UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period endedJune 30, 2006.
[ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to
Commission File Number333-129864
DHANOA MINERALS LTD.
(Exact name of small Business Issuer as specified in its charter)
Nevada | 98-0470528 |
(State or other jurisdiction of | (IRS Employer Identification No.) |
incorporation or organization) | |
| |
250 Wellington Street West, Suite 639 | |
Toronto, Ontario, Canada. | M5V 3P6 |
(Address of principal executive offices) | (Postal or Zip Code) |
| |
Issuer’s telephone number, including area code: | (416) 838-4348 |
_________________________________________________________________
(Former name, former address and former fiscal year, if changed since last report)
Check whether the issuer (1) 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 issuer was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days [X] Yes [ ] No
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
[ ] Yes [X] No
State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable
date:9,500,000 Shares of $0.001 par value Common Stock issued and outstanding as of July 31, 2006.
PART 1 – FINANCIAL INFORMATION
Item 1. Financial Statements
The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-QSB and Item 310 (b) of Regulation S-B, and, therefore, do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders’ equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the nine months ended June 30, 2006 are not necessarily indicative of the results that can be expected for the year ending September 30, 2006.
DHANOA MINERALS LTD.
(AN EXPLORATION STAGE COMPANY)
FINANCIAL STATEMENTS
AS OF JUNE 30, 2006
(Expressed in US Dollars)
(UNAUDITED)
DHANOA MINERALS LTD.
(AN EXPLORATION STAGE COMPANY)
CONTENTS
DHANOA MINERALS LTD.
(AN EXPLORATION STAGE COMPANY)
CONDENSED BALANCE SHEET
AS OF JUNE 30, 2006
(UNAUDITED)
(Expressed in US Dollars)
ASSETS | | | |
| | | |
CURRENT ASSETS | | | |
Cash | $ | 13,068 | |
Prepaid | | 3,425 | |
| | | |
TOTAL ASSETS | $ | 16,493 | |
| | | |
| | | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | |
| | | |
CURRENT LIABILITIES | | | |
Accounts payable and accrued expenses | $ | 2,400 | |
| | | |
TOTAL LIABILITIES | | 2,400 | |
| | | |
STOCKHOLDERS’ EQUITY | | | |
Preferred stock, $0.001 par value, 3,000,000 shares authorized, | | | |
none issued and outstanding | | - | |
Common stock, $0.001 par value, 65,000,000 shares authorized, | | | |
9,500,000 shares issued and outstanding | | 9,500 | |
Additional paid in capital | | 47,500 | |
Accumulated deficit during exploration stage | | (42,907 | ) |
Total Stockholders’ Equity | | 14,093 | |
| | | |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 16,493 | |
See accompanying notes to condensed financial statements.
2
DHANOA MINERALS LTD.
(AN EXPLORATION STAGE COMPANY)
CONDENSED STATEMENT OF OPERATIONS
(UNAUDITED)
(Expressed in US Dollars)
| | | | | | | | For the | |
| | | | | | | | Period from | |
| | For the Three | | | For the Nine | | | July 11, 2005 | |
| | Months Ended | | | Months Ended | | | (Inception) to | |
| | June 30, 2006 | | | June 30, 2006 | | | June 30, 2006 | |
| | | | | | | | | |
OPERATING EXPENSES | | | | | | | | | |
Exploration costs and expenses | $ | 15,000 | | $ | 20,000 | | $ | 24,000 | |
General and administrative | | 49 | | | 532 | | | 554 | |
Professional fees | | 2,750 | | | 14,446 | | | 16,946 | |
Listing and filing | | 555 | | | 3,573 | | | 4,173 | |
Total Operating Expenses | | 18,354 | | | 38,551 | | | 45,673 | |
| | | | | | | | | |
LOSS FROM OPERATIONS | | (18,354 | ) | | (38,551 | ) | | (45,673 | ) |
| | | | | | | | | |
OTHER INCOME (EXPENSE) | | | | | | | | | |
Foreign currency transaction loss (gain) | | - | | | 146 | | | (2,766 | ) |
Total Other Income (Expense) | | - | | | 146 | | | (2,766 | ) |
| | | | | | | | | |
LOSS BEFORE PROVISION FOR | | | | | | | | | |
INCOME TAXES | | (18,354 | ) | $ | (38,697 | ) | $ | (42,907 | ) |
| | | | | | | | | |
Provision for Income Taxes | | - | | | - | | | - | |
| | | | | | | | | |
NET LOSS | $ | (18,354 | ) | $ | (38,697 | ) | $ | (42,907 | ) |
| | | | | | | | | |
Net loss per share - basic and diluted | $ | - | | $ | - | | $ | (0.01 | ) |
| | | | | | | | | |
Weighted average number of shares outstanding | | | | | | | | | |
during the period - basic and diluted | | 9,500,000 | | | 9,500,000 | | | 7,923,944 | |
See accompanying notes to condensed financial statements.
