UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2016
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______
Commission File No. 333-171572
India Ecommerce Corporation
(Exact name of registrant as specified in its charter)
| Nevada | 27-4592289 |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 1524 Rhine Street, Pittsburgh, PA | 15232 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (412) 450-0028
Indicate by check mark 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.
ý Yes o 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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
ý Yes o No (Not required)
Indicate by check mark 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 “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer o | Accelerated filer o |
Non-accelerated filer o | Smaller reporting company ý |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ☐ Yes ý No
Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date: 62,129,156 shares of common stock as of May 16, 2016.
INDIA ECOMMERCE CORPORATION
FOR THE FISCAL QUARTER ENDED
March 31, 2016
INDEX TO FORM 10-Q
PART I | | Page | |
| | | | |
| Item 1 | Unaudited Condensed Financial Statements | 3 | |
| Item 2 | Management's Discussion and Analysis of Financial Condition and Results of Operations | 11 | |
| Item 3 | Quantitative and Qualitative Disclosures About Market Risk | 14 | |
| Item 4 | Controls and Procedures | 14 | |
| | | | |
PART II | | | |
| | | | |
| Item 1 | Legal Proceedings | 15 | |
| Item 1A | Risk Factors | 15 | |
| Item 2 | Unregistered Sales of Equity Securities and Use of Proceeds | 15 | |
| Item 3 | Defaults Upon Senior Securities | 15 | |
| Item 4 | Mine Safety Disclosures | 15 | |
| Item 5 | Other Information | 15 | |
| Item 6 | Exhibits | 15 | |
| | Signatures | 17 | |
PART I
Item 1 Financial Statements
| INDIA ECOMMERCE CORPORATION | |
| Condensed Balance Sheets | |
| |
| | | March 31, | | | December 31, | |
| | | 2016 | | | 2015 | |
| | | (unaudited) | | | | |
ASSETS | |
| | | | | | | |
| Current assets | | | | | | |
| Cash | | $ | 20,103 | | | $ | 1,766 | |
| Accounts receivable | | | - | | | | 7,090 | |
| Total current assets | | | 20,103 | | | | 8,856 | |
| | | | | | | | | |
| Long term assets | | | | | | | | |
| Property and equipment, net | | | - | | | | 357 | |
| Total long term assets | | | - | | | | 357 | |
| | | | | | | | | |
| Total assets | | $ | 20,103 | | | $ | 9,213 | |
| | | | | | | | | |
LIABILITIES AND STOCKHOLDERS' DEFICIT | |
| | | | | | | | | |
| Current liabilities | | | | | | | | |
| Accounts payable and accrued liabilities | | $ | 46,117 | | | $ | 37,798 | |
| Notes payable, related party | | | 4,500 | | | | 4,500 | |
| Total current liabilities | | | 50,617 | | | | 42,298 | |
| | | | | | | | | |
| Stockholders' deficit | | | | | | | | |
| Common stock $0.001 par value; 75,000,000 shares | | | | | | | | |
| authorized; 62,129,156 and 50,079,156 shares issued | | | | | | | | |
| outstanding, respectively | | | 62,080 | | | | 50,080 | |
| Common stock to be issued | | | 50 | | | | - | |
| Additional paid-in capital | | | 680,853 | | | | 662,398 | |
| Accumulated deficit | | | (773,497 | ) | | | (745,563 | ) |
| Total stockholders' deficit | | | (30,514 | ) | | | (33,085 | ) |
| | | | | | | | | |
| Total liabilities and stockholders' deficit | | $ | 20,103 | | | $ | 9,213 | |
See accompanying notes to unaudited condensed financial statements
| INDIA ECOMMERCE CORPORATION |
| Condensed Statements of Operations |
| (unaudited) |
| | | For the Three nonths Ended | |
| | | March 31, | |
| | | 2016 | | | 2015 | |
| Revenue | | | | | | |
| Consulting fees | | $ | - | | | $ | 2,500 | |
| Commissions | | | 7,217 | | | | - | |
