FORM 10-Q FOR PERIOD ENDING APRIL 30, 2011
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period endedApril 30, 2011
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________ to ______________
Commission File Number333-161997
GOA SWEET TOURS LTD.
(Exact name of registrant as specified in its charter)
| |
NEVADA
(State or other jurisdiction of incorporation or organization) | 98-0632932 (IRS Employer Identification No.) |
H. no 889, Ascona, Patem
Benaulim, Goa, India 403716
(Address of principal executive offices)
(011) 91-98-90-55-77-27
(Registrant’s telephone number)
N/A
(Former name, former address and former fiscal year, if changed since last report)
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 preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No X
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 during the preceding 12 months (or for 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, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
| | | |
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
8,000,000 shares of registrant’s common stock, $0.001 par value, were outstanding at May 13, 2011. Registrant has no other class of common equity.
PART I. FINANCIAL INFORMATION
Item 1 Consolidated Financial Statements.
Goa Sweet Tours Ltd.
(A Development Stage Company)
Consolidated Balance Sheets
| | | | | | | | |
| April 30,
2011
-$- | | July 31,
2010
-$- |
| (Unaudited) | | |
ASSETS | | | |
Current assets | | | |
Cash | 1,188 | | 14,429 |
Total current assets | 1,188 | | 14,429 |
Total assets | 1,188 | | 14,429 |
| | | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | | | |
| | | |
LIABILITIES | | | |
Current liabilities | | | |
Accounts payables and accrued liabilities | 10,740 | | - |
Related party advances payable | 425 | | 3,095 |
Total current liabilities | 11,165 | | 3,095 |
Total liabilities | 11,165 | | 3,095 |
| | | |
STOCKHOLDERS’ EQUITY (DEFICIT) | | | |
| | | |
Preferred stock: $0.001 par value, 100,000,000 authorized,0 issued and outstanding | - | | - |
Common shares: $0.001 par value, 100,000,000 authorized, 8,000,000 and 8,000,000 issued and outstanding as of April 30, 2011 and July 31, 2010 respectively. | 8,000 | | 8,000 |
Additional paid-in capital | 47,000 | | 47,000 |
Deficit accumulated during the development stage | (64,977) | | (43,666) |
Total stockholders’ equity (deficit) | (9,977) | | 11,334 |
Total liabilities and stockholders’ equity (deficit) | 1,188 | | 14,429 |
(See Notes to the consolidated financial statements)
F-1
Goa Sweet Tours Ltd.
(A Development Stage Company)
Consolidated Statements of Operations
(Unaudited)
| | | | | | | |
| For the Three Months | | For the Nine Months | | Period From September 2, 2008 (inception) to |
| Ended April 30 | | Ended April 30 | | April 30, |
| 2011 | 2010 | | 2011 | 2010 | | 2011 |
| $ | $ | | $ | $ | | $ |
Expenses | | | | | | | |
General and administrative | 630 | 4,652 | | 13,061 | 6,205 | | 23,890 |
Professional fees | 1,500 | 2,203 | | 8,250 | 14,322 | | 41,087 |
Net loss | (2,130) | (6,855) | | (21,311) | (20,527) | | (64,977) |
| | | | | | | |
Net loss per share – basic and diluted | (0.00) | (0.00) | | (0.00) | (0.00) | | |
| | | | | | | |
| | | | | | | |
Weighted average shares outstanding – basic and diluted | 8,000,000 | 6,550,562 | | 8,000,000 | 5,505,495 | | |
(See Notes to the consolidated financial statements)
F-2
Goa Sweet Tours Ltd.