3
DHANOA MINERALS LTD.
(AN EXPLORATION STAGE COMPANY)
CONDENSED STATEMENT OF STOCKHOLDERS’ EQUITY
FOR THE PERIOD FROM JULY 11, 2005 (INCEPTION) TO JUNE 30, 2006
(UNAUDITED)
(Expressed in US Dollars)
| | | | | | | | | | | | | | Accumulated | | | | |
| | | | | | | | | | | | | | Deficit | | | | |
| | | | | | | | Additional | | | Stock | | | During | | | | |
| | Common Stock | | | Paid-In | | | Subscription | | | Exploration | | | | |
| | Shares | | | Amount | | | Capital | | | Receivable | | | Stage | | | Total | |
| | | | | | | | | | | | | | | | | | |
Common stock issued to founders for | | | | | | | | | | | | | | | | | | |
cash ($0.001 per share) | | 7,000,000 | | $ | 7,000 | | $ | - | | $ | - | | $ | - | | $ | 7,000 | |
| | | | | | | | | | | | | | | | | | |
Common stock issued for cash | | | | | | | | | | | | | | | | | | |
($0.02 per share) | | 2,500,000 | | | 2,500 | | | 47,500 | | | - | | | - | | | 50,000 | |
| | | | | | | | | | | | | | | | | | |
Stock subscription receivable | | - | | | - | | | - | | | (4,813 | ) | | - | | | (4,813 | ) |
| | | | | | | | | | | | | | | | | | |
Net loss for the period from July 11, | | | | | | | | | | | | | | | | | | |
2005 (inception) to September 30, 2005 | | - | | | - | | | - | | | - | | | (4,210 | ) | | (4,210 | ) |
| | | | | | | | | | | | | | | | | | |
Balance, September 30, 2005 | | 9,500,000 | | | 9,500 | | | 47,500 | | | (4,813 | ) | | (4,210 | ) | | 47,977 | |
| | | | | | | | | | | | | | | | | | |
Stock subscription receivable | | - | | | - | | | - | | | 4,813 | | | - | | | 4,813 | |
| | | | | | | | | | | | | | | | | | |
Net loss for the nine months ended | | | | | | | | | | | | | | | | | | |
June 30, 2006 | | - | | | - | | | - | | | - | | | (38,697 | ) | | (38,697 | ) |
| | | | | | | | | | | | | | | | | | |
BALANCE, JUNE 30, 2006 | | 9,500,000 | | $ | 9,500 | | $ | 47,500 | | $ | - | | $ | (42,907 | ) | $ | 14,093 | |
See accompanying notes to condensed financial statements.
4
DHANOA MINERALS LTD.
