SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly period ended
March 31, 2015
[] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No. 000-54171
HIGH DESERT ASSETS INC.
(Exact Name of Small Business Issuer as specified in its charter)
Colorado | 26-1381565 |
| (State or other jurisdiction | (IRS Employer File Number) |
33 Ubi Avenue 3 07-57 Vertex Tower A Singapore | 408868 |
| (zip code) | |
| (Address of principal executive offices) |
+65-6702-3808 (Registrant's telephone number, including area code)
Indicate by check mark whether the registrant: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T(Section 232.405 of this chapter) during the preceding 12 months(or such shorter period that the registrant was required to submit and post such files. Yes ☐ No ☑
Indicate by check mark whether the registrant is a large accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer," and "small reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐ | Accelerated filer ☐ |
Non-accelerated filer ☐ (Do not check if a smaller reporting company) | Smaller reporting company ☑ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes ☐ No ☑
As of May 20, 2014, the Company had 41,215,298 shares of common stock issued and outstanding.
FORM 10-Q
HIGH DESERT ASSSETS
TABLE OF CONTENTS
PART I FINANCIAL INFORMATION | |
| Item 1. Financial Statements for the period ended March 31, 2015 | |
| Balance Sheets (Unaudited) | 3 |
| Statements of Operations (Unaudited) | 4 |
| Statements of Cash Flows (Unaudited) | 5 |
| Notes to Financial Statements | 6 |
| Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations | 11 |
| Item 3. Quantitative and Qualitative Disclosures About Market Risk | 13 |
| Item 4. Controls and Procedures | 13 |
| PART II OTHER INFORMATION | |
| Item 1. Legal Proceedings | 14 |
| Item 1A. Risk Factors | 14 |
| Item 2. Unregistered Sales of Equity Securities and Use of Proceeds | 14 |
| Item 3. Defaults Upon Senior Securities | 14 |
| Item 4. Mine Safety Disclosures | 14 |
| Item 5. Other Information | 14 |
| Item 6. Exhibits | 15 |
| Signatures | 16 |
- 2 -
PART I FINANCIAL INFORMATION
References in this document to "us," "we," or "Company" refer to HIGH DESERT ASSETS HIGH DESERT ASSSETS, INC.
ITEM 1. FINANCIAL STATEMENTS
| High Desert Assets, Inc. | |
| Balance Sheets |
| ASSETS | ||||||||
March 31, 2015 (Unaudited) | December 31, 2014 | |||||||
Current Assets | ||||||||
| Cash | $ | - | $ | - | ||||
| TOTAL ASSETS | $ | - | $ | - | ||||
| LIABILITIES AND SHAREHOLDERS' DEFICIT | ||||||||
| LIABILITIES | ||||||||
| Current liabilities | ||||||||
| Accounts payable | $ | 21,795 | $ | 18,022 | ||||
| Advances from related party | 24,155 | 3,040 | ||||||
| TOTAL LIABILITIES | 45,950 | 21,062 | ||||||
| SHAREHOLDERS' DEFICIT | ||||||||
| Preferred stock, par value $.10 per share; Authorized | ||||||||
| 1,000,000 shares; issued and outstanding -0- shares. | - | - | ||||||
| Common Stock, par value $.001 per share; Authorized | ||||||||
| 50,000,000 shares; issued and outstanding 41,215,297 and 23,660,665 shares, respectively | 41,215 | 23,661 | ||||||
| Additional Paid In Capital | 193,226 | 193,226 | ||||||
| Accumulated deficit | (280,391 | ) | (237,949 | ) | ||||
| TOTAL SHAREHOLDERS' DEFICIT | (45,950 | ) | (21,062 | ) | ||||
| TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT | $ | 0 | $ | - | ||||
The accompanying notes are an integral part of these condensed unaudited financial statements
- 3 -
HIGH DESERT ASSETS HIGH DESERT ASSSETS, INC.