| Total revenue | | | 7,217 | | | | 2,500 | |
| | | | | | | | | |
| Operating expenses | | | | | | | | |
| Costs of revenues | | | 3,322 | | | | - | |
| Depreciation | | | 357 | | | | 431 | |
| General and administrative | | | 31,202 | | | | 40,270 | |
| Total operating expenses | | | 34,881 | | | | 40,701 | |
| | | | | | | | | |
| Net operating loss | | | (27,663 | ) | | | (38,201 | ) |
| | | | | | | | | |
| Other expense | | | | | | | | |
| Loss on extinguishement of debt | | | - | | | | 116,687 | |
| Change in derivative liability | | | - | | | | 15 | |
| Interest expense | | | 269 | | | | 485 | |
| Total other expense | | | 269 | | | | 117,187 | |
| | | | | | | | | |
| Loss before provision for income taxes | | | 27,932 | | | | 155,388 | |
| | | | | | | | | |
| Net loss | | $ | 27,932 | | | $ | 155,388 | |
| | | | | | | | | |
| Net loss per common share - basic and diluted | | $ | 0.00 | | | $ | 0.00 | |
| | | | | | | | | |
| Weighted average common shares outstanding - | | | | | | | | |
| basic and diluted | | | 53,771,464 | | | | 39,363,542 | |
See accompanying notes to unaudited condensed financial statements
| INDIA ECOMMERCE CORPORATION |
| Condensed Statements of Cash Fows |
| (Unaudited) |
| | | For the three months ended | |
| | | March 31, | |
| | | 2016 | | | 2015 | |
| | | | | | | |
| Cash flows from operating activities: | | | | | | |
| Net loss | | $ | (27,932 | ) | | $ | (155,388 | ) |
| Adjustments to reconcile net loss to net | | | | | | | | |
| cash provided by (used in) by operating activities: | | | | | | | | |
| Amortization of prepaid expenses | | | - | | | | 27,625 | |
| Common stock to be issued for services | | | 505 | | | | - | |
| Depreciation | | | 357 | | | | 431 | |
| Loss on change in derivative liability | | | - | | | | 15 | |
| Loss on extinguishment of debt | | | - | | | | 116,687 | |
| Changes in operating assets and liabilities: | | | | | | | | |
| Accounts receivable | | | 7,090 | | | | - | |
| Accounts payable and accrued liabilities | | | 8,317 | | | | 2,985 | |
| Net cash used by operating activities | | | (11,663 | ) | | | (7,645 | ) |
| | | | | | | | | |
| Cash flows from investing activities: | | | - | | | | - | |
| | | | | | | | | |
| Cash flows from financing activities: | | | | | | | | |
| Proceeds from sale of common stock | | | 30,000 | | | | - | |
| Net cash provided by financing activities | | | 30,000 | | | | - | |
| | | | | | | | | |
| Net change in cash | | | 18,337 | | | | (7,645 | ) |
| Cash, beginning of period | | | 1,766 | | | | 10,713 | |
| | | | | | | | | |
| Cash, end of period | | $ | 20,103 | | | $ | 3,068 | |
| | | | | | | | | |
| Non-cash Investing and Financing Activities: | | | | | | | | |
| Stock issued for settlement of debt and derivative liability | | $ | - | | | $ | 116,702 | |
See accompanying notes to unaudited condensed financial statements
INDIA ECOMMERCE CORPORATION
Notes to Unaudited Condensed Financial Statements
For the three months ended March 31, 2016
NOTE 1 – DESCRIPTION OF BUSINESS
India Ecommerce Corporation (the "Company") was incorporated under the laws of the state of Nevada on January 19, 2011. The Company plans to build, promote and manage a multitude of ecommerce properties, in both website and mobile application formats, for the India market.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
Management acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company's system of internal accounting control is designed to assure, among other items, that (1) recorded transactions are valid; (2) all valid transactions are recorded and (3) transactions are recorded in the period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the company for the respective periods being presented.
