USA Zhimingde International 10-Q 11 Feb 15 2014 Q1 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	3 Months Ended
	Mar. 31, 2014	Jan. 23, 2015
Document And Entity Information
Entity Central Index Key	1363343
Entity Registrant Name	USA Zhimingde International Group Corp
Document Type	10-Q
Document Period End Date	31-Mar-14
Amendment Flag	FALSE
Current Fiscal Year End Date	-19
Entity Common Stock, Shares Outstanding		1,853,207
Entity Filer Category	Smaller Reporting Company
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Entity Current Reporting Status	No
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2014

Balance_Sheets_Unaudited

Balance Sheets (Unaudited) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Current Liabilities:
Accrued expenses	$35,000	$30,500
Total current liabilities	35,000	30,500
Stockholders' (deficit) (Note 5):
Preferred stock, $0.001 par value per share, 50,000,000 shares authorized, none issued and outstanding at March 31, 2014 and December 31, 2013
Common stock, $0.001 par value per share, 100,000,000 shares authorized, 1,853,207 shares issued and outstanding at March 31, 2014 and December 31, 2013	1,853	1,853
Additional paid-in capital	637,846	637,846
Deficit	-674,699	-670,199
Total stockholders' (deficit)	($35,000)	($30,500)

Balance_Sheets_Unaudited_Paren

Balance Sheets (Unaudited) (Parenthetical) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Statement of Financial Position [Abstract]
Preferred Stock, par value	$0.00	$0.00
Preferred Stock, shares authorized	50,000,000	50,000,000
Preferred Stock, shares issued	0	0
Preferred Stock, shares outstanding	0	0
Common Stock, par value	$0.00	$0.00
Common Stock, shares authorized	100,000,000	100,000,000
Common Stock, shares issued	1,853,207	1,853,207
Common Stock, shares outstanding	1,853,207	1,853,207

Statements_of_Operations_Unaud

Statements of Operations (Unaudited) (USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Operating expenses
Professional fees	($4,000)	($54,000)
General and administrative	-500	-1,613
Total operating expenses	-4,500	-55,613
Net (loss)	($4,500)	($55,613)
(Loss) per common share, basic and diluted (Note 2)	$0	($0.03)
Weighted average shares outstanding, basic and diluted	1,853,207	1,853,207

Statements_of_Changes_in_Stock

Statements of Changes in Stockholders' (Deficit) Equity (Unaudited) (USD $)	Preferred Stock	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance, beginning at Dec. 31, 2013		$1,853	$637,846	($670,199)	($30,500)
Net loss				-4,500	-4,500
Balance, ending at Mar. 31, 2014		$1,853	$637,846	($674,699)	($35,000)

Statements_of_Cash_Flows_Unaud

Statements of Cash Flows (Unaudited) (USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Statement of Cash Flows [Abstract]
Net loss	($4,500)	($55,613)
Increase in accrued expenses	4,500	5,000
Net cash (used) in operating activities		-50,613
Capital contributed by stockholder		50,613
Net cash provided by financing activities		$50,613

GENERAL

GENERAL	3 Months Ended
	Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]
GENERAL	1	GENERAL
	Organization and Business Nature
	USA Zhimingde International Group Corporation (formerly, Marketing Acquisition Corporation) (the “Company”) was originally incorporated on July 26, 1990 in accordance with the laws of the State of Florida as Marketing Educational Corp. On June 13, 2006, the Company was reincorporated by merger in the State of Nevada.
	The Company was originally formed for the purpose of direct marketing of certain educational materials and photography packages. The educational materials marketed by the Company consisted of encyclopedias, learning books, educational audio and video tapes which were designed to be used in various combinations to accommodate the educational levels and needs of families with children of all ages. During 1991, the Company completed a public offering of 150,000 units of common stock, through a Registration Statement on Form S-18 (Registration No.33-37039-A).
	The Company has had no operations since 1992 and is currently a “shell company” as defined in Rule 405 under the Securities Act of 1933 (“Securities Act”) and Rule 12b-2 under the Securities Exchange Act of 1934 (“Exchange Act”). The Company is defined as a shell company because it has no operations or assets.
	On December 7, 2012, USA Zhimingde International Group Inc., a New Jersey corporation (“Zhimingde Inc.”) purchased 1,687,502 shares of the Company’s common stock from Halter Financial Investments, L.P., Glenn A. Little and The Halter Group, Inc. pursuant to a Securities Purchase Agreement (the “Purchase”). Following the Purchase, Zhimingde Inc. owned approximately 91% of the voting securities of the Company. The Purchase resulted in a change in control of the Company. Subsequently, the Company changed its name to USA Zhimingde International Group Corporation effective on February 4, 2013.

