UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10 - Q/A
(Amendment No. 2)
(Mark One) |
[ x ] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2009 |
[ ] | 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: [ ]
CHINA DIGITAL VENTURES CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Nevada | ------------- |
(State or Other Jurisdiction of Incorporation or Organization) | (IRS Employer Identification No.) |
Unit 603, 6/F., Malaysia Building, 50 Gloucester Road, Hong Kong | n/a |
(Address of Principal Executive Offices) | (Zip Code) |
+618 7123 2313
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name, Former Address and Former
Fiscal Year if Changed Since Last Report)
Indicate by check 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 past 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 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 " small reporting company " in Rule 12b-2 of the Exchange Act. (check one) |
Large Accelerated Filer [ ] Accelerated Filer [ ] Non-Accelerated Filer [ ] Smaller Reporting Company [ x ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). |
Yes [ x ] No [ ]
The number of common equity shares outstanding as of July 31, 2009 was 15,228,000 shares of Common Stock, $0.001 par value. |
Explanatory Note |
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Page | ||
PART I. FINANCIAL INFORMATION | ||
Item 1. | Financial Statements | |
Consolidated Balance Sheet - June 30, 2009 (Unaudited) | 2 | |
Consolidated Statements of Operations - Three Months and Nine Months ended June 30, 2009 and 2008 and from March 26, 2007 (Inception) to June 30, 2009 (Unaudited) | 3 | |
Consolidated Statement of Stockholders' Equity - From March 26, 2007 (Inception) to June 30, 2009 (Unaudited) | 4 | |
Consolidated Statements of Cash Flows - Nine Months ended June 30, 2009 and 2008 and from March 26, 2007 (Inception) to June 30, 2009 (Unaudited) | 5 | |
Notes to Consolidated Financial Statements | 6-18 |
Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 19-24 |
Item 3. | Quantitative and Qualitative Disclosure About Market Risk | 25 |
Item 4. | Controls and Procedures | 25 |
PART II. OTHER INFORMATION |
Item 1 | Legal Proceedings | 26 |
Item 2 | Unregistered Sales of Equity Securities and Use of Proceeds | 26 |
Item 3 | Defaults Upon Senior Securities | 26 |
Item 4 | Submission of Matters to a Vote of Security Holders | 26 |
Item 5 | Other Matters | 26 |
Item 6. | Exhibits | 26 |
SIGNATURES | 27 |
PART I - FINANCIAL INFORMATION
CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
CONSOLIDATED BALANCE SHEET |
AS AT JUNE 30, 2009 AND SEPTEMBER 30, 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
Note | June 30, 2009 | September 30, 2008 | |||
(Unaudited) | (Audited) | ||||
ASSETS | |||||
Current assets: | |||||
Cash and cash equivalents | $ | 7,757 | $ | 8,517 | |
Account receivable | 2,056 | - | |||
Other receivable | 641 | - | |||
-------------------- | ------------------- | ||||
Total assets | $ | 10,454 | $ | 8,517 | |
=========== | =========== | ||||
LIABILITIES AND STOCKHOLDERS' DEFICIT | |||||
Current liabilities: | |||||
Other payables | $ | 8,516 | $ | - | |
Accrued expenses | 39,242 | 33,060 | |||
Amount due to a director | 24,821 | 19,648 | |||
------------------- | ------------------- | ||||
Total current liabilities | 72,579 | 52,708 | |||
------------------- | ------------------- | ||||
Stockholders' deficit : | |||||
Common stock, $0.001 par value, 75,000,000 shares authorized 13,228,000 (2008: 13,228,000) shares issued and outstanding | 4 | 13,208 | 13,208 | ||
Additional paid up capital | 4 | 31,352 | 31,352 | ||
Deficit accumulated during the development stage | (106,685) | (88,751) | |||
------------------- | ------------------- | ||||
Total stockholders' deficit | (62,125) | (44,191) | |||
------------------- | ------------------- | ||||
Total liabilities and stockholders' deficit | $ | 10,454 | $ | 8,517 | |
=========== | =========== | ||||
See accompanying notes to the financial statements
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
CONSOLIDATED STATEMENTS OF OPERATIONS |
FOR THE THREE MONTHS AND NINE MONTHS ENDED JUNE 30, 2009 AND 2008 AND |
(UNAUDITED) |
(Stated in US Dollars) |
For the Period | ||||||||||
For the Three | For the Three | For the Nine | For the Nine | from March 26, | ||||||
Months Ended | Months Ended | Months Ended | Months Ended | 2007 (Inception) | ||||||