Use of Estimates
The preparation of financial statements in accordance 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 assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. A change in managements' estimates or assumptions could have a material impact on the Company's financial condition and results of operations during the period in which such changes occurred.
Actual results could differ from those estimates. The Company's financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented.
Cash and Cash Equivalents
For purposes of the statements of cash flows, cash equivalents include all highly liquid investments with original maturities of three months or less which are not securing any corporate obligations. The Company maintains its cash in bank deposit accounts, which, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts.
Property and Equipment
Property and equipment are carried at cost. Expenditures for maintenance and repairs are charged against operations. Renewals and betterments that materially extend the life of the assets are capitalized. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is reflected in income for the period.
INDIA ECOMMERCE CORPORATION
Notes to Unaudited Condensed Financial Statements
For the three months ended March 31, 2016
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Depreciation is computed for financial statement purposes on a straight-line basis over estimated useful lives of the related assets. The estimated useful lives of depreciable assets are:
| | | Estimated |
| Classification | | Useful Lives |
| Furniture and fixtures | | 5-7 years |
| Computers and office equipment | | 3-5 years |
Revenue Recognition
The Company recognizes revenue for its professional services when persuasive evidence of an arrangement exists, performance of services has occurred, the sales price is fixed or determinable and collectability is probable. Revenue, from the sale of products, is recognized upon receipt from the internet vendor of the month's transactions.
Consulting revenue is earned by providing intellectual internet oriented professional services on a contractual basis, usually paid for in advance. If the scope of the engagement exceeds the Company's abilities, part or all of the project may be outsourced to a third party that possess the necessary disciplines.
Other revenue is generated through the sale of products, in which case, the Company will purchase inventory and resell it over the Internet.
During the three months ended March 31, 2016, the Company earned no revenue from consulting services, provided to clients, and $7,217 for Internet based product sales generated through an Amazon web site. Because the Company utilizes an independent third party as a partner in the product sales venture, the Company records, only, its share of the revenue and deducts the inventory cost as cost of sales.
Impairment of Long-lived Assets
The Company reviews long-lived assets for impairment when circumstances indicate the carrying amount of an asset may not be recoverable based on the undiscounted future cash flows of the asset. If the carrying amount of the asset is determined not to be recoverable, a write-down to fair value is recorded. Fair values are determined based on quoted market values, discounted cash flows, or external appraisals, as applicable. The Company reviews long-lived assets for impairment at the individual asset or the asset group level for which the lowest level of independent cash flows can be identified. No impairment expense has been recorded on long-lived assets for the three months ended March 31, 2016 and March 31, 2015, respectively.
Income Taxes
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain.
The Company also follows the guidance related to accounting for income tax uncertainties. In accounting for uncertainty in income taxes, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more likely than not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. No liability for unrecognized tax benefits was recorded as of March 31, 2016 and December 31, 2015.
INDIA ECOMMERCE CORPORATION
Notes to Unaudited Condensed Financial Statements
For the three months ended March 31, 2016
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Fair Value Measurements
The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories:
Level 1: Quoted market prices in active markets for identical assets or liabilities
Level 2: Observable market-based inputs or inputs that are corroborated by market data
Level 3: Unobservable inputs that are not corroborated by market data
Stock-Based Compensation
The Company records stock-based compensation at fair value as of the date of grant and recognizes the corresponding expense over the requisite service period (usually the vesting period), utilizing the Black-Scholes option-pricing model. The volatility component of the calculation is based on the historic volatility of the Company's stock or the expected future volatility. The expected life assumption is primarily based on historical exercise patterns and employee post-vesting termination behavior. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant.
Loss per Common Share
Basic earnings per share are calculated dividing income available to common stockholders by the weighted average number of common shares outstanding. Diluted earnings per share are based on the assumption that all dilutive convertible shares and stock options and warrants were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, warrants and options are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. There were potentially, no dilutive shares outstanding as of March 31, 2016.