ACCOUNTING_POLICIES

ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2014
Accounting Policies [Abstract]
ACCOUNTING POLICIES	2	ACCOUNTING POLICIES
	Basis of Accounting and Presentation
	The accompanying financial statements have been prepared on the accrual basis of accounting.
	The unaudited interim financial statements of the Company as of March 31, 2014 and for the three months ended March 31, 2014 and 2013, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC which apply to interim financial statements. Accordingly, they do not include all of the information and footnotes normally required by accounting principles generally accepted in the United States of America for annual financial statements.
	In the opinion of management, such information contains all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the periods presented. The interim financial information should be read in conjunction with the financial statements and the notes thereto, included in the Company’s Form 10-K filed with the SEC. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the results to be expected for future quarters or for the year ending December 31, 2014.
	All financial statements and notes to the financial statements are presented in United States dollars (“US Dollar” or “US$” or “$”).
	Cash and Cash Equivalents
	The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of March 31, 2014 and December 31, 2013, the Company does not have any cash equivalents.
	Income Taxes
	The Company accounts for income taxes in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Section 740, “Income Taxes” (“ASC 740”), which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes. Deferred tax assets and liabilities represent the future tax consequences for those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled.  Deferred tax assets are also recognized for operating losses that are available to offset future taxable income.  A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized.
	The Company accounts for its uncertain tax positions in accordance with ASC Section 740-10, which prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance also prescribes direction on de-recognition, classification, interest and payables accounting in financial statements and related disclosures.
	The Company classifies interest expense and any related penalties related to income tax uncertainties as a component of income tax expense. No interest or penalties have been recognized as of March 31, 2014.
	Management has evaluated and concluded that there were no material uncertain tax positions requiring recognition in the Company’s financial statements as of March 31, 2014. The Company does not expect any significant changes in the unrecognized tax benefits within twelve months of the reporting date.
	Use of Estimates
	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results could differ from these estimates.
	Fair Value of Financial Instruments
	The Company measures the fair value of financial assets and liabilities based on the guidance of ASC 820 “Fair Value Measurements and Disclosures” which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.
	ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:
		·	Level 1 - quoted prices in active markets for identical assets or liabilities
		·	Level 2 - inputs other than quoted prices in active markets that are observable either directly or indirectly.
		·	Level 3 - inputs based on prices or valuation techniques that are both unobservable and significant to fair value markets.
	The carrying amounts of the Company’s liabilities approximate fair value due to the short-term nature of these instruments.
	Net Earnings (Loss) Per Share
	Basic earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted earnings per common share is computed by dividing net earnings by the weighted average number of common shares outstanding, plus common stock equivalents, if dilutive, resulting from convertible preferred stock, stock options and warrants. As of March 31, 2014 and December 31, 2013, there were no common stock equivalents outstanding.

RECENTLY_ISSUED_ACCOUNTING_STA

RECENTLY ISSUED ACCOUNTING STANDARDS	3 Months Ended
	Mar. 31, 2014
Accounting Changes and Error Corrections [Abstract]
RECENTLY ISSUED ACCOUNTING STANDARDS	3	RECENTLY ISSUED ACCOUNTING STANDARDS
	In August 2014, the FASB issued authoritative guidance that requires an entity’s management to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern and requires additional disclosures if certain criteria are met. This guidance is effective for fiscal periods ending after December 15, 2016, with early adoption permitted. This accounting standard update is not expected to have any impact on the Company’s financial statements.
	In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers”, which supersedes the revenue recognition requirements in ASC 605, “Revenue Recognition”. The core principle of this updated guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new rule also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. This guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Companies are permitted to adopt this new rule following either a full or modified retrospective approach. Early adoption is not permitted. Adoption of this ASU is not expected to have any impact on the Company’s financial statements or disclosures.
	In April 2014, the FASB issued ASU 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity”, which amends the requirements for reporting discontinued operations. Under ASU 2014-08, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component or group of components meets the criteria to be classified as held for sale or when the component or group of components is disposed of by sale or other than by sale. In addition, this ASU requires additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements. The guidance is effective for annual and interim periods beginning after December 15, 2014, with early adoption permitted. Adoption of this ASU is not expected to have any impact on the Company’s financial statements or disclosure.

RELATED_PARTY_TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2014
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	4
	RELATED PARTY TRANSACTIONS
	During the three months ended March 31, 2014 and the year ended December 31, 2013, the Company received additional capital to support its operations from its stockholders or their affiliates aggregating $0 and $55,613, respectively.