(AN EXPLORATION STAGE COMPANY)
CONDENSED STATEMENT OF CASH FLOWS
(UNAUDITED)
(Expressed in US Dollars)
| | | | | For the Period | |
| | | | | From July 11, | |
| | For the Nine | | | 2005 | |
| | Months Ended | | | (Inception) to | |
| | June 30, 2006 | | | June 30, 2006 | |
| | | | | | |
| | | | | | |
CASH FLOWS FROM OPERATING ACTIVITIES: | | | | | | |
Net loss | $ | (38,697 | ) | $ | (42,907 | ) |
Adjustments to reconcile net loss to net cash used in | | | | | | |
operating activities: | | | | | | |
Changes in operating assets and liabilities: | | | | | | |
Prepaid | | (925 | ) | | (3,425 | ) |
Accounts payable | | (600 | ) | | 2,400 | |
Net Cash Used In Operating Activities | | (40,222 | ) | | (43,932 | ) |
| | | | | | |
CASH FLOWS FROM INVESTING ACTIVITIES | | - | | | - | |
| | | | | | |
CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | |
Proceeds from issuance of common stock, net of stock | | | | | | |
subscription receivable | | - | | | 52,187 | |
Subscription receivable | | 4,813 | | | 4,813 | |
Net Cash Provided By Financing Activities | | 4,813 | | | 57,000 | |
| | | | | | |
NET INCREASE (DECREASE) IN CASH | | (35,409 | ) | | 13,068 | |
| | | | | | |
CASH AND CASH EQUIVALENTS AT BEGINNING OF | | | | | | |
PERIOD | | 48,477 | | | - | |
| | | | | | |
CASH AND CASH EQUIVALENTS AT END OF | | | | | | |
PERIOD | $ | 13,068 | | $ | 13,068 | |
See accompanying notes to condensed financial statements.
5
DHANOA MINERALS LTD.
(AN EXPLORATION STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF JUNE 30, 2006
(UNAUDITED)
(Expressed in US Dollars)
NOTE 1 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION |
(A) Basis of Presentation
The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information necessary for a comprehensive presentation of financial position and results if operations.
It is management’s opinion however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statements presentation. The results for the interim period are not necessarily indicative of the results to be expected for the year.
(B) Organization
Dhanoa Minerals Ltd (an exploration stage company) (the “Company”) was incorporated under the laws of the State of Nevada on July 11, 2005. The Company is a natural resource exploration company with an objective of acquiring, exploring and if warranted and feasible, developing natural resource properties. Activities during the exploration stage include developing the business plan and raising capital.
(C) Use of Estimates
In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates.
(D) Cash and Cash Equivalents
For purposes of the cash flow statements, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents.
6
DHANOA MINERALS LTD.
(AN EXPLORATION STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF JUNE 30, 2006
(UNAUDITED)
(Expressed in US Dollars)
(E) Mineral Property
Pursuant to SFAS No. 144, the recoverability of the acquisition costs associated with the purchase of mineral rights presumes to be insupportable prior to determining the existence of a commercially minable deposits and have to be expensed. As of June 30, 2006, the Company had expensed $24,000 related to the mineral rights acquisition and exploration costs.
(F) Income Taxes
The Company accounts for income taxes under the Statement of Financial Accounting Standards No. 109, “Accounting for Income Taxes” (“Statement 109”). Under Statement 109, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under Statement 109, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
(G) Loss Per Share
Basic and diluted net loss per common share is computed based upon the weighted average common shares outstanding as defined by Financial Accounting Standards No. 128, “Earnings per Share.” As of June 30, 2006, there were no common share equivalents outstanding.
(H) Foreign Currency Translation
In accordance with SFAS 52 "Foreign Currency Translation", the Company has determined that its functional currency is the United States Dollar. For the nine months ended June 30, 2006, the Company recorded a transaction loss from the settlement of subscriptions receivable received in Canadian Dollars. The loss was determined at the exchange rates on the date of settlement.
(I) Business Segments
The Company operates in one segment and therefore segment information is not presented.
7
DHANOA MINERALS LTD.