Recently Adopted Accounting Pronouncements
There are no recent accounting pronouncements that are expected to have a material effect on the Company's financial statements.
NOTE 3 – GOING CONCERN
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. Since its inception, the Company has been engaged substantially in financing activities and developing its business plan and marketing. As a result, the Company incurred accumulated net losses through March 31, 2016 of $773,497. In addition, the Company's development activities since inception have been financially sustained through the sale of capital stock and capital contributions from note holders.
The ability of the Company to continue as a going concern is dependent upon its ability to raise additional capital from the sale of common stock or through debt financing and, ultimately, the achievement of significant operating revenues.
These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.
INDIA ECOMMERCE CORPORATION
Notes to Unaudited Condensed Financial Statements
For the three months ended March 31, 2016
NOTE 4 – PROPERTY AND EQUIPMENT
Property and equipment consisted of the following as of December 31, 2016 and 2015:
| | | March 31, | | | December 31, | |
| | | 2016 | | | 2015 | |
| Computers and office equipment | | $ | 8,614 | | | $ | 8,614 | |
| less: accumulated depreciation | | | (8,614 | ) | | | (8,257 | ) |
| Equipment - net | | $ | - | | | $ | 357 | |
Depreciation expense included as a charge to income of $357 for the three months ended March 31, 2016 and $431 for the three months ended March 31, 2015, respectively.
NOTE 5 – RELATED PARTY TRANSACTIONS
On March 7, 2016, the Company sold 6,000,000 common shares to, each of, two individuals, for a total consideration of $30,000 cash. On March 10, 2016, the Board of Directors appointed, these individuals, Messrs. Jim Kiles and Paul Overby to the two vacant positions on the Company's Board of Directors. Mr. Kiles was also appointed President and Chief Executive Officer in the place of Ashish Badjatia, who resigned as President and CEO. Mr. Overby was appointed Chief Stratergy Officer.
NOTE 6– NOTES PAYABLE
The components of notes payable at March 31, 2016 and are summarized in the table below:
| | | March 31, | | | December 31, | |
| | | 2016 | | | 2015 | |
| Note payable – 24% interest, unsecured and due January 2013 | | $ | 4,500 | | | $ | 4,500 | |
| | | $ | 4,500 | | | $ | 4,500 | |
NOTE 7 – STOCK PURCHASE WARRANTS
A summary of the status of the Company's stock options as of March 31, 2016 and changes during the three months ended March 31, 2016 is presented below:
| | Number of Warrants |
| | |
| Outstanding at December 31, 2015 | 1,666,667 |
| | |
| Warrants exercised | - |
| Warrants forfeited or expired | - |
| Outstanding at March 31, 2016 | 1,666,667 |
| Exercisable at March 31, 2016 | 1,666,667 |
INDIA ECOMMERCE CORPORATION
Notes to Unaudited Condensed Financial Statements
For the three months ended March 31, 2016
NOTE 7 – STOCK PURCHASE WARRANTS (CONTINUED)
The following table summarizes information about options and warrants as of March 31, 2016:
| | | Warrants Outstanding | | | Warrants Exercisable | |
| Exercise Price | | | Number Outstanding | | | Weighted Average Remaining Contractual Life (in years) | | | Weighted Average Exercise Price | | | Number Exercisable | | | Weighted Average Exercise Price | |
| | | | | | | | | | | | | | | | |
| $ | 0.06 | | | | 1,666,667 | | | | 3.67 | | | $ | 0.06 | | | | 1,666,667 | | | $ | 0.06 | |
| | | | | | 1,666,667 | | | | 3.67 | | | $ | 0.06 | | | | 1,666,667 | | | $ | 0.06 | |
NOTE 8 – STOCKHOLDERS' DEFICIT
The total number of common shares authorized that may be issued by the Company is 75,000,000 shares with a par value of $0.001 per share. There are no preferred shares authorized to be issued. There were 62,079,156 and 50,079,156 shares of common stock issued and outstanding at March 31, 2016 and December 31, 2015.
