| NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Organization EMS
Find, Inc. (the "Company," "we," "our," or "EMS Find") was incorporated in the State of
Nevada on March 22, 2011, under the name of Lightcollar, Inc. On March 20, 2015, the Company amended its articles of incorporation
and changed its name from Lightcollar, Inc. to EMS Find, Inc. On
December 23, 2014, the Company authorized a forward split (the "Forward Split") of its issued and authorized common
shares, whereby every one (1) old share of common stock was exchanged for five (5) new shares of the Company's common stock. As
a result, the issued and outstanding shares of common stock was increased from five million six hundred fifty thousand (5,650,000)
common shares prior to the Forward Split to twenty-eight million two hundred fifty thousand (28,250,000) common shares following
the Forward Split. Fractional shares were rounded upward. On
March 10, 2015, the Company, with the approval of a majority vote of its shareholders filed a Certificate of Designation establishing
the designations, preferences, limitations and relative rights of the Company's Series A preferred stock (the "Series A Designation"
and the "Series A Preferred Stock"). The terms of the Certificate of Designation of the Series A Preferred Stock, which
was filed with the State of Nevada on March 12, 2015, include the right to vote in aggregate, on all shareholder matters equal
to 1,000 votes per share of Series A Preferred Stock, Series A Preferred Stock shares are not convertible into shares of our common
stock. Effective
March 20, 2015, the Company, with the approval of its board of directors and its majority shareholders by written consent in lieu
of a meeting, filed a Certificate of Amendment (the "Certificate of Amendment") with the Secretary of State of Nevada.
As a result of the Certificate of Amendment, the Company, among other things, (i) changed its name to "EMS Find, Inc.,"
and (ii) changed its symbol to "EMSF." On
March 23, 2015, the Company issued 50,000 shares of Series A Preferred Stock in consideration for services on the Company's Board
of Directors. On
March 31, 2015, the Company issued 450,000 shares of Series A Preferred Stock in consideration for services on the Company's Board
of Directors. On
March 31, 2015, the Company signed the share exchange agreement with EMS Factory, Inc. ("EMS Factory"), a company incorporated
under the laws of the State of Pennsylvania, and the shareholder of EMS Factory (the "Selling Shareholder") pursuant
to a share exchange agreement by and among the Company, EMS Factory and the Selling Shareholder. The Company acquired 100% of
the issued and outstanding securities of EMS Factory in exchange for the issuance of 10,000,000 shares of the Company's restricted
Common Stock, par value $0.001 per share and 500,000 shares of the Company's Series A Preferred Stock, par value $0.001. The Company
also has an agreement with an investor to fund $300,000 over the next one hundred and twenty days, to support the continued development
and commercialization of EMS Factory's technology, in the following manner: As
a result of the Agreement the Selling Shareholder acquired up to 49% of the voting rights of Company's currently issued and outstanding
shares of common stock. Upon completion of the agreement, EMS Factory became a wholly-owned subsidiary and the Company acquired
the business and operations of EMS factory. Further, on the Closing date of the Agreement, Steve Rubakh, was appointed the President,
Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and a Director of the Company, and Mr. Matveev Anton resigned
all of his positions with the Company. For
accounting purposes, the acquisition of EMS Factory by the EMS Find has been recorded as a reverse merger of a public company,
with the exception that no goodwill is generated, and followed up with a recapitalization of EMS based on the factors demonstrating
that EMS represents the accounting acquirer. Consequently, the historical financial information in the accompanying consolidated
financial statements is that of EMS. On
October 21, 2015, the Company formed Viva Entertainment Group, Inc. ("Viva Entertainment," a Delaware corporation, as
a wholly-owned subsidiary. The Company was formed to manage the development and marketing of it's over the top ("IPTV/OTT")
application for connected TVs, desktop computers, tablets and smart phones. The IPTV/OTT streamlining platform is designed to
be used in homes, offices or during travel, where users may pay and watch what entertainment they choose based on a subscription
or on a pay per view basis. On April 6, 2016, the Company sold Viva Entertainment to Black River Petroleum Corp. ("Black
River," see Notes 5 and 7). On
December 21, 2015, the Company, with the approval of a majority vote of its shareholders filed a Certificate of Designation establishing
the designations, preferences, limitations and relative rights of the Company's Series B Preferred Stock (the "Series B Designation"
and the "Series B Preferred Stock"). The terms of the Certificate of Designation of the Series B Preferred Stock, which
was filed with the State of Nevada on December 21, 2015, include the right to vote in aggregate, on all shareholder matters equal
to one vote per share of Series B Preferred Stock, Series B Preferred Stock shares is convertible into shares of our common stock
at a rate of one share of Series B Preferred Stock for one hundred (100) shares of common stock. Nature
of Business The
Company transitioned its operations from acting as a licensed ambulance provider to providing medical transportation information
and acting as an intermediary coordinating dispatch services for providers, patients and medical transport companies. The Company
is designing, developing, marketing, and operating software assets mainly in on-demand mobile healthcare sector. Basis
of Presentation The
Company prepares its financial statements in conformity with generally accepted accounting principles in the United States of
America. Principles
of Consolidation The
consolidated financial statements include the accounts of EMS Find and its wholly-owned subsidiaries, EMS Factory and Viva Entertainment.