(AN EXPLORATION STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF JUNE 30, 2006
(UNAUDITED)
(Expressed in US Dollars)
(J) Recent Accounting Pronouncements
SFAS 155, Accounting for Certain Hybrid Financial Instruments and SFAS 156, Accounting for Servicing of Financial Assets were recently issued. SFAS 155 and 156 have no current applicability to the Company and have no effect on the financial statements.
NOTE 3 | STOCKHOLDERS’ EQUITY |
| |
| During 2005, the Company issued 7,000,000 shares of common stock to its founders for cash of $7,000 ($0.001 per share). |
| |
| During 2005, the Company issued 2,500,000 shares of common stock for cash of $50,000 ($0.02 per share). |
| |
NOTE 4 | GOING CONCERN |
| |
| As reflected in the accompanying financial statements, the Company is in the exploration stage with no operations, has a loss from inception of $42,907 and has a cash outflow from operations of $43,932 from inception. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
| |
| Currently, the Company, does not have enough cash to satisfy its minimum cash requirements for the next twelve months. In addition, it will require additional funds to expand operations and to complete the recommended exploration work program in its mineral claims. |
| |
| Management has plans to seek additional capital funding to implement its business plan through private placement and public offerings of common shares in its capital stock. In the event the Company cannot obtain the necessary funds, it will be necessary to delay, curtail or cancel further exploration of the Company’s property. |
8
Item 2. Management’s Discussions and Analysis or Plan of Operation
Forward-Looking Statements
This Form 10-QSB includes -" forward-looking statements" within the meaning of the "safe-harbor" provisions of the Private Securities Litigation Reform Act of 1995. Such statements are based on management's current expectations and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.
All statements other than historical facts included in this Form, including without limitation, statements under "Plan of Operation", regarding the Company's financial position, business strategy, and plans and objectives of management of the Company for the future operations, are forward-looking statements.
Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. Important factors that could cause actual results to differ materially from the Company's expectations include, but are not limited to, market conditions, competition and the ability to successfully complete financing.
Dhanoa Minerals Ltd. ("the Company", “we”, “us”) was incorporated in the state of Nevada on July 11, 2005. On September 2, 2005, we entered into a mineral purchase and sale agreement with Christopher Delorme, of Surrey, British Columbia, whereby he sold to us a 100% undivided right title and interest in four mineral claims, known as the Close Allies minerals Claims, located in the Alberni Mining Division of British Columbia, Canada. We acquired this interest in the property by paying $4,000 to Christopher Delorme.
Description, Location, Access and Mineralization
The Close-Allies property is located on the north and east side of Buttle Mountain, six miles north of Cowichan Lake and twenty-four miles southwest of Nanaimo, a city on the west coast of Vancouver Island, British Columbia, Canada. The co-ordinates of the property are 124º 19’ 47” W Longitude and 48º 58’ 34” N Latitude. The property Tenure Number is 519681 and expires September 4, 2006.
The company plans to extend the expiry date of the Close-Allies mineral claim to September 4, 2007 by recording, with the Alberni Mining Division of British Columbia, Canada, details of geological exploration work program carried out, on the property, during the period commencing September 4, 2005 and ending September 4, 2006. The extension of the expiry date will be required in order to complete, if warranted and recommended by company’s Geologist upon completion of phase 3 work program, the phase 4 geological work program consisting diamond drilling of prime targets which may be identified on completion of the phase 3 exploration work program.
The property has a total area of two hundred acres and is covered with dense vegetation consisting mostly of hemlock trees. Steep rock canyons are predominant at the property’s highest elevations.
Most areas of the property can be assessed by vehicle on a number of gravel logging roads from Nanaimo, which is approximately one hour by ferry from Vancouver, British Columbia.
The climate of the Close-Allies property is predominant with heavy rainfall from November to March with cool to cold temperatures and possibility of snowfall during winter months. Spring and summer are warm with temperatures averaging 60 degrees Fahrenheit during summer months.