On March 3, 2016 the Company sold, for cash of $30,000, 12,000,000 shares of common stock, at a cost of $0.0025 per share.
On March 29, 2016 the Company entered into a contract with an independent consultant to provide marketing and communications advise. The Company is obligated to issue 50,000 common shares within 14 days of signing the agreement and 25,000 shares at the end of each subsequent quarter until the contract is terminated. The 50,000 were recorded at a cost of $0.0101 or $505.
NOTE 9– SUBSEQUENT EVENTS
On March 11, 2016, the Company completed a merger with Ystrategies Corp., a wholly owned subsidiary incorporated in the State of Nevada, resulting in a corporate name change of the Company to Ystrategies Corp. The corporate name change, as well as a 1 for 10 reverse stock split, and a new trading symbol will become effective upon final approval by Finra, which approval has not been received as of May 11, 2016.
Item 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and plan of operations should be read in conjunction with our unaudited interim financial statements and related notes appearing elsewhere in this Quarterly Report. Various statements have been made in this Quarterly Report on Form 10-Q that may constitute "forward-looking statements". Forward-looking statements may also be made in our other reports filed with or furnished to the United States Securities and Exchange Commission (the "SEC") and in other documents. In addition, through our management we may make oral forward-looking statements.
Forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from such statements. The words "believe," "expect," "anticipate," "optimistic," "intend," "plan," "aim," "will," "may," "should," "could," "would," "likely" and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance, and therefore, you should not put undue reliance upon them. Some of the statements that are forward-looking include: our ability to successfully implement our business plan; our estimates of revenues and of other expenses associated with our operations; and our ability to generate sufficient cash flows and maintain adequate sources of liquidity to finance our ongoing operations and capital expenditures. We undertake no obligation to update or revise any forward-looking statements.
History and Overview
India Ecommerce Corporation ("we," "our," "us," or "the Company") was incorporated on January 19, 2011 under the laws of the State of Nevada.
Plan of Operations
We have altered our business plan to focus on commercialization efforts to assist clients in high value technology environments. Further development in this area will continue in the near term. The Company issued an 8-K on March 11, 2016 to formally change the name of the company to Ystrategies Corp, subject to FINRA approval, which has yet to be received.
Television
During 2015, the Company proceeded with its contract, with Jeffrey Martin Global Media, LLC., to jointly manage television operations. However, revenues continue to be hampered by poor viewership. Due to results below expectations, the Company did not renew its "unknowme" television programming partnership in the quarter ended March 31, 2016.
Third Party Marketing
Due to increased competition, our contract for marketing the StealthCard will not be renewed after March 31, 2016. We are actively evaluating other product lines.
Intellectual Property
We have no patents or other protection for our intellectual property, and will rely on copyrights, trademarks, and corporate secrecy for protection for the foreseeable future.
Competition
The ecommerce market is highly competitive. It includes increasing competition from established companies who are expanding their production and marketing of performance products, as well as from frequent new entrants to the market. We will initially rely on the unique features and applications of our product to gain entrance to the marketplace.
Employees
We want to maintain a small staff on our payroll so that we can be nimble. To accomplish this goal, we will employ contract employees for our initial projects and hire the best performing of these employees going forward. This allows us to avoid mistakes in filling up our human resource roster with underperforming employees.
Recruiting top level personnel will be aided by share based compensation tied to overall performance.
Executive cash compensation will be minimal due to their equity stakes in our Company. Key executive operations, such as Finance and Human Resources will be outsourced until a full time presence is necessary.
Change of Directors and Officers
On January 31, 2015, Rohit Gangwal, resigned from his position as a Director and Officer for the Company. This was a planned departure. Mr. Gangwal had no disagreement with the Company or its Board of Directors.