STATEMENTS OF OPERATIONS
| 3 Months | 3 Months | |||||||
| Ended | Ended | |||||||
| March 31, | March 31, | |||||||
| 2015 | 2014 | |||||||
| Revenue: | $ | - | $ | - | ||||
| General & Administrative Expenses | ||||||||
| Accounting | 6,197 | - | ||||||
| Legal | 34,017 | - | ||||||
| Office | 1,412 | 2,806 | ||||||
| Stock transfer | 816 | 167 | ||||||
| Total General & Administrative Expenses | 42,442 | 2,973 | ||||||
| (Loss) before other expenses | (42,442 | ) | (2,973 | ) | ||||
| Other Expenses | ||||||||
| Change in fair value of derivatives | - | (1,397 | ) | |||||
| Total other expenses, net | - | (1,397 | ) | |||||
| Net (Loss) | $ | (42,442 | ) | $ | (4,370 | ) | ||
| (Loss) Per Share - basic and diluted | $ | (0.00 | ) | $ | (0.00 | ) | ||
| Weighted Average Common Shares | ||||||||
| Outstanding - basic and diluted | 33,998,376 | 207,400,500 | ||||||
The accompanying notes are an integral part of these condensed unaudited financial statements
- 4 -
HIGH DESERT ASSETSHIGH DESERT ASSSETS, INC.
STATEMENTS OF CASH FLOWS
| Unaudited | Unaudited | |||||||
| Three Month | Three Month | |||||||
| Period Ended | Period Ended | |||||||
| March 31, | March 31, | |||||||
| 2015 | 2014 | |||||||
| Operating Activities | ||||||||
| Net Loss | $ | (42,442 | ) | $ | (4,370 | ) | ||
| Adjustments to reconcile decrease in net loss to cash | ||||||||
| provided by operating activities: | ||||||||
| Interest payable | - | 1,397 | ||||||
| Increase (Decrease) in accounts payable | 3,773 | 2,973 | ||||||
| Cash used in operating activities | (38,669 | ) | - | |||||
| Financing activities: | ||||||||
Advances from related parties | 21,115 | - | ||||||
| Common Stock | 17,554 | �� | ||||||
| Net cash provided from financing activities | 38,669 | - | ||||||
| Net increase in cash | - | - | ||||||
| Cash at beginning of period | - | 539 | ||||||
| Cash at end of period | $ | - | $ | ,539 | ||||
| Supplemental disclosure information: | ||||||||
| Stock issued for services | $ | - | $ | - | ||||
| Notes issued for services | $ | - | $ | - | ||||
| Notes issued in satisfaction of accounts payable | $ | - | $ | - | ||||
The accompanying notes are an integral part of these condensed unaudited financial statements
- 5 -
HIGH DESERT ASSSETS, INC.
NOTES TO THE CONDENSED UNAUDITED FINANCIAL STATEMENTS
Note 1 - Organization and Summary of Significant Accounting Policies
ORGANIZATION AND BASIS OF PRESENTATION
High Desert Assets, Inc. formerly known as Univest Tech, Inc. (the "Company"), was incorporated in the State of Colorado on November 6, 2007. The Company was formed to develop and market music based on technology solutions. The Company may also engage in any business that is permitted by law, as designated by the board of directors of the Company.
On February 6, 2015 (the "Closing Date"), the Company entered into Stock Purchase Agreements (the "Agreement") with two U.S. accredited investors, Scott C. Kline and Jose A. Capote, the Secretary and Chief Technical Officer of the Company, respectively, and two foreign investors, including Rock Capital Limited, the new majority owner of the Company, pursuant to which the Company issued an aggregate of 17,554,672 shares of common stock, or approximately 42.7% of the issued and outstanding common stock of the Company, at an aggregate purchase price of approximately $17,554. The sales of Common Stock were made following the acquisition by Rock Capital Limited
On the Closing Date, Rock Capital Limited acquired 14,250,000 shares of Common Stock of the Company, representing approximately 34.7% of the issued and outstanding shares of Common Stock of the Company as of the Closing Date, from Jaitegh Singh, the previous majority shareholder of the Company. At the Closing Date, Rock Capital Limited also acquired an additional 1,810,125 shares of Common Stock from several minority holders, including Loro Verde Investments, representing approximately 4% of the issued and outstanding shares of Common Stock of the Company. As a result of the foregoing, as of the Closing Date, Rock Capital Limited acquired Common Stock representing approximately 77% of the issued and outstanding shares of Common Stock of the Company.