The property lies in a heavily forested area on moderate to steep northwestern slopes between 4,100 and 4,900 feet above sea level. On the northeastern side of the property lies the Green River headwaters and Green River valley which is situated at 3,000 feet above sea level.
The geology of the property is underlain by intrusives of Jurassic age which in turn have intruded volcanic rocks and sediments of which remnants are only left.
The volcanic rocks and sediments appear to be silicified thin remnants, in part altered to skarn. The alteration is not severe, although epidote, chlorite, sericite, and locally garnets, have been formed.
Major faults primarily striking northwest and northeast have caused numerous fractures in the granodiorite. Generally, the fractures are quartz filled with some molybdenite and pyrite. In other areas random grains and patches of molybdenum are noted.
During 1925 and 1926, the Close-Allies property was first staked and a main underground passage was excavated to a length of 115 feet along a quartz vein. Another underground passage of 100 feet long was excavated approximately 850 feet south of the main passage along a southeastern fault.
As of June 30, 2006 the Company had total assets of $ 16,493 consisting of $ 13,068 cash and $ 3,425 in prepaid expenses. This represents the Company’s present and only sources of liquidity.
The Company’s liabilities at June 30, 2006 totaled $ 2,400 consisting of accounts payables and accrued expenses.
For the three month period ending June 30, 2006 the Company generated no revenues and has incurred operating expenses of $ 18,354 consisting of $ 15,000 in exploration costs and expenses, $ 49 in general and administrative expenses, $ 2,750 in professional fees and $ 555 in listing and filing fees.
For the nine month period ending June 30, 2006 the company generated no revenues and has incurred operating expenses of $ 38,551 consisting of $ 20,000 exploration costs and expenses $ 532 in general and administrative expenses, $ 14,446 in professional fees and $ 3,573 in listing and filing fees.
In addition, during the same period, the company incurred a foreign currency transaction loss of $146 for a net loss for the period of $ 38,697.
The on-going negative cash flow from operations raises substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan.
The Company has not realized any revenues since inception, and for the nine month period ended June 30, 2006, and it is presently operating at an ongoing deficit. The Company does not anticipate earning revenues unless it enters into commercial production on the Close Allies mineral property. A second and third phase work programs on the company’s mineral claims have been recommended by Lawrence Sookochoff, the Company’s Professional Engineer on his October 19, 2005 Geological Report entitled “Geological Evaluation Report on the Close Allies Property”.During the three month period ended June 30, 2006, the company completed the recommended Phase 2 and portion of phase 3 work programs on the claims and, even though the results of the exploration work program were positive and additional geological work programs are recommended, the company can provide no assurance that it will discover economic mineralization on the property, or if such minerals are discovered, that it will enter into commercial production.
While the Company has sufficient funds to complete the recommended three phases exploration program on the Close Allies mineral claim, it will require additional funding in order to cover the anticipated professional fees and general administrative expenses and to eventually proceed with the proposed phase four of the geological work program on the property. The Company anticipates that additional funding will be required in the form of equity financing from the sale of the company’s common stock. However the Company cannot provide investors with any assurance that it will be able to secure sufficient funding from the sale of its common stock to fund the subsequent phase four of the exploration program. The Company believes that debt financing will not be an alternative for funding the complete exploration program. The Company does not have any arrangements in place for any future equity financings.
The Company’s plan of operation for the twelve months following the date of this report is to complete the last portion of recommended phase three exploration programs on the Close Allies mineral claim as outlined in the company’s geological report dated October 19, 2005. As a result of the completion of Phase 2 work program the phase 3 exploration program will be altered to an investigation of the indicated anomalous areas delineated in the phase 2 program. These areas will be geologically mapped and sampled to determine the reason for the anomalies and to locate shear and/or fault structures that may provide the controls to the mineralization. The Company anticipates that the completion of phase 3 work program will cost approximately $11,000 and will be undertaken in late summer 2006. Subject to results and geologist’s recommendations from the completion of phase 3 work program, the company will decide whether to proceed with phase 4 work program. This last exploration program will consist of diamond drilling of identified prime targets. Phase 4 work program is anticipated to cost approximately $75,000 and, if so warranted, will be carried out in the spring of 2007.