(A Development Stage Company)
Consolidated Statements of Cash Flows
(Unaudited)
| | | |
| For the Nine Months | Period From September 2, 2008 (inception) to |
Ended April 30, | April 30, |
2011 | 2010 | 2011 |
$ | $ | $ |
Cash flows from operating activities | | | |
Net loss | (21,311) | (20,527) | (64,977) |
Change in operating assets and liabilities | | | |
Accounts payables and accrued liabilities | 10,740 | (3,779) | 10,740 |
Net cash used In operating activities | (10,571) | (24,306) | (54,237) |
| | | |
Cash flows from financing activities | | | |
Proceeds from common stock issued for cash | - | 30,000 | 55,000 |
Proceeds from (payment to) related party advances payable | (2,670) | 2,774 | 425 |
Net cash provided by financing activities | (2,670) | 32,774 | 55,425 |
| | | |
Net increase (decrease) in cash | (13,241) | 8,468 | 1,188 |
Cash – beginning of period | 14,429 | 9,741 | - |
| | | |
Cash – end of period | 1,188 | 18,209 | 1,188 |
| | | |
Supplemental cash flow information: | | | |
Cash paid for: | | | |
- Interest | − | − | − |
- Income tax | − | − | − |
| | | |
(See Notes to the consolidated financial statements)
F-3
Goa Sweet Tours Ltd.
(A Development Stage Company)
Notes to the consolidated financial statements
April 30, 2011
(Unaudited)
Note 1. Basis of Presentation
Unaudited Interim consolidated financial statements
The accompanying unaudited interim consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q of Regulation S-X. They may not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the year ended July 31, 2010 included in the Company’s Registration Statement filed with the Securities and Exchange Commission. The interim unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-K. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the nine months ended April 30, 2011 are not necessarily indicative of the results that may be expected for the year ending July 31, 2011.
Note 2: Going Concern
The accompanying financial statements have been prepared on the basis of accounting principles applicable to a going concern; accordingly, they do not give effect to adjustment that would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and retire its liabilities in other than the normal course of business and at amounts different from those in the accompanying financial statements. Management plans to raise cash from public or private debt or equity financing on an as needed basis and in the longer term, to generate revenues from the acquisition, exploration and development of mineral interests, if found. The Company's ability to continue as a going concern is dependent upon achieving profitable operations and/or upon obtaining additional financing. The outcome of these matters cannot be predicted at this time.
Note 3: Related Party Advances Payable
As at April 30, 2011 the Company owed $425 to associates of the Company’s management. These advances are unsecured, payable on demand and non-interest bearing.
Note 4: Related Party Transactions
The Company neither owns nor leases any real or personal property. Mr. Chuntan Vernekar, sole officer and director of the Company, provides the Company with use of office space and services free of charge.
On January 6, 2010, the Company formed an Indian incorporated wholly owned subsidiary, Goa Excursions Private Limited. The subsidiary is structured as required by the laws of the State of Goa, India.
Note 5: Capital Stock
The total number of common shares authorized that may be issued by the Company is 100,000,000 shares with a par value of $0.001 per share. The total number of preferred shares authorized that may be issued by the Company is 100,000,000 shares with a par value of $0.001 per share. The preferred stock may be issued in one or more series, from time to time, with each series to have such designation, relative rights, preference or limitations, as adopted by the Company’s Board of Directors.
During the period ended July 31, 2009, the Company issued 5,000,000 shares of common stock for total cash proceeds of $25,000 to the Company’s sole director and officer. During the year ended July 31, 2010, the Company issued 3,000,000 shares of common stock for total cash proceeds of $30,000.
At April 30, 2011, there were no outstanding stock options or warrants.
Item 2.
Management's Discussion and Analysis of Financial Conditions and Results of Operations.
Goa Sweet Tours Ltd. was incorporated in the State of Delaware on September 2, 2008. We were formed to provide personalized concierge tour packages to tourists who visit the State of Goa, India. We initially plan to market our packages to tourists already in the State of Goa through the relationships with travel agents and small resort operators that our President, Mr. Chuntan Vernekar, has developed through his years of experience in the tour business. We also plan to develop a website for advertising our services which will be the virtual business card and portfolio for the Company.
There have been no material reclassifications, mergers, consolidations or purchases or sales of any significant amount of assets not in the ordinary course of business since the date of incorporation.
We are a development stage company and we are a company without revenues or operations. We have minimal assets and have incurred losses since inception. Our limited start-up operations have consisted of the formation of our business plan and identification of our target market. We had anticipated that our sales will begin in October 2010; the start of the tourist season in Goa, but due to unforeseen commitment, our President cannot be presently available to get our business plan forward. We plan to move forward in the later part of 2011.