In addition, on the Closing Date, Alan Smith, the sole officer and Director of the Company, submitted his resignation from all executive officer positions with the Company, including Chief Executive Officer and President, effective immediately, and as a member of the Board, which resignation shall become effective on the 10th day following the mailing of this information statement to the stockholders of the Company (the "Effective Date"). On the Closing Date, Lin Kok Peng, PhD was appointed as Chief Executive Officer, Chief Financial Officer and Chairman of the Board, effective immediately, Jose A. Capote was appointing, Chief Technical Officer (CTO) effective immediately, and Scott C. Kline was appointed as Secretary, effective immediately. Allister Lim Wee Sing was appointed a member of the Board effective immediately.
The board of directors and shareholders holding a majority of the common stock of the Company approved the transactions described herein.
The accompanying audited financial statements have been prepared in accordance with United States generally accepted accounting principles ("U.S. GAAP").
- 6 -
HIGH DESERT ASSSETS, INC.
NOTES TO THE CONDENSED UNAUDITED FINANCIAL STATEMENTS
Note 1 - Organization and Summary of Significant Accounting Policies (continued)
UNAUDITED FINANCIAL INFORMATION
The interim unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions to Securities and Exchange Commission ("SEC") Form 10-Q and Article 8 of SEC Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments of a normal recurring nature and considered necessary for a fair presentation of its financial condition and results of operations for the interim periods presented in this Quarterly Report on Form 10-Q have been included. Operating results for the interim periods are not necessarily indicative of financial results for the full year. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014. In preparing these financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
CASH
Cash and cash equivalents include cash on hand, deposits with banks, and investments that are highly liquid and have maturities of three months or less at the date of purchase.
BASIC EARNINGS PER SHARE
The Company has adopted the FASB ASC Topic 260 regarding earnings / loss per share, which provides for calculation of "basic" and "diluted" earnings / loss per share. Basic earnings / loss per share includes no dilution and is computed by dividing net income / loss available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings / loss per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings / loss per share.
INCOME TAXES
The Company follows the asset and liability method of accounting for deferred income taxes. The asset and liability method requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between financial accounting and tax bases of assets and liabilities. The Company accounts for income taxes pursuant to ASC 740. There was no increase in liabilities for unrecognized tax benefits as a result of this implementation.
- 7 -
HIGH DESERT ASSSETS, INC.
NOTES TO THE CONDENSED UNAUDITED FINANCIAL STATEMENTS
Note 1 - Organization and Summary of Significant Accounting Policies (continued)
GOING CONCERN
The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Since inception, the Company has had recurring operating losses and negative operating cash flows. As of March 31, 2015, the company has accumulated deficit of $280,391, and negative working capital of $45,950. These factors raise substantial doubt about the Company's ability to continue as a going concern.
The Company's continuation as a going concern is dependent on its ability to obtain additional financing to fund operations, implement its business model, and ultimately, to attain profitable operations. The Company will need to secure additional funds through various means, including an acquisition, equity and debt financing or any similar financing. There can be no assurance that the Company will be able to obtain additional debt or equity financing, if and when needed, on terms acceptable to the Company, or at all. Any additional equity or debt financing may involve substantial dilution to the Company's stockholders, restrictive covenants or high interest costs. The Company's long-term liquidity also depends upon its ability to generate revenues and achieve profitability.
The accompanying financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
Note 3 – Impact of New Accounting Standards
In June 2014 the FASB issued ASU 2014-10 regarding development stage entities. The ASU removes the definition of development stage entity, as was previously defined under generally accepted accounting principles in the United States (U.S. GAAP), from the accounting standards codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP.