Presently the company does not have the necessary cash to support its business operation for the next twelve months. Unless the company raises the necessary capital to implement its business plan during the next twelve months, it will be unable to support its operations and it will be forced to scale down or perhaps even cease its business operation.
The Company anticipates incurring approximately $42,000 for administrative expenses including accounting and audit costs ($13,000), legal fees ($9,000), rent and office costs ($6,000), computer costs ($3,000), telephone costs ($2,000), Edgar filings ($2,000) and general administrative costs ($7,000) over the next 12 months.
On November 21, 2005, the Company filed an SB2 Registration Statement with The Security and Exchange Commission of the United States (SEC) in order to gain a reporting Status in the United States and in order to register its common stock. On December 30, 2005, the company received its effective status with the SEC becoming a fully reporting company in the United States.
The Company has retained a market maker to sponsor a 15c211 application with the National Association of Securities Dealers (NASD) in order to have its common shares posted for trading on the NASD Over the Counter Bulletin Board (OTC BB) upon approval of this application. The 15c211 application was subsequently approved and the company’s common shares were posted for trading on the OTC BB on March 28, 2006 under the trading symbol DHML.OB.
CRITICAL ACCOUNTING POLICIES
We have identified the policies outlined below as critical to our business operations. The list is not intended to be a comprehensive list of all of our accounting policies. In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted in the United States, with no need for management's judgment in their application. The impact and any associated risks related to these policies on our business operations is discussed throughout Management's Plan of Operations where such policies affect our reported and expected financial results. Note that our preparation of the financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of our financial statements, and the reported amounts of revenue and expenses during the reporting period. There can be no assurance that actual results will not differ from those estimates.
Mineral Interest
Pursuant to SFAS No. 144, the recoverability of the acquisition costs associated with the purchase of mineral rights presumes to be insupportable prior to determining the existence of a commercially minable deposit and have been expensed.
The company’s mineral rights, which were originally booked as an asset on its balance sheet, were deemed impaired and were subsequently written off.
As of June 30, 2006, the Company has expensed a total of $20,000 related to the mineral rights acquisition and exploration costs.
Going Concern
As reflected in the accompanying financial statements, the Company is in the exploration stage with limited operations and with a negative cash flow from operations of $43,932 from inception. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
We currently do not have enough cash to satisfy our minimum cash requirements for the next twelve months. In addition, we will require additional funds to expand operations and for further exploration
Management has plans to seek additional capital funding to implement its business plan through private placement and public offerings of common shares in its capital stock
Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.
Recent Accounting Pronouncements
SFAS 155, Accounting for Certain Hybrid Financial Instruments and SFAS 156, Accounting for Servicing of Financial Assets were recently issued. SFAS 155 and 156 have no current applicability to the Company and have no effect on the financial statements.
Item 3. Controls and Procedures
Our management, which includes our Chief Executive Officer and our principal financial officer, have conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-14(c) promulgated under the Securities and Exchange Act of 1934, as amended) as of a date (the "Evaluation Date") as of the end of the period covered by this report. Based upon that evaluation, our management has concluded that our disclosure controls and procedures are effective for timely gathering, analyzing and disclosing the information we are required to disclose in our reports filed under the Securities Exchange Act of 1934, as amended. There have been no significant changes made in our internal controls or in other factors that could significantly affect our internal controls subsequent to the end of the period covered by this report based on such evaluation.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company is not a party to any pending legal proceeding. Management is not aware of any threatened litigation, claims or assessments.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Report on Form 8-K
There were no reports filed on form 8K during the three months ending June 30, 2006.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dhanoa Minerals Ltd.
/s/ “Grewal Balwant”
Grewal Balwant, Director
Date: August 10, 2006.