HQDA Elderly Life Network 10Q/A 2012 Q1 Quarterly report (amended)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q/A

(Mark One)

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

For the quarterly period endedSeptember 30, 2011

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File Number 000-52417

DYNAMIC GOLD CORP.
(Exact name of registrant as specified in its charter)


NEVADA
(State or other jurisdiction of organization)	(I.R.S. employer identification no.)

506-675 West Hastings Street, Vancouver, British Columbia, V6B 1N2 Canada
(Address of principal executive offices) (Zip code)

604-488-0860
(Registrant’s telephone number, including area code)

None
(Former name, former address, and former fiscal year, if changed since last report)

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 [ ]

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


Large accelerated filer [ ]	Accelerated filer [ ]
Non-accelerated filer [ ] (Do not check if a small reporting company)	Small reporting company [ X ]

Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ X ] No [ ]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.


Class	Outstanding as of November 7, 2011
Common stock, $.001 par value	9,515,000

EXPLANATORY NOTE

Our company is filing this Amendment No. 1 on Form 10-Q/A (the “Amendment”) to our quarterly report on Form 10-Q for the period ended September 30, 2011 (the “Form 10-Q”), filed with the Securities and Exchange Commission on November 7, 2011 (the “Original Filing Date”), to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 consists of the following materials from our Form 10-Q, formatted in XBRL (eXtensible Business Reporting Language):

101.INS XBRL Instance Document
101.SCH XBRL Taxonomy Schema
101.CAL XBRL Taxonomy Calculation Linkbase
101.DEF XBRL Taxonomy Definition Linkbase
101.LAB XBRL Taxonomy Label Linkbase
101.PRE XBRL Taxonomy Presentation Linkbase

This Amendment speaks as of the Original Filing Date and does not reflect events that may have occurred subsequent to the Original Filing Date. In addition, this Amendment modifies the “Interim Consolidated Statements of Changes in Stockholders’ Deficiency” by replacing the “Balance at 30 June 2011” of $275,085 with $290,985. Please find attached the amended Interim Consolidated Statements of Changes in Stockholders’ Deficiency. Notes 7 and 10 to the Interim Consolidated Financial Statements have also been included for reference only, and there are no changes to these notes. No other material changes have been made to the Form 10 Q.

Pursuant to Rule 406T of Regulation S-T, the interactive data files attached as Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the certifications required pursuant to the rules promulgated under the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, which were included as exhibits to the Original Report, have been amended, restated and re-executed as of the date of this Amendment No. 1 and are included as Exhibits 31.a, 31.b and 32.a hereto.

ITEM 1 – FINANCIAL STATEMENTS

Dynamic Gold Corp.

(An Exploration Stage Company)

Interim Consolidated Statements of Changes in Stockholders’ Deficiency

(Expressed in U.S. Dollars)

(Unaudited – Prepared by Management)


				Deficit,
				accumulated
	Number of		Additional	during the		Total
	shares	Capital	paid-in	exploration		stockholders’
	issued	stock	capital	stage		deficiency
		$	$	$		$

Balance at 21 January 2004 (inception)	-	-	-	-		-
Common shares issued for cash ($0.001 per share)	7,500,000	7,500	-	-		7,500
Common shares issued for cash ($0.01 per share)	2,000,000	2,000	18,000	-		20,000
Common shares issued for cash ($0.20 per share)	15,000	15	2,985	-		3,000
Net loss for the period	-	-	-	(10,267	)	(10,267	)

Balance at 30 June 2004	9,515,000	9,515	20,985	(10,267	)	20,233
Net loss for the year	-	-	-	(26,040	)	(26,040	)

Balance at 30 June 2005	9,515,000	9,515	20,985	(36,307	)	(5,807	)
Net loss for the year	-	-	-	(22,156	)	(22,156	)

Balance at 30 June 2006	9,515,000	9,515	20,985	(58,463	)	(27,963	)
Contributions to capital by related party – expenses (Notes 7 and 10)	-	-	15,600	-		15,600
Net loss for the year	-	-	-	(33,845	)	(33,845	)

Balance at 30 June 2007	9,515,000	9,515	36,585	(92,308	)	(46,208	)
Contributions to capital by related party – expenses (Notes 7 and 10)	-	-	63,600	-		63,600
Net loss for the year	-	-	-	(143,850	)	(143,850	)

Balance at 30 June 2008	9,515,000	9,515	100,185	(236,158	)	(126,458	)
Contributions to capital by related party – expenses (Notes 7 and 10)	-	-	63,600	-		63,600
Net loss for the year	-	-	-	(99,555	)	(99,555	)