Our administrative offices are currently located at the premises of our President, Chuntan Vernekar, who provides such space to us on a rent-free basis at H. no. 889, Ascona, Patem, Benaulim, Goa, India. We plan to use these offices until we require larger space.
Plan of Operation
About Our Company
We intend to develop all-inclusive travel packages that will provide concierge-style personalized service for the visitor who travels to Goa. Many large hotels and resorts have their own tour services and websites and we will be competing with the foregoing. We intend to differentiate ourselves by offering a much more personalized service. We intend to act as a personal concierge or executive assistant throughout the duration of the trip.
We also hope to create strategic partnerships with smaller hotels and resorts that do not have their own tour services and that will recommend our services to the visitors to Goa. The partnerships that we plan to develop will enable us to grow our customer base and expand our business by increasing exposure to our website to the consumers that view our sponsors’ websites. We have not yet attempted to create any strategic partnerships or develop our website.
We expect that our customers will be able to choose from tour packages that involve travel in and throughout the State of Goa. The tours may include nature adventures, shopping sprees and relaxation-oriented getaways. We plan to offer tours to families and groups of friends or individuals up to a maximum of eight people. The tours within the State of Goa will be one-day tours. Tours outside of Goa will last up to one week. Tour clients will be responsible for their own food and lodging, although we will provide recommendations. We plan to use trilingual guides (in English, Konkani (the native language of Goans) and Hindi) for each package. Our tours will also include car, chauffeur, and dinner reservations to places of our guests’ choosing. Initially all of our cars will be leased, although we, may, in the future, purchase a vehicle with a capacity for four passengers.
Due to an unforeseen obligation, our President, Mr. Vernekar, has had to go and stay temporarily in UAE where he will implement a new hotel’s driver car pool. He is unable presently to devote time to conduct any market research into the likelihood of success of our operations or the acceptance of our products or services by the public. As such, presently we have not able to commence any operations and we have to conserve our cash position and have ceased the development of our website,www.goaexecursions.com.
Upon return of Mr. Vernekar, the next stage of our business plan is to develop our website, and begin marketing and promotion of our services which includes producing print media and developing relationships with Goan hotels and travel agencies.
To develop our website, we will begin to design an information page which will utilize artwork and a logo and include our mission statement, a brief biography of our President, pictures of locations, our services,
fee structure, contact information and ordering instructions. This information page will serve as an “e-brochure.” We plan to distribute the e-brochure electronically via the internet in accordance with all laws governing online solicitation known as spam mail. We plan to obtain the email addresses from various alliances such as hotel operators and travel agents. We will contract web space from a local Internet service provider. We intend to establish an office in our President’s premises to maintain the website and database. This will include physical office space, computer equipment, telephones and other assets as required to maintain the operations.
We plan to move forward in the later part of 2011 with our plans. We expect the development of our website to take approximately 2 to 4 months. The initial cost will be approximately $4,000. We intend to register and list our web address with widely used search engines and directories. We also plan to develop a colorful print brochure which will mirror our website’s e-brochure. We anticipate the cost for the development and printing of brochures will be approximately $2,000 To date, we have not secured relationships with any hotels or service providers, although our president has begun meeting with the managers/operators of various small and midsize resorts, restaurants, spice farms, and jewelry and carpet shops to discuss the tour packages and services which we plan to provide. The initial budget for our marketing and promotions, including travel costs, is approximately $3,000.
Since we became a reporting company we are responsible for filing various forms with the United States Securities and Exchange Commission (the “SEC”) such as Form 10K and Form 10Qs.
The shareholders may read and copy any material filed by us with the SEC at the SEC’s Public Reference Room at 100 F Street N.W., Washington, DC, 20549. The shareholders may obtain information on the operations of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information which we have filed electronically with the SEC by assessing the website using the following address: http://www.sec.gov.
Results of Operations
We did not earn any revenues for the three and nine months ended April 30, 2011 and from inception on September 2, 2008 to April 30, 2011. We do not expect to realize any revenues until winter 2011, when the Goan tourist season commences. Our revenue will be generated from fees paid by customers for transportation services and tour packages, as well as commissions from the operators of various tour destinations for introducing them to our customers. Since inception, we sold 8,000,000 shares of common stock for total proceeds of $55,000.
