debt under ASC 815 "Derivatives and Hedging" and determine the embedded conversion feature(s) should not be bifurcated from the host instrument and not accounted for as a derivative. The Company further evaluated the instrument under ASC 470-20 "Debt with Conversion and Other Options" and determine the conversion option is a beneficial conversion feature (BCF). The intrinsic value of the BCF is determined to be $8,000, and is recognized as debt discount against additional paid in capital. Since the note is converted during the six month ended June 30, 2016, the intrinsic value of the BCF is fully recognized as amortization of debt discount during the six month ended June 30, 2016.

 

NOTE 5 – EQUITY

 

During the six months ended June 30, 2015,2016, the Company issued:

22,081 common shares for cash at $1.00 per share for total of $22,081 cash.
100,000 common shares for services valued at $187,000.

The Company converted Chris Knudsen debt of $5,983 for 5,983issued the following shares of common stock at a fair value of $11,188, resulting a loss on debt settlement of $5,205.stock:

·168,267 shares for total $93,767 cash

·5,000 shares were issued to settle $2,707 in debt and accrued interest. Such stock was valued at $22,150 at the date of issue and $19,443 was recognized as loss on settlement of debt.

·114,000 shares of common stock were issued for debt conversion at $0.5 per share.

 

NOTE 6 SUBSEQUENT EVENTS

 

Total common shares issued for the period fromduring July 1, 2015 through September 15,November 2016 was 496,7984,000 shares which are broken down as follows:

·

168,267 shares were issued for cash proceeds of $93,767,

·

19,495 shares were issued for the settlement of accounts payable of $19,495,

·

52,496 shares were issued for services and

·

256,540 shares were issued for the settlement of promissory notes and interest of $197,247.

On June 1, 2016 the following executive changes occurred:

·Appointed its CFO, Rudy Chacon to Vice President, its Chairman, Kenneth Bosket to Chief Financial Officer and appointed Mike Zaman as Chairman of the Board, who also remained as the corporation’s President/ CEO and Arnulfo Saucedo-Bardan as it Chief Operations Officer.
for cash proceeds of $4,000.

 

 
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ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS

 

This report contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Crown Equity’s actual results could differ materially from those set forth on the forward looking statements as a result of the risks set forth in Crown Equity’s filings with the Securities and Exchange Commission, general economic conditions, and changes in the assumptions used in making such forward looking statements.

 

OVERVIEW

 

Crown Equity Holdings Inc. (”Crown Equity”) was incorporated in August 1995 in Nevada. The Company is offering its services to companies seeking to become public entities in the United States. It has launched a website, www.crownequityholdings.com, which offers its services in a wide range of fields. The Company provides various consulting services to companies and individuals dealing with corporate structure and operations globally. The Company also provides public relations and news dissemination for publicly and privately held companies.

 

In December, 2010, the Company formed two wholly owned subsidiaries Crown Tele Services, Inc. and Crown Direct, Inc. Crown Tele Services, Inc. was formed to provide voice over internet (“VoIP”) services to clients at a competitive price and Crown Direct, Inc. was formed to provide direct sales to customers. Both entities had minimum sales during the quarter.

 

In March, 2011, the Company formed a wholly owned subsidiary CRWE Real Estate, Inc. as a subsidiary to engage in potential real estate holdings. The entity had minimal activity during the quarter.

 

The Company has focused its primary vision to using its network of websites to provide advertising and marketing services, as a worldwide online media advertising publisher, dedicated to the distribution of quality branding information. The Company offers Internet media-driven advertising services, which cover and connect a wide range of marketing specialties, as well as search engine optimization for clients interested in online media awareness. As part of its operations, the Company has utilized the services of software and hardware technicians in developing its websites and adding additional websites. This allows the Company to disseminate news and press releases for its customers as well as general news and financial information on a much bigger scale than it did previously. The Company markets its services to companies seeking market awareness of them and the services or goods that they offer. The Company then publishes information concerning these companies on its many websites. The Company is paid in cash and/or stock of the customer companies. The Company has numerous consulting and service customers and is therefore not dependent on any particular customer for a majority of its revenue.