PREFERRED_AND_COMMON_STOCK

PREFERRED AND COMMON STOCK	3 Months Ended
	Mar. 31, 2014
Equity [Abstract]
PREFERRED AND COMMON STOCK	5
	PREFERRED AND COMMON STOCK
	The Company’s Articles of Incorporation authorize the issuance of up to 50,000,000 shares of Preferred Stock and 100,000,000 shares of Common Stock. The holders of the Company’s common stock are entitled to one vote per share. Subject to the rights of holders of preferred stock, if any, the holders of common stock are entitled to receive such dividends, if any, as may be declared by the Board of Directors out of legally available funds. Subject to the rights of holders of preferred stock, if any, upon liquidation, dissolution or winding down of the Company, holders of common stock are entitled to share ratably in all assets of the Company that are legally available for distribution.

INCOME_TAXES

INCOME TAXES	3 Months Ended
	Mar. 31, 2014
Income Tax Disclosure [Abstract]
INCOME TAXES	6
	INCOME TAXES
	The provision (benefit) for income taxes consisted of the following for the three months ended March 31:
		2014			2013
		(Unaudited)			(Unaudited)
	Current	$	—		$	—
	Deferred		(1,530	)		(18,908	)
	Change in valuation allowance		1,530			18,908
		$	—		$	—
	The following table reconciles the effective income tax rates with the statutory rates for the three months ended March 31:
		2014			2013
	U.S. federal statutory rate		34	%		34	%
	Change in valuation allowance		(34.0	)		(34.0	)
	Effective income tax rate		—	%		—	%
	Deferred tax assets (liabilities) are comprised of the following:
		March 31,			December 31,
		2014			2013
	Net operating loss carryforwards	$	71,608		$	70,078
	Valuation allowance		(71,608	)		(70,078	)
	Net deferred tax assets	$	—		$	—
	At March 31, 2014, the Company had approximately $211,000 of Federal net operating losses that may be available to offset future taxable income. The Federal net operating loss carryover, if not utilized, will expire beginning in 2026. The amount and availability of any future net operating loss carry-forwards may be subject to limitations set forth by the Internal Revenue Code. Based upon an analysis of the Company’s stock ownership activity through December 31, 2012, a change of ownership was deemed to have occurred. This change of ownership created an annual limitation of substantially all of the Company’s net operating losses which are available through 2031.
	The Company assesses the likelihood that deferred tax assets will be realized. To the extent that realization is not likely, a valuation allowance is established. Based upon the Company’s losses since inception, management believes that it is more likely than not that future benefits of deferred tax assets will not be realized principally due to the change of ownership limitations and has therefore established a full valuation allowance.
	The Company’s tax filings are subject to examination by the tax authorities. The Company’s U.S. tax returns are not subject to examination by the tax authorities for tax years before 2011.

GOING_CONCERN

GOING CONCERN	3 Months Ended
	Mar. 31, 2014
Going Concern
GOING CONCERN	7	Going concern
	The Company has not generated any revenue and had no significant operations during the three months ended March 31, 2014 and 2013. The Company does not have any cash or cash equivalents as of March 31, 2014. As of March 31, 2014, the Company had a working capital deficiency and stockholders’ deficiency of $35,000. The Company continues to incur losses from operations and has incurred a net loss of approximately $5,000 during the three months ended March 31, 2014. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.
	The Company’s current business plan is to seek an acquisition or merger with a private operating company. However, there is no assurance that the Company will be able to successfully consummate an acquisition or merger with a private operating company or, that the Company will identify any debt or equity financing sources to finance a potential acquisition or merger. If we are unable to obtain financing, the Company may be unable to complete its business plan, and would, instead, delay all cash intensive activities. The Company will continue to be dependent on additional capital contributions from its stockholders for cash flow, which may not be available. Without necessary cash flow, the Company may become dormant during the next twelve months, or until such time as necessary funds could be raised.
	Accordingly, the accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business. The carrying amounts of assets and liabilities presented in the financial statements do not necessarily purport to represent realizable or settlement values. The financial statements do not include any adjustment that might result from the outcome of this uncertainty.