On March 10, 2016, Ashish Badjatia resigned as President and Chief Executive Officer. There were no disagreements between the Company and Mr. Badjatia, who will retain his positions as Chief Operating Officer, Secretary and Treasurer and Director.
On March 10, 2016, the Company's Board of Directors appointed Jim Kiles as a Director, President and Chief Executive Officer and Paul Overby as a Director, and to the newly formed position of Chief Strategy Officer.
Subsidiaries
We do not currently have any subsidiaries.
Results of Operations
The following discussion of the financial condition and results of operations should be read in conjunction with the unaudited financial statements included herewith. This discussion should not be construed to imply that the results discussed herein will necessarily continue into the future, or that any conclusion reached herein will necessarily be indicative of actual operating results in the future.
We have generated minimal revenue from our core business model. However, we have earned revenue from providing internet and web consulting services, and internet sales during the three months ended March 31, 2016 and 2015. We earned $7,217 in commissions, from the sale of products over the internet, during the quarter ended March 31, 2016 compared to $2,500, generated from consulting services, during the same quarter ended March 31, 2015. Internet sales had not commenced until the last quarter of 2015, so there were no such commissions earned during the three months ended March 31, 2015. Consulting contracts cover a variety of circumstances and needs and only become available from potential clients on an "as needed" basis. No such contracts were entered into during the three months ended March 31, 2016.
Our total expenses during those periods included administrative and general costs of $31,202, cost of revenue of $3,322, depreciation of $357 and interest of $269 for the three months ended March 31, 2016 compared to general and administrative costs of $40,270, depreciation of $431 and interest of $485, plus non-cash costs of extinguishment of debt of $116,687 and a change in derivative liability of $15 for the three months ended March 31, 2015. Interest cost decreased due to the repayment of loans and the conversion of debt to equity. Net cash used, by operating activities, during the three months ended March 31, 2016 was $11,663 compared to $7,645 for the three months ended March 31, 2015. The additional cash utilized was the result of increased general and administrative overhead less cash provided by the collection of accounts receivable of $7,090 and increase in accounts payable of $5,332 from the 2015 three months as compared to the same three months of 2016.
Liquidity and Capital Resources
During the three months ended March 31, 2016, we utilized cash in the amount of $11,663 for operating activities compared to utilizing cash of $7,645 for the three months ended March 31, 2015. Cash used in operating activity during the three months ended March 31, 2016 included a net loss of $27,932 compared to a net loss of $155,388 for the three months ended March 31, 2015. The net loss for the three months ended March 31, 2016 included non-cash depreciation expense of $357, and a charge of $505 for consulting fees. Accounts receivable decreased by $7,090 and accounts payable increased by $8,317. During the three months ended March 31, 2015 the net loss of $155,388 included the amortization of prepaid expenses of $27,625, depreciation of $431, a loss on derivative liability of $15, a charge of $116,687 as the loss on extinguishment of debt related to a $50,000 note payable and an increase in accounts payable of $2,985.
Investing Activities
We did not use any cash resources for investing activities during the three months ended March 31, 2016 and nor the three months ended March 31, 2015.
Financing Activities
During the three months ended March 31, 2016 the Company generated $30,000 from the sale of common shares compared to no such activity during the three months ended March 31, 2015.
Going Concern
During the three months, ended March 31, 2016, we incurred a net loss of $27,932, which included a non-cash depreciation cost of $357, cost of revenue of $3,322 and general and administrative costs of $31,202. We have an accumulated deficit of $773,497 since inception. We are in the early stage of operations, and have, only, recently commenced generating revenue which amounted to $7,217 for the three months ended March 31, 2016 compared to $2,500 for the three months ended March 31, 2015. We will continue to generate losses in the near future. These conditions raise substantial doubt about our ability to continue as a going concern.
These financial statements do not include adjustments relating to the recoverability and classification of reported asset amounts or the amount and classification of liabilities that might be necessary should we be unable to continue as a going concern. Our continuation as a going concern is dependent upon its ability to obtain additional financing or sale of its common stock and ultimately to attain profitability.