For the three months ended April 30, 2011, we incurred operating expenses in the amount of $2,130 which mainly comprised of professional fees totaling $1,500 and general and administrative expenses totaling $630 relating to transfer agent fees. For the three months ended April 30, 2010, we incurred operating expenses in the amount of $6,855 which mainly comprises of professional fees totaling $2,203 and general and administrative expenses totaling $4,652.
For the nine months ended April 30, 2011, we incurred operating expenses in the amount of $21,311 which mainly comprised of professional fees totaling $8,250 and general and administrative expenses totaling $13,061 relating to transfer agent fees and filing fees. For the nine months ended April 30, 2010, we incurred operating expenses in the amount of $20,527 which mainly comprises of professional fees totaling $14,322 and general and administrative expenses totaling $6,205.
We incurred total operating expenses in the amount of $64,977 from inception on September 2, 2008 through April 30, 2011. These operating expenses comprised of professional fees totaling $41,087 and general and administrative expenses totaling $23,890.
Liquidity and Capital Resources
As at April 30, 2011, we had a cash balance of $1,188 and current liabilities of $11,165.
We do not anticipate generating any revenue for the foreseeable future. No other source of capital has been identified or sought. We have experienced a shortfall in operating capital; our director has verbally agreed to advance the Company a maximum of $10,000 and a certain vendor has agreed to defer the collection of $8,590, the amount owed to them.
When additional funds become required, the additional funding will come from equity financing from the sale of our common stock. If we are successful in completing an equity financing, existing shareholders will experience dilution of their interest in our company. We do not have any financing arranged and we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund our business plan. In the absence of such financing, our business will fail.
We anticipate incurring operating losses in the foreseeable future. We base this expectation, in part, on the fact that we a development stage company,
Our future financial results are also uncertain due to a number of factors, some of which are outside our control. These risk factors are disclosed factors include, but are not limited to:
The detailed analysis of the risk factors is disclosed in our Company’s registration statement Form S-1 as filed with the Securities and Exchange Commission.
Going Concern Consideration
The report of our independent registered accounting firm for the year ended July 31, 2010 raises substantial doubt about our ability to continue as a going concern based on the absence of an established source of revenue, recurring losses from operations, and our need for additional financing in order to fund our operations in fiscal 2011.
Our operations and financial results are subject to various risks and uncertainties that could adversely affect our business, financial condition and results of operations. “Risk Factors” section of Form 10-K as filed on August 27, 2010 and it includes a detailed discussion of these factors which have not changed materially from those included in this Form 10-Q.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements including arrangements that would affect our liquidity, capital resources, market risk support and credit risk support or other benefits.
Forward Looking Statements
The information in this quarterly report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements involve risks and uncertainties, including statements regarding the Company’s capital needs, business strategy and expectations. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expect,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue,” the negative of such terms or other comparable terminology. Actual events or results may differ materially. In evaluating these statements, you should consider various factors, including the risks outlined from time to time, in other reports we file with the Securities and Exchange Commission (the “SEC”). These factors may cause our actual results to differ materially from any forward-looking statement. We disclaim any obligation to publicly update these statements, or disclose any difference between its actual results and those reflected in these statements. The information constitutes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.
Item 3. Qualitative and Quantitative Disclosure about Market Risks
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
Our Principal Executive Officer and Principal Financial Officer, after evaluating the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report, have concluded that, based on the evaluation of these controls and procedures, that our disclosure controls and procedures were effective.
Controls and Procedures over Financial Reporting
Additionally, there were no changes in our internal controls over financial reporting or in other factors that could significantly affect these controls subsequent to the evaluation date. We have not identified any significant deficiencies or material weaknesses in our internal controls, and therefore there were no corrective actions taken.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Company currently is not a party to any legal proceedings and, to the Company’s knowledge; no such proceedings are threatened or contemplated.
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. Default Upon Senior Securities.
None.
Item 4. Removed and Reserved.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
a.
Exhibits
*Previously filed.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereto duly authorized.
GOA SWEET TOURS LTD.
(Registrant)
Date: May 13, 2011
By: /s/ Chuntan Vernekar
Chuntan Vernekar
Principal Executive Officer
Principal Financial Officer and Director