ACCOUNTING_POLICIES_Policies

ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2014
Accounting Policies [Abstract]
Basis of Accounting and Presentation	Basis of Accounting and Presentation
	The accompanying financial statements have been prepared on the accrual basis of accounting.
	The unaudited interim financial statements of the Company as of March 31, 2014 and for the three months ended March 31, 2014 and 2013, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC which apply to interim financial statements. Accordingly, they do not include all of the information and footnotes normally required by accounting principles generally accepted in the United States of America for annual financial statements.
	In the opinion of management, such information contains all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the periods presented. The interim financial information should be read in conjunction with the financial statements and the notes thereto, included in the Company’s Form 10-K filed with the SEC. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the results to be expected for future quarters or for the year ending December 31, 2014.
	All financial statements and notes to the financial statements are presented in United States dollars (“US Dollar” or “US$” or “$”).
Cash and Cash Equivalents	Cash and Cash Equivalents
	The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of March 31, 2014 and December 31, 2013, the Company does not have any cash equivalents.
Income Taxes	Income Taxes
	The Company accounts for income taxes in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Section 740, “Income Taxes” (“ASC 740”), which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes. Deferred tax assets and liabilities represent the future tax consequences for those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled.  Deferred tax assets are also recognized for operating losses that are available to offset future taxable income.  A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized.
	The Company accounts for its uncertain tax positions in accordance with ASC Section 740-10, which prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance also prescribes direction on de-recognition, classification, interest and payables accounting in financial statements and related disclosures.
	The Company classifies interest expense and any related penalties related to income tax uncertainties as a component of income tax expense. No interest or penalties have been recognized as of March 31, 2014.
	Management has evaluated and concluded that there were no material uncertain tax positions requiring recognition in the Company’s financial statements as of March 31, 2014. The Company does not expect any significant changes in the unrecognized tax benefits within twelve months of the reporting date.
Use of Estimates	Use of Estimates
	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results could differ from these estimates.
Fair Value of Financial Instruments	Fair Value of Financial Instruments
	The Company measures the fair value of financial assets and liabilities based on the guidance of ASC 820 “Fair Value Measurements and Disclosures” which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.
	ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:
		·	Level 1 - quoted prices in active markets for identical assets or liabilities
		·	Level 2 - inputs other than quoted prices in active markets that are observable either directly or indirectly.
		·	Level 3 - inputs based on prices or valuation techniques that are both unobservable and significant to fair value markets.
	The carrying amounts of the Company’s liabilities approximate fair value due to the short-term nature of these instruments.
Net Earnings (Loss) Per Share	Net Earnings (Loss) Per Share
	Basic earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted earnings per common share is computed by dividing net earnings by the weighted average number of common shares outstanding, plus common stock equivalents, if dilutive, resulting from convertible preferred stock, stock options and warrants. As of March 31, 2014 and December 31, 2013, there were no common stock equivalents outstanding.

INCOME_TAXES_Tables

INCOME TAXES (Tables)	3 Months Ended
	Mar. 31, 2014
Income Tax Disclosure [Abstract]
Schedule of provision (benefit) for income taxes	The provision (benefit) for income taxes consisted of the following for the three months ended March 31:
		2014			2013
		(Unaudited)			(Unaudited)
	Current	$	—		$	—
	Deferred		(1,530	)		(18,908	)
	Change in valuation allowance		1,530			18,908
		$	—		$	—
Schedule of reconciliation of effective income tax rates with statutory rates	The following table reconciles the effective income tax rates with the statutory rates for the three months ended March 31:
		2014			2013
	U.S. federal statutory rate		34	%		34	%
	Change in valuation allowance		(34.0	)		(34.0	)
	Effective income tax rate		—	%		—	%
Schedule of deferred tax assets (liabilities)	Deferred tax assets (liabilities) are comprised of the following:
		March 31,			December 31,
		2014			2013
	Net operating loss carryforwards	$	71,608		$	70,078
	Valuation allowance		(71,608	)		(70,078	)
	Net deferred tax assets	$	—		$	—

GENERAL_Details_Narrative

GENERAL (Details Narrative)	0 Months Ended	12 Months Ended
	Dec. 07, 2012	Dec. 31, 1991
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Common stock purchased, shares	1,687,502
Ownership acquired	91.00%
Public offering of units through Registration Statement		150,000

RELATED_PARTY_TRANSACTIONS_Det

RELATED PARTY TRANSACTIONS (Details Narrative) (USD $)	3 Months Ended	12 Months Ended
	Mar. 31, 2014	Dec. 31, 2013
Former Stockholders or their Affiliates
Capital contributed to support operations	$0	$55,613

INCOME_TAXES_Schedule_of_provi

INCOME TAXES - Schedule of provision (benefit) for income taxes (Details) (USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Income Tax Disclosure [Abstract]
Deferred	($1,530)	($18,908)
Change in valuation allowance	$1,530	$18,908

INCOME_TAXES_Schedule_of_recon

INCOME TAXES - Schedule of reconciliation of effective income tax rates with statutory rates (Details)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Income Tax Disclosure [Abstract]
U.S. federal statutory rate	34.00%	34.00%
Change in valuation allowance	-34.00%	-34.00%

INCOME_TAXES_Schedule_of_defer

INCOME TAXES - Schedule of deferred tax assets (liabilities) (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Income Tax Disclosure [Abstract]
Deferred Tax Assets, Net operating loss carryforwards	$71,608	$70,078
Valuation allowance	($71,608)	($70,078)

INCOME_TAXES_Details_Narrative

INCOME TAXES (Details Narrative) (Federal [Member], USD $)	Mar. 31, 2014
Federal [Member]
Net operating loss carryforwards	$211,000