Balance at 30 June 2009	9,515,000	9,515	163,785	(335,713	)	(162,413	)
Contributions to capital by related party – expenses (Notes 7 and 10)	-	-	63,600	-		63,600
Net loss for the year	-	-	-	(92,183	)	(92,183	)

Balance at 30 June 2010	9,515,000	9,515	227,385	(427,896	)	(190,996	)
Contributions to capital by related party – expenses (Notes 7 and 10)	-	-	63,600	-		63,600
Net loss for the year	-	-	-	(82,294	)	(82,294	)

Balance at 30 June 2011	9,515,000	9,515	290,085	(510,190	)	(209,690	)
Contributions to capital by related party – expenses (Notes 7 and 10)	-	-	15,900	-		15,900
Net loss for the period	-	-	-	(23,068	)	(23,068	)

Balance at 30 September 2011	9,515,000	9,515	306,885	(533,258	)	(216,858	)

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

Dynamic Gold Corp.

(An Exploration Stage Company)

Notes to the Interim Consolidated Financial Statements

(Expressed in U.S. Dollars)

(Unaudited – Prepared by Management)

30 September 2011


7.	Related Party Transactions

During the three month period ended 30 September 2011, an officer and director of the Company made contributions to capital for management fees in the amount of $15,900 (30 September 2010 – $15,900, cumulative – $267,000) and for rent in the amount of $900 (30 September 2010 – $900, cumulative – $18,900) (Note 10).


10.	Supplemental Disclosures with Respect to Cash Flows


	For the period	For the	For the
	from the date of	three month	three month
	inception on 21	period	period
	January 2004	ended 30	ended 30
	to 30 September	September	September
	2011	2011	2010
	$	$	$

Cash paid during the period for interest	-	-	-
Cash paid during the period for income taxes	-	-	-

During the three month period ended 30 September 2011, an officer and director of the Company made contributions to capital for management fees in the amount of $15,000 (30 September 2010 – $15,000 cumulative – $267,000) and for rent in the amount of $900 (30 September 2010 – $900, cumulative – $18,900) (Note 7).

During the three month period ended 30 September 2011, the Company accrued interest of $3,819 (30 September 2010 - $3,500, cumulative – $49,259) related to a loan payable to a related party (Notes 5 and 9).

ITEM 6 – EXHIBITS

The following exhibits are furnished as required by Item 601 of Regulation S-B.


Exhibit No.	Exhibit Title
3(i)	Articles of Incorporation*
3(ii)	Bylaws *
21	Subsidiaries**
31.a	Certificate of CEO as Required by Rule 13a-14(a)/15d-14
31.b	Certificate of CFO as Required by Rule 13a-14(a)/15d-14
32.a	Certificate of CEO and CFO as Required by Rule Rule 13a-14(b) and Rule 15d-14(b) (17 CFR 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code
99.1	Claims location map***
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Schema
101.CAL	XBRL Taxonomy Calculation Linkbase
101.DEF	XBRL Taxonomy Definition Linkbase
101.LAB	XBRL Taxonomy Label Linkbase
101.PRE	XBRL Taxonomy Presentation Linkbase

* Included in our original SB-2 Registration Statement filed on December 9, 2004.
** Included in our 10-Q Report filed on November 7, 2011.
*** Included in our SB-2 Amended Registration Statement filed on October 19, 2005.

SIGNATURE

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


		DYNAMIC GOLD CORP.

December 7, 2011	BY:	/s/ Tim Coupland
Date		Tim Coupland, President and Chief Executive Officer

December 7, 2011	BY:	/s/ Rob Hall
Date		Rob Hall, Chief Financial Officer

Exhibit 31.a

CERTIFICATION

I, Tim Coupland, certify that:

1. I have reviewed this Form 10-Q of Dynamic Gold Corp.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: December 7, 2011

/ s / Tim Coupland
Tim Coupland, President and CEO
(Principal Executive Officer)

Exhibit 31.b

CERTIFICATION

I, Rob Hall, certify that:

1. I have reviewed this Form 10-Q of Dynamic Gold Corp.;

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: December 7, 2011

/ s / Rob Hall
Rob Hall, CFO
(Principal Accounting Officer)

Exhibit 32.a

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q (the “Report”) of Dynamic Gold Corp. (the “Company”) for the quarter ended September 30, 2011, each of Tim Coupland, the Chief Executive Officer, and Rob Hall, the Chief Financial Officer, of the Company, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of the undersigned’s knowledge and belief: (1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/ s / Tim Coupland
Tim Coupland, Principal Executive Officer
December 7, 2011

/ s / Rob Hall
Rob Hall, Principal Financial Officer
December 7, 2011

HQDA Elderly Life Network (HQDA) 10-Q/A2012 Q1 Quarterly report (amended)