In addition, the ASU eliminates the requirements for development stage entities to (i) present inception-to-date information in the statement of income, cash flow and stockholders' equity, (ii) label the financial statements as those of a development stage entity, (iii) disclose a description of the development stage activities in which the entity is engaged, and (iv) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage.
The Company has chosen to adopt the ASU early for the Company's financial statements as of March 31, 2015. The adoption of this pronouncement impacted the Company by eliminating the requirement to report inception to date financial information previously required.
- 8 -
HIGH DESERT ASSSETS, INC.
NOTES TO THE CONDENSED UNAUDITED FINANCIAL STATEMENTS
Note 4 – Capital Stock
At formation, the Company authorized to issue 50,000,000 shares of $.001 par value common stock.
On May 13, 2014, the "Company, filed Articles of Amendment to its Articles of Incorporation with the Secretary of State of Colorado to increase the authorized number of shares of Common Stock from fifty million (50,000,000) shares, par value $0.001, to two hundred fifty million (250,000,000) shares, par value $0.001.
On May 13, 2014, the Company's Board of Directors, receiving the majority vote of the Company's shareholders and, approved: (a) an increase in the aggregate number of authorized shares of Common Stock of the Company from fifty million (50,000,000) shares, par value $0.001, to two hundred fifty million (250,000,000) shares, par value $0.001; and (b) a 9-for-1 forward stock split ("Forward Split") of the issued and outstanding shares of Common Stock of the Company. As a result of the Forward Split, the current 23,044,500 issued and outstanding shares of Common Stock shall represent 207,400,500 post Forward Split shares; any and all fractional shares resulting from the Forward Split shall be rounded up to the next whole share.
On May 16, 2014, FINRA approved the Forward Split, to take effect on May 20, 2014. The accompanying financial statements have been updated to reflect the effects of the Forward Split.
On April 10, 2014 the Company had a change in ownership resulting in the outstanding accounts payable, notes payable, and interest payable being paid by a shareholder. On October 21, 2014, Jaitegh Singh, the Company's previous President, Chief Executive Officer, Chief Financial Officer, Secretary, and Treasurer and the controlling shareholder of the Company ("Mr. Singh") cancelled and returned to treasury an aggregate of 183,739,875 shares of the Company's common stock beneficially owned by Mr. Singh (the "Cancellation") pursuant to the terms of an agreement with the Company's current President, Derrick Mains. Following the Cancellation of the 183,739,875 common shares, there were a total of 23,660,625 common shares of the Company outstanding.
The Company authorized 1,000,000 shares of $.10 par value, preferred stock, to have such preferences as the Directors of the Company may assign from time to time. No preferred stock is either issued or outstanding as of March 31, 2015 and 2014.
On February 6, 2015 (the "Closing Date"), the Company entered into Stock Purchase Agreements (the "Agreement") with two U.S. accredited investors, Scott C. Kline and Jose A. Capote, the Secretary and Chief Technical Officer of the Company, respectively, and two foreign investors, including Rock Capital Limited, the new majority owner of the Company, pursuant to which the Company issued an aggregate of 17,554,672 shares of common stock, or approximately 42.7% of the issued and outstanding common stock of the Company, at an aggregate purchase price of approximately $17,554. The sales of Common Stock were made following the acquisition by Rock Capital Limited.
On the Closing Date, Rock Capital Limited acquired 14,250,000 shares of Common Stock of the Company, representing approximately 34.7% of the issued and outstanding shares of Common Stock of the Company as of the Closing Date, from Jaitegh Singh, the previous majority shareholder of the Company. At the Closing Date, Rock Capital Limited also acquired an additional 1,810,125 shares of Common Stock from several minority holders, including Loro Verde Investments, representing approximately 4% of the issued and outstanding shares of Common Stock of the Company. As a result of the foregoing, as of the Closing Date, Rock Capital Limited acquired Common Stock representing approximately 77% of the issued and outstanding shares of Common Stock of the Company.
- 9 -
HIGH DESERT ASSSETS, INC.