All significant inter-company balances and transactions have been eliminated in consolidation. 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 revenue and expenses during the reporting period. Because
of the use of estimates inherent in the financial reporting process, actual results could differ significantly from those estimates. Cash
and Cash Equivalents The
Company maintains cash balances in non-interest-bearing accounts that currently do not exceed federally insured limits. For the
purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered
to be cash equivalents. The Company had cash balances of $1,974 and $45,843 as of June 30, 2016 and 2015, respectively. Property
and Equipment Property
and equipment consists of Ambulances and medical equipment and are stated at cost. Ambulance and Medical equipment are depreciated
using the straight-line method over the estimated service life of five years. Maintenance and repairs are expensed as incurred
and improvements are capitalized. Gains or losses on the disposition of property and equipment are recorded upon disposal. Accounting
for Derivatives The
Company evaluates its convertible debt, options, warrants or other contracts to determine if those contracts or embedded components
of those contracts qualify as derivatives to be separately accounted for. The result of this accounting treatment is that under
certain circumstances the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability.
In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations
as other income or expense. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at
the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity
that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the
instrument on the reclassification date. Impairment
of Long-Lived Assets The
Company accounts for long-lived assets in accordance with the provisions of Statement of Financial Accounting Standards ASC 360-10,
Accounting for the Impairment or Disposal of Long-Lived Assets. This statement requires that long-lived assets and
certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying
amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying
amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered
to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the
fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to
sell. Revenue
Recognition Our
revenue is derived from the service revenue from ambulance transportation services. The
Company's revenue recognition policy is in accordance with the requirements of Staff Accounting Bulletin ("SAB") No.
104, Revenue Recognition ("SAB 104"), and other applicable revenue recognition guidance under US GAAP. Sales revenue
is recognized for our retail and wholesale customers when: (i) persuasive evidence of a sales arrangement exists, (ii) the sales
terms are fixed or determinable, (iii) title and risk of loss have transferred, and (iv) collectability is reasonably assured
generally when products are shipped to the customer and services are rendered, except in situations in which title passes
upon receipt of the products by the customer. In this case, revenues are recognized upon services rendered. Stock-Based
Compensation The
Company accounts for stock-based instruments issued to employees in accordance with ASC Topic 718. ASC Topic 718 requires companies
to recognize in the statement of operations the grant-date fair value of stock options and other equity based compensation issued
to employees. The value of the portion of an award that is ultimately expected to vest is recognized as an expense over the requisite
service periods using the straight-line attribution method. The Company accounts for non-employee share-based awards in accordance
with the measurement and recognition provisions ASC Topic 505-50. The Company estimates the fair value of stock options at the
grant date by using the Black-Scholes option-pricing model. Income
Taxes Beginning
September 1, 2009, the Company adopted the provisions of ASC 740-10, Accounting for Uncertain Income Tax Positions.
When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities,
while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately
sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements
in the period during which, based on all available evidence, management believes it is more likely than not that the position
will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are
not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured
as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable
taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described
above should be reflected as a liability for unrecognized tax benefits in the accompanying balance sheets along with any associated
interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions
are all highly certain of being upheld upon examination. As such, the Company has not recorded a liability for unrecognized tax
benefits. As of June 30, 2016, tax year 2015 remain open for IRS audit. The Company has received no notice of audit from the IRS
for any of the open tax years. Effective
September 1, 2009, the Company adopted ASC 740-10, Definition of Settlement in FASB Interpretation No. 48, (ASC
740-10), which was issued on May 2, 2007. ASC 740-10 amends FIN 48 to provide guidance on how an entity should determine
whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits. The term effectively
settled replaces the term ultimately settled when used to describe recognition, and the terms settlement
or settled replace the terms ultimate settlement or ultimately settled when used to
describe measurement of a tax position under ASC 740-10. ASC 740-10 clarifies that a tax position can be effectively settled upon
the completion of an examination by a taxing authority without being legally extinguished. For tax positions considered effectively
settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than
not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The adoption
of ASC 740-10 did not have an impact on the accompanying financial statements. Net
Earnings (Loss) Per Share In
accordance with ASC 260-10, "Earnings Per Share," basic net earnings (loss) per common share is computed by dividing
the net earnings (loss) for the period by the weighted average number of common shares outstanding during the period. Diluted
earnings (loss) per share are computed using the weighted average number of common and dilutive common stock equivalent shares
outstanding during the period. Dilutive common stock equivalent shares which may dilute future earnings per share consist of convertible
notes convertible into 928,402 common shares. Equivalent shares are not utilized when the effect is anti-dilutive (see Note 6). Effect
of Recent Accounting Pronouncements The Company reviews new accounting
standards and updates as issued. No new standards or updates had any material effect on these unaudited financial statements.
The accounting pronouncements and updates issued subsequent to the date of these audited financial statements that were considered
significant by management were evaluated for the potential effect on these audited financial statements. Management does not believe
any of the subsequent pronouncements will have a material effect on these audited financial statements as presented and does not
anticipate the need for any future restatement of these audited financial statements because of the retro-active application of
any accounting pronouncements issued subsequent to June 30, 2016 through the date these audited financial statements were issued. |