  

Crown Equity’s office is located at 11226 Pentland Down Street, Las Vegas, NV 89141.

 

As of June 30, 2015,2016, Crown Equity had no paid employees and was utilizing the services of one independent contractor and consultant.

 

8

RESULTS OF OPERATIONS

 

Three Months Ended June 30, 20152016 Compared to the Three Months Ended June 30, 20142015

 

For the three month period ended June 30, 2015,2016, revenues were $314$441 and $0$314 for the same period in 2014.2015. Net losses were $47,867$58,532 for the three month period ended June 30, 20152016 and $93,995$47,867 were recorded for the three months ended June 30, 2014.2015. Operating expenses were $45,951$41,243 for the three months ended June 30, 20152016 and $74,730$45,951 for the same period in 2014.2015. Other income and expenses for the three month period ended June 30, 20152016 were other expenses of $2,230$17,730 and other expenses of $19,265$2,230 for the same quarter in 2014.

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2015.

 

The Company incurred unrealized losses on its marketable securities duringdebt conversion of $16,443 for the three months ended June 30, 20152016 of $0 compared to unrealized losses of $11,550 forin the same period ended June 30, 2014. The Company incurred unrealized losses on its marketable securities during the six months ended June 30, 2015 of $0 compared to unrealized losses of $3,500 for the same period ended June 30, 2014.2015.

 

Interest for the three months ended June 30, 2016 and 2015 was $1,287 and 2014 was $2,230, and $7,542, respectively.

 

Six Months Ended June 30, 20142016 Compared to the Six Months Ended June 30, 20132015

 

For the six month period ended June 30, 2015,2016, revenues were $677$1,375 and $0$677 for the same period in 2014.2015. Net losses were $292,664$148,022 for the six month period ended June 30, 20152016 and $427,900$292,664 were recorded for the same six month period ended June 30, 2015. Operating expenses were $83,437 for the six months ended June 30, 2014. Operating expenses were2016 and $275,129 for the six months ended June 30, 2015 and $413,785 for the same period in 2014.2015. Other income and expenses for the six month period ended June 30, 20152016 were other expenses of$65,960 and $18,212 and other expenses of $14,115 for the same six monthsperiod in 2014.2015.

 

The Company incurred unrealized gainslosses on its marketable securities duringdebt conversion of $19,443 for the six months ended June 30, 2015 of2016 and $0 compared to unrealized losses of $3,500 forin the same period ended June 30, 2014. In addition, the Company incurred losses from equity method investments in related party of $0 in2015.

Interest for the three months ended June 30, 2016 and 2015 was $46,517 and $11,550 in the three months ended June 30, 2014.$3,007, respectively.

 

The majorityCompany incurred a settlement expense loss of our operating expenses in$0 and $10,000 for the six months ended June 30, 2016 and 2015 were $187,000 in stock issued for services. Other operating expenses have remained relatively constant for both periods presented. Interest expense incurred during the six month period ended June 30, 2015 was $3,007 compared to $15,084 for the same period in 2014.respectively.

 

LIQUIDITY AND CAPITAL RESOURCES

 

At June 30, 2015,2016, Crown Equity had current assets of $8,624$52,145 and current liabilities of $400,081$208,569 resulting in working capital deficit of $391,457.$156,424. Stockholders' deficit as of June 30, 20152016 was $391,457.$10,720,136.

 

Net cash used by operating activities for the six months ended June 30, 20152016 was $45,722$91,840 compared to net cash providedused of $125,886$45,722 for the same period in 2014,2015, a net change of $80,164.$46,118.

 

Net cash used in investing activities was zero for the six months ended June 30, 20152016 and 2014.2015.