June 30, | June 30, | June 30, | June 30, | to June 30, | ||||||
2009 | 2008 | 2009 | 2008 | 2009 | ||||||
------------------ | ------------------ | -------------------- | -------------------- | -------------------- | ||||||
Net Revenues | $ | 5,829 | $ | 4,241 | $ | 17,893 | $ | 6,169 | $ | 30,644 |
Cost of Revenues | 2,800 | 2,085 | 8,532 | 3,497 | 15,411 | |||||
------------------- | ------------------ | -------------------- | --------------------- | -------------------- | ||||||
Gross Profits | 3,029 | 2,156 | 9,361 | 2,672 | 15,233 | |||||
Other General and Administrative Expenses | 10,475 | 19,218 | 27,213 | 47,124 | 121,832 | |||||
------------------ | ------------------ | -------------------- | ------------------- | ------------------- | ||||||
Loss from Operations | (7,446) | (17,062) | (17,852) | (44,452) | (106,599) | |||||
Other Expenses | ||||||||||
Interests | 28 | 2 | 82 | 2 | 86 | |||||
------------------ | ------------------ | ------------------- | ------------------- | -------------------- | ||||||
Net Loss | $ | (7,474) | $ | (17,064) | $ | (17,934) | $ | (44,454) | $ | (106,685) |
========== | ========== | ============ | ============ | =========== | ||||||
Weighted Average Basic and Diluted Shares Outstanding | 13,228,000 | [13,078,637 | 13,228,000 | 13,039,104 | 13,011,105 | |||||
========== | ========== | =========== | =========== | =========== | ||||||
Loss Per Share - basic and diluted | $ | (0.00) | $ | (0.00) | $ | (0.00) | $ | (0.00) | $ | (0.00) |
========== | ========== | =========== | =========== | =========== | ||||||
*Basic and diluted weighted average number of shares is the same since the Company has no dilutive securities |
See accompanying notes to the financial statements
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY |
FOR THE PERIOD FROM MARCH 26, 2007 (INCEPTION) TO JUNE 30, 2009 |
(UNAUDITED) |
(Stated in US Dollars) |
Deficit | ||||||||||||
accumulated | ||||||||||||
Common stock | Additional | during the | Total | |||||||||
------------------------------ | paid-in | development | stockholders' | |||||||||
Shares | Amount | capital | stage | equity/(deficit) | ||||||||
------------ | ------------ | ------------ | ------------ | ------------------ | ||||||||
Balance at March 26, 2007 (inception) | - | $ | - | $ | - | $ | - | $ | - | |||
Issuance of founder shares for cash at $0.001 per share - March 28, 2007 | 10,000,000 | 10,000 | - | - | 10,000 | |||||||
Sale of shares for cash at $0.01 per share - April 2007 | 3,000,000 | 3,000 | 27,000 | - | 30,000 | |||||||
Net loss | - | - | - | (38,799) | (38,799) | |||||||
---------------- | ---------------- | ---------------- | ---------------- | --------------- | ||||||||
Balance at September 30, 2007 | 13,000,000 | 13,000 | 27,000 | (38,799) | 1,201 | |||||||
Sale of shares for cash at $0.02 per share - Feb-Mar 2008 | 208,000 | 208 | 3,952 | - | 4,160 | |||||||
Issuance of shares for services at $0.02 per share - Jul 7, 2008 | 20,000 | - | 400 | - | 400 | |||||||
Net loss | - | - | - | (49,952) | (49,952) | |||||||
---------------- | ---------------- | ---------------- | ---------------- | --------------- | ||||||||
Balance at September 30, 2008 | 13,228,000 | 13,208 | 31,352 | (88,751) | (44,191) | |||||||
Net loss | - | - | - | (17,934) | (17,934) | |||||||
---------------- | ---------------- | ---------------- | ---------------- | --------------- | ||||||||
Balance at June 30, 2009 | 13,228,000 | $ | 13,208 | $ | 31,352 | $ | (106,685) | $ | (62,125) | |||
============ | ============ | ============ | ============ | ============ |
See accompanying notes to the financial statements
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
CONSOLIDATED STATEMENTS OF CASH FLOWS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 AND FROM MARCH 26, 2007 (INCEPTION) TO JUNE 30, 2009 |
(UNAUDITED) |
(Stated in US Dollars) |
For the Period | ||||||
For the Nine | For the Nine | from March 26, 2007 | ||||
Months Ended | Months Ended | 2007 (Inception) to | ||||
June 30, 2009 | June 30, 2008 | June 30, 2009 | ||||
---------------------- | ---------------------- | ---------------------- | ||||
Cash Flows from Operating Activities: | ||||||
Net Loss | $ | (17,934) | $ | (44,454) | $ | (106,685) |
Adjustments to Reconcile Net Loss to Net Cash Used | ||||||
in Operating Activities: | ||||||
Common stock issuance for services | - | - | 400 | |||
Changes in Assets and Liabilities: | ||||||