NOTES TO THE CONDENSED UNAUDITED FINANCIAL STATEMENTS
Note 4 – Capital Stock (continued)
In addition, on the Closing Date, Alan Smith, the sole officer and Director of the Company, submitted his resignation from all executive officer positions with the Company, including Chief Executive Officer and President,as a member of the Board, which resignation shall become effective on the 10th day following the mailing of this information statement to the stockholders of the Company (the "Effective Date"). On the Closing Date, Lin Kok Peng, PhD was appointed as Chief Executive Officer, Chief Financial Officer and Chairman of the Board, effective immediately, Jose A. Capote was appointed Chief Technical Officer (CTO) effective immediately, and Scott C. Kline was appointed as Secretary, effective immediately. Allister Lim Wee Sing was appointed a member of the Board effective immediately.
The board of directors and shareholders holding a majority of the common stock of the Company approved the transactions described herein..
Note 5 - Related Party Activity
During the three month period ended March 31, 2015, Rock Capital Limited, a related party advanced the Company $21,115.
- 10 -
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION
The following discussion of our financial condition and results of operations should be read in conjunction with, and is qualified in its entirety by, the consolidated financial statements and notes thereto included in, Item 1 in this Quarterly Report on Form 10-Q. This item contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those indicated in such forward-looking statements.
Forward-Looking Statements
This Quarterly Report on Form 10-Q and the documents incorporated herein by reference contain forward-looking. Such forward-looking statements are based on current expectations, estimates, and projections about our industry, management beliefs, and certain assumptions made by our management. Words such as "anticipates", "expects", "intends", "plans", "believes", "seeks", "estimates", variations of such words, and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties, and assumptions that are difficult to predict; therefore, actual results may differ materially from those expressed or forecasted in any such forward-looking statements. Unless required by law, we undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise. However, readers should carefully review the risk factors set forth in other reports and documents that we file from time to time with the Securities and Exchange Commission, particularly the Report on Form 10-K, Form 10-Q and any Current Reports on Form 8-K.
Results of Operations
Operating expenses, which consisted solely of general and administrative expenses for the three month period ended March 31, 2015, were $42,442. This compares with operating expenses for the three month period ended March 31, 2014 of $2,973. The major components of general and administrative expenses include accounting fees, consulting fees, legal and professional fees and stock transfer fees. The material increase in such expense in the first quarter of 2015 were related to increased legal and accounting fees in connection with our change in control.
As a result of the foregoing, we had a net loss of $42,442 for the three month period ended March 31, 2015. This compares with a net loss for the three month period ended March 31, 2014 of $2,973.
As of February 6th, 2015, after the Change in Control, the Company is focused on a new Business Model. Our Business Model incorporates two synergistic and mutually aligned approaches:
| · | Commercialization and Deployment of Proven, Proprietary Technologies - including but not limited to: advanced battery and energy storage solutions; advanced solar technologies and Wastes to Biofuels |
| · | Project Development to provide recurring revenue streams through the Integration of proven, state-of-the-art technologies, (those owned by the Company and others brought by exclusive licensing/contractual arrangements) to undertake projects under Build-Own-Operate (BOO), Build-Own-Operate and Transfer (BOOT) and Joint Venture contractual arrangements. |
The Company's mission is to be a leader in the deployment of solutions and the implementation of projects that create and enhance sustainable living. Of the two billion people who lack access to modern energy services, 1.2 billion live in Asia. Governments in the region give high priority to supplying electricity to all households, including those living in remote rural areas that cannot be easily reached by the national grids. Local alternative/renewable/distributed energy resources can be used to supply electricity to these areas, using individual systems or independent grids. The demand for remote area electricity services, along with the growing concern for the environment and sustainable development, will continue to increase the demand for alternative energy products.
- 11 -
Furthermore, with Global waste production reaching a total of 2 billion metric tons per year (over 100 million metric tons per year in ASEAN nations), there is a huge, unmet, demand for utilizing these wastes in projects that recover resources (energy, recyclables and other commercial products) and thus providing , safe and environment friendly waste disposal solutions .