Management's plan, in this regard, is to raise additional financing through a combination of equity and debt financing. Management believes this will be sufficient to finance the continuing development for the next twelve months. However, there is no assurance that we will be successful in raising such financing.
Other than our lines of credit, we currently do not have any other arrangements for financing and we may not be able to obtain the financing required. Obtaining additional financing would be subject to a number of factors, including our ability to attract investments prior to consistent revenue generation, and thereafter our ability to grow our brand and for success in our market. We may also require additional financing to sustain our business operations if we are not successful in earning significant revenues once our business plan is enacted.
Critical Accounting Policies
Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States ("GAAP"). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.
Our significant accounting policies are summarized in Note 2 of our unaudited interim financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our results of operations, financial position or liquidity for the periods presented in this report.
We believe the following critical accounting policies and procedures, among others, affect our more significant judgments and estimates used in the preparation of our unaudited interim financial statements:
Cash and Cash Equivalents
For purposes of the statements of cash flows, cash equivalents include all highly liquid investments with original maturities of three months or less which are not securing any corporate obligations. The Company maintains its cash in bank deposit accounts, which, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts.
Revenue Recognition
The Company recognizes revenue for its professional services when persuasive evidence of an arrangement exists, performance of services has occurred, the sales price is fixed or determinable and collectability is probable. During the three months ended March 31, 2016, the Company earned $4,889 for product sales generated through the Amazon web site.
Website Development
We capitalize the costs associated with the development of our website. Other costs related to the maintenance of the website are expensed as incurred. Amortization will be provided over the estimated useful life of 3 years using the straight-line method for financial statement purposes.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also known as "special purpose entities" (SPEs).
Item 3 Quantitative and Qualitative Disclosures about Market Risk
Not required for a smaller reporting company.
Item 4 Controls and Procedures
Disclosure Controls and Procedures
As required by paragraph (b) of Rules 13a-15 or 15d-15 under the Securities Exchange Act of 1934, our management, with the participation of our principal executive officer and principal financial officer evaluated our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on this evaluation, management concluded that as of the end of the period covered by this Quarterly Report on Form 10-Q, these disclosure controls and procedures were not effective. The ineffectiveness of our disclosure controls and procedures was due to material weaknesses identified in our internal control over financial reporting, as described in our annual report on Form 10-K for the year ended December 31, 2015.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting during the three months ended March 31, 2016 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II
Item 1 Legal Proceedings
None.
Item 1A Risk Factors
Not required for a smaller reporting company.
Item 2 Unregistered Sales of Equity Securities and Use of Proceeds
On March 3, 2016 the Company sold, for cash, 12,000,000 common shares to two individuals for $0.0025 per share for a total of $30,000,000.
Item 3 Defaults upon Senior Securities
None.
Item 4 Mine Safety Disclosures
N/A.
Item 5 Other Information
None.
Item 6 Exhibits
| Number | Exhibit |
| | |
| 31.1 | Certification of Principal Executive and Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32.1 | Certification of Principal Executive and Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 101.INS* | XBRL Instance Document |
| 101.SCH* | XBRL Taxonomy Extension Schema Document |
| 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.LAB* | XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document |
| 101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document |
* Pursuant to applicable securities laws and regulations, we are deemed to have complied with the reporting obligation relating to the submission of interactive data files in such exhibits and are not subject to liability under any anti-fraud provisions of the federal securities laws as long as we have made a good faith attempt to comply with the submission requirements and promptly amend the interactive data files after becoming aware that the interactive data files fail to comply with the submission requirements. Users of this data are advised that, pursuant to Rule 406T, these interactive data files are deemed not filed and otherwise are not subject to liability.
SIGNATURES
Pursuant to the requirements 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.
| | India Ecommerce Corporation |
| | |
| Date: May 16, 2016 | /s/ Jim Kiles |
| | Jim Kiles President and CEO |