Increase in Account Receivable | (2,056) | - | (2,056) | |||
Increase in Other Receivable | (641) | - | (641) | |||
Increase in Accrued Expenses | 6,182 | 25,042 | 39,242 | |||
Increase in Other Payable | 8,516 | 10,614 | 8,516 | |||
Increase in Due to a director | 5,173 | 5,642 | 24,821 | |||
---------------------- | ---------------------- | ---------------------- | ||||
Net Cash Used in Operating Activities | (760) | (3,156) | (36,403) | |||
---------------------- | ---------------------- | ---------------------- | ||||
Cash Flows from Investing Activities: | - | - | - | |||
---------------------- | ---------------------- | ---------------------- | ||||
Cash Flows from Financing Activities: | ||||||
Proceeds from Sale of Common Stock | - | 4,160 | 44,160 | |||
---------------------- | ---------------------- | ---------------------- | ||||
Net Cash Provided by Financing Activities | - | 4,160 | 44,160 | |||
---------------------- | ---------------------- | ---------------------- | ||||
(Decrease)/Increase in Cash | (760) | 1,004 | 7,757 | |||
Cash - Beginning of Period | 8,517 | 5,001 | - | |||
---------------------- | ---------------------- | ---------------------- | ||||
Cash - End of Period | $ | 7,757 | $ | 6,005 | $ | 7,757 |
============ | ============ | ============ | ||||
Supplemental Disclosures of Cash Flow Information: | ||||||
Interest Paid | $ | 82 | $ | 2 | $ | 86 |
============ | ============ | ============ | ||||
Income Taxes Paid | $ | - | $ | - | $ | - |
============ | ============ | ============ |
See accompanying notes to the financial statements
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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Place of | Attributable | ||||
Name of Company | Incorporation | Interest | |||
Lead Concept Limited | Hong Kong | 100% |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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$ | |||
United States federal income tax rate | 15% | ||
Valuation allowance-US federal income tax | (15%) | ||
--------------- | |||
Provision for income tax | - | ||
============ | |||
Hong Kong statutory rate | 17.5% | ||
Valuation allowance - Hong Kong Rate | (17.5%) | ||
--------------- | |||
Provision for income tax | - | ||
============ |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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As announced in the Form 8-K, On May 26, 2009, the Company entered into a Sales and Purchase agreement (the "Purchase Agreement") to acquire approximately 79.1% interests in China Integrated Media Corporation Limited (CIMC), a public company incorporated in Australia. Subsequent to the balance sheet date on July 6, 2009, the Company closed this transaction. CIMC is in the business of television content provision and brand distribution business in China and Australia, respectively. |
The consideration for the acquisition is 2,000,000 shares of the Company's common stock valued at $40,000 based upon a share price of US$0.02 per share. |
Business Combination |
The purchase price was allocated as follows: |
Cash | $ | 75,650 | ||
Current assets | 141,250 | |||
Current liabilities | (185,402) | |||
Property, plant and equipment | 2,484 | |||
Intangible assets | 13,120 | |||
Minority interests | (7,102) | |||
Purchase price | $ | 40,000 | ||
============ |
Proforma financials |
The accompanying pro forma condensed consolidated financial statements are provided for informational purposes only. The Pro Forma Consolidated Balance Sheet and Pro Forma Combined Statement of Operations are unaudited and are not necessarily indicative of the consolidated financial position which actually would have occurred if the above transaction had been consummated on June 30, nor does it purport to present the operating results that would be achieved for future periods. |
The Unaudited Pro-Forma Consolidated Financial Statement reflect financial information which gives pro-forma effect to the acquisition of 19,200,000 shares of CIMC in exchange for 2,000,000 shares of common stock of the Company. |
The acquisition is to be recorded as a purchase acquisition. The Pro Forma Consolidated Balance Sheet included herein reflects the use of the purchase method of accounting for the above transaction. |
Unaudited Pro Forma Consolidated Balance Sheet The acquisition was completed on July 6, 2009 and has been accounted for in the consolidated balance sheet presented in the Pro-Forma Condensed Consolidated Balance Sheet as at June 30, 2009. |