HDAI's business model relies on harnessing the strength of off-take and/or energy purchase agreements with marquee parties and/or multinationals to ensure the financial viability of the projects. Typically, HDAI projects would provide for multiple diverse revenue streams, including waste tipping fees, revenues from the recovery of Renewable Energy and other end products (i.e. recyclables, fertilizer and biofuels).
We expect that we will need to raise additional funds to support the expansion of our new business model , including the acquisition of proprietary technologies, working capital to support the implementation of new projects , or for the acquisition of complementary businesses or technologies, or if we must respond to unanticipated events that require us to make additional investments. We cannot assure that additional financing will be available when needed on favorable terms, or at all.
We expect to undertake some near-term acquisitions that would result in the generation of revenues, however, notwithstanding these developments we expect to incur operating losses through the balance of this year because we will be incurring expenses and not generating sufficient revenues. We cannot guarantee that we will be successful in generating sufficient revenues or other funds in the future to cover these operating costs. We expect to cover such shortfall in operating margins through advances from our principal shareholder and other fund-raising measures that the Company deems appropriate.
Liquidity and Capital Resources.
As of March 31, 2015 and December 31, 2014, we had no cash or cash equivalents
We had net cash used for operating activities of $38,669 for the three month period ended March 31, 2015. We had no net cash used for operating activities for the three month period ended March 31, 2014. The change resulted from our net loss during the period.
Cash flows from financing activities were $38,669 during the three month period ended March 31, 2015. We had no other cash flows from financing activities for prior periods. These cash flows were all related to sales of stock, issuance of notes and deferred offering costs.
Over the next twelve months we expect to use approximately $400,000 for working capital to develop operations in accordance with our new Business Model.
Our principal source of liquidity will initially be from advances provided by our principal shareholder..
Our new Business Model will provide a source of revenues from the sale and distribution of advanced, proprietary technologies and from the development of Renewable Energy Projects that will provide a diverse source of recurring revenue streams. .
Off-Balance Sheet Arrangements
We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.
- 12 -
Future Financings
We will continue to rely on advances from our principal shareholder as well as from other sources of financing, including Private Placements of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.
Critical Accounting Policies
Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.
We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.
Recently Issued Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act").
- 13 -
Based on this evaluation, our principal executive and principal financial and accounting officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) were effective as of March 31, 2015.
Changes in Internal Control over Financial Reporting
There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial reporting.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.
ITEM 1A. RISK FACTORS
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES.
Not Applicable.
ITEM 5. OTHER INFORMATION
None.
- 14 -
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
| Exhibit | ||||
| Number | Description | Filing | ||
| 3.1 | Articles of Incorporation | Filed with the SEC on May 18, 2009 as part of our Registration Statement on Form S-1. | ||
| 3.2 | Bylaws | Filed with the SEC on May 18, 2009 as part of our Registration Statement on Form S-1. | ||
| 31.1 | Certification of CEO pursuant to Sec. 302 | Filed herewith. | ||
| 31.2 | Certification of CEO pursuant to Sec. 302 | Filed herewith. | ||
| 32.1 | Certification of CEO pursuant to Sec. 906 | Filed herewith. | ||
| 32.2 | Certification of CFO pursuant to Sec. 906 | Filed herewith. | ||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | Filed herewith. | ||
| 101.INS | XBRL Instance Document | Filed herewith. | ||
| 101SCH | XBRL Taxonomy Extension Schema Document | Filed herewith. | ||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | Filed herewith. | ||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | Filed herewith. | ||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | Filed herewith. | ||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | Filed herewith. | ||
- 15 -
SIGNATURES
In accordance with Section 12 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 on May 20, 2015.
| HIGH DESERT ASSSETS, INC. | ||
| By: | /s/ Lin Kok Peng | |
| Lin Kok Peng | ||
Chief Executive Officer, Chief Financial Officer, Treasurer and Director | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacity and on the date indicated
| Date: May 20, 2014 | By: | /s/ Lin Kok Peng |
| Lin Kok Peng | ||
| Director |
- 16 -