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Net cash provided by financing activities during the six months ended June 30, 20152016 was $45,077$141,537 compared to net cash usedprovided of $131,050$45,077 in 2014, a decrease2015, an increase of $85,973.$96,460.

 

Our existing capital may not be sufficient to meet Crown Equity's cash needs, including the costs of compliance with the continuing reporting requirements of the Securities Exchange Act of 1934, as amended. This condition raises substantial doubt as to Crown Equity's ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if Crown Equity is unable to continue as a going concern.

 

ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

As a “smaller reporting company” as defined by Item 12b-2 of the securities exchange act of 1934 (the "exchange act") and are not requires to provide information required under this Item.

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ITEM 4: CONTROLS AND PROCEDURES

 

(a) Evaluation of Disclosure Controls and Procedures

 

Based on their evaluation of our disclosure controls and procedures(as defined in Rule 13a-15e under the Securities Exchange Act of 1934 the "Exchange Act"), our principal executive officer and principal financial officer have concluded that as of the end of the period covered by this quarterly report on Form 10-Q such disclosure controls and procedures were not effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms because of the identification of material weaknesses in our internal control over financial reporting which we view as an integral part of our disclosure controls and procedures. The material weaknesses relate to the lack of segregation of duties in financial reporting, as our financial reporting and all accounting functions are performed by an external consultant with no oversight by a professional with accounting expertise. Our CEO and CFO also do not possess accounting expertise and our company does not have an audit committee. This weakness is due to the company’s lack of working capital to hire additional staff. To remedy this material weakness, we intend to engage another accountant to assist with financial reporting as soon as our finances will allow.

 

Changes in Internal Control over Financial Reporting

 

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our first quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

 
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PART II – OTHER INFORMATION

 

ITEM 1: LEGAL PROCEEDINGS.

 

The Company was subject to the following judgment:

 

Lowell Holden vs. Kenneth Bosket, Crown Equity Holdings Inc.

 

On March 3, 2015, Lowell Holden received a judgment for $39,965 in the Hennepin County District Court in Minneapolis, MN in reference to monies owed for prior services rendered. The judgment was settled with the plaintiff for $10,000. The Company accrued the $10,000 as settlement expense at June 30, 2015. The amount was paid subsequently in first quarter of 2016.

 

ITEM 1A: RISK FACTORS.

 

There have been no material changes to Crown Equity’s risk factors as previously disclosed in our most recent 10-K filing for the year endingended December 31, 2014.2015.

 

ITEM 2: SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

 

During the six months ended June 30, 2015, Crown Equity issued:

 

 

·

 22,081168,267 common shares for cash value at $1.00 for share,$93,767 and

·

5,000 common shares in settlement of $2,707 of debt, such stock valued at $22,150 on the date of issue

 

 

 

 

·

100,000114,000 shares of common sharesstock were issued for servicesdebt conversion at $0.5 per share. The total amount was valued at $187,000,$57,000 and

·

 5,983 common shares in settlement the same amount of debt valued at $11,188was released.

 

ITEM 3: DEFAULTS UPON SENIOR SECURITIES.

 

None

 

ITEM 4: MINE SAFETY INFORMATION.

 

None

 

ITEM 5: OTHER INFORMATION.

 

None


 
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ITEM 6: EXHIBITS

 

EXHIBIT 31.1

 

Certification of Principal Executive Officer

 

EXHIBIT 31.2

 

Certification of Principal Financial Officer

 

EXHIBIT 32.1

 

Certification of Compliance to Sarbanes-Oxley

 

EXHIBIT 32.2

 

Certification of Compliance to Sarbanes-Oxley

 

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

_____________________

** 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

 

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

 

 

 

CROWN EQUITY HOLDINGS INC.

 

Date September 15,November 21, 2016

By:

/s/ Mike Zaman

 

Mike Zaman, CEO

 

By:

/s/ Kenneth Bosket

 

Kenneth Bosket, CFO

 

 

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