Unaudited Pro Forma Consolidated Statement of Operations The Pro-Forma Combined Statement of Operations give effect to the above transaction as if it occurred on the earliest date of the period presented, i.e., September 30, 2008. |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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CHINA DIGITAL VENTURES CORPORATION
UNAUDITED PRO-FORMA
CONSOLIDATED BALANCE SHEET
AS OF JUNE 30, 2009
ASSETS | Proforma | |||||
Current assets: | ||||||
Cash and cash equivalents | 83,407 | |||||
Stock | 346 | |||||
Deposit | 81,103 | |||||
Loan receivables | 12,822 | |||||
Account receivables | 2,056 | |||||
Other receivables | 4,089 | |||||
---------------- | ||||||
Total current assets | 183,823 | |||||
---------------- | ||||||
Non-current assets: | ||||||
Investment in Subsidiary | - | |||||
Intangible Asset | 11,191 | |||||
Property and equipments, net | 2,484 | |||||
---------------- | ||||||
Total non-current assets | 13,675 | |||||
---------------- | ||||||
Total assets: | 197,498 | |||||
========= | ||||||
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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CHINA DIGITAL VENTURES CORPORATION
UNAUDITED PRO-FORMA
CONSOLIDATED BALANCE SHEET
AS OF JUNE 30, 2009
LIABILITIES AND STOCKHOLDERS' EQUITY | Proforma | |||||
Current liabilities: | ||||||
Other payables | 155,756 | |||||
Accrued expenses | 39,640 | |||||
Loan from related company | 33,321 | |||||
Amount due to director | 29,264 | |||||
---------------- | ||||||
Total current liabilities | 257,981 | |||||
Minority Interests | (3,925) | |||||
Stockholders' equity: | ||||||
Common stock, $0.001 par value, 75,000,000,000 shares authorized | ||||||
13,228,000 shares at June 30, 2009 | ||||||
shares issued and outstanding | 53,208 | |||||
Additional paid-in capital | 31,352 | |||||
Comprehensive income | 0 | |||||
Deficits accumulated during the development stage | (141,118) | |||||
---------------- | ||||||
Total stockholders' deficit | (56,558) | |||||
---------------- | ||||||
Total liabilities and stockholders' equity | 197,498 | |||||
========== |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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CHINA DIGITAL VENTURES CORPORATION
UNAUDITED PRO-FORMA
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE NINE MONTHS ENDED JUNE 30, 2009
Proforma | ||
consolidated | ||
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US$ | ||
Net revenue | $ | 17,893 |
Cost of revenue | 8,532 | |
---------------- | ||
Gross profit | 9,361 | |
Other general and admiistrative expenses: | 69,990 | |
---------------- | ||
Loss from operations before other expense | (60,629) | |
Other expenses | ||
Interest expenses | 836 | |
---------------- | ||
Net loss before minority interests | (61,465) | |
Minority interesrts | (9,098) | |
---------------- | ||
Net loss | (52,367) | |
========== | ||
Other Comprehensive Income | ||
Foreign currency translation gain | 0 | |
Comprehensive loss | (52,367) | |
Basic and diluted loss per common share | (0.02) | |
========== | ||
Basic and diluted weighted average number of common share | 15,228,000 | |
========== |
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CHINA DIGITAL VENTURES CORPORATION |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE NINE MONTHS ENDED JUNE 30, 2009 AND 2008 |
(UNAUDITED) |
(Stated in US Dollars) |
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
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Forward-Looking Statements |
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Critical Accounting Policy and Estimates |
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Overview |
The Company's mission is to acquire, own and manage a portfolio of "technology", "media" and "telecommunication" assets throughout Asia. |
Overview Telecom Market |
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Telecom Services |
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CDVC has commenced the development of its website at www.ngndial.com and online e-commerce platform. CDVC has completed the first phase of its development for call back service and initiation through the internet. However, we still need to complete the development of the payment gateway to be fully capable as an e-commerce platform. |
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* | Distinctive Telecom Service offerings; | |
* | Tiered costing models based on volume and purchase frequency; and | |
* | Prizes, additional compensation and other incentive programs for top resellers' sales people. |
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Mobile Devices Advertising |
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Television |
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General |
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The Company has realized revenue of $4,241 for the three months period ended June 30, 2008. The Company incurred a cost of revenue of $2,085, achieving a gross profit of $2,156 for the three months period ended June 30, 2008. We hope to generate additional revenue when we receive more contracts or develop other projects. The Company has realized revenue of $17,893 for the nine months period ended June 30, 2009. The Company incurred a cost of revenue of $8,532, achieving a gross profit of $9,361 for the nine months period ended June 30, 2009. We hope to generate additional revenue when we receive more contracts or develop other projects. The Company has realized revenue of $6,169 for the nine months period ended June 30, 2008. The Company incurred a cost of revenue of $3,497, achieving a gross profit of $2,672 for the nine months period ended June 30, 2008. We hope to generate additional revenue when we receive more contracts or develop other projects. For the period from March 26, 2007 (date of inception) to June 30, 2009, the Company realized revenue of $30,644, incurred a cost of revenue of $15,411 and achieved a gross profit of $15,233. |
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For the three months period ended June 30, 2008, our gross profit was $2,156 and our total operating expenses were $19,218, all of which were selling, general and administrative expenses. We also had $2 in interest expenses. Our net loss to our shareholders for the three months period ended June 30, 2008 was $17,064. For the nine months period ended June 30, 2009, our gross profit was $9,361 and our total operating expenses were $27,213, all of which were selling, general and administrative expenses. We also had $82 in interest expenses. Our net loss to our shareholders for the nine months period ended June 30, 2009 was $17,934. For the nine months period ended June 30, 2008, our gross profit was $2,672 and our total operating expenses were $47,124, all of which were selling, general and administrative expenses. We also had $2 in interest expenses. Our net loss to our shareholders for the nine months period ended June 30, 2008 was $44,454. For the period from March 26, 2007 (date of inception) to June 30, 2009, the accumulated gross profit was $15,233, the total operating expenses was $121,832 which was all selling, general and administrative expenses and had $86 in interest expenses and resulting in an accumulated net loss to our shareholders of $106,685 |
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Item 3. Quantitative and Qualitative Disclosures about Market Risk. |
Quantitative and Qualitative Disclosures about Market Risk: |
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Item 4T. Controls and Procedures. |
Evaluation of Controls and Procedures: |
Evaluation of Disclosure Controls and Procedures: Our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures had the following deficiency: |
* |
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Changes in Internal Controls over Financial Reporting: |
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PART II. OTHER INFORMATION |
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| Description |
3.1 | Articles of Incorporation (1) |
3.2 | Bylaws (1) |
31.1 | Rule 13a-14(a)/15d14(a) Certification of Con Unerkov (Attached Hereto) |
31.2 | Rule 13a-14(a)/15d14(a) Certification of Bing HE (Attached Hereto) |
32.1 | Section 1350 Certifications of Con Unerkov (Attached Hereto) |
32.2 | Section 1350 Certifications of Bing HE(Attached Hereto) |
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SIGNATURES |
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By: | /s/ Con Unerkov | |
Name: | Con Unerkov | |
Title: | Chief Executive Officer | |
By: | /s/ Bing He | |
Name: | Bing He | |
Title: | Chief Financial Officer | |
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