Organization, Consolidation and Presentation of Financial Statements | 6 Months Ended |
Apr. 30, 2014 |
Organization, Consolidation and Presentation of Financial Statements: | ' |
Organization, Consolidation and Presentation of Financial Statements Disclosure | ' |
CERULEAN GROUP, INC. |
(A DEVELOPMENT STAGE COMPANY) |
NOTES TO CONDENSED FINANCIAL STATEMENTS |
30-Apr-14 |
(Unaudited) |
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NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS |
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Organization and Description of Business |
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CERULEAN GROUP, INC. (the “Company”) was incorporated under the laws of the State of Nevada on February 27, 2012 and intends to commence operations in website development. The Company is in the development stage as defined under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915-205 "Development-Stage Entities.” Since inception (February 27, 2012) through April 30, 2014 the Company has not generated any revenue and has accumulated losses of $46,767. |
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NOTE 2 – GOING CONCERN |
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The accompanying unaudited condensed financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred a loss since inception resulting in an accumulated deficit of $46,767 as of April 30, 2014 and further losses are anticipated in the development of its business. Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern. |
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The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and/or private placement of common stock. |
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NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
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Basis of Presentation |
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The unaudited condensed financial statements of the Company and the accompanying notes included in this Quarterly Report on Form 10-Q are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of the Condensed Financial Statements have been included. Such adjustments are of a normal, recurring nature. The Condensed Financial Statements, and the accompanying notes, are prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and do not contain certain information included in the Company's Annual Report on Form 10-K for the fiscal year ended October 31, 2013. Therefore, the interim Condensed Financial Statements should be read in conjunction with that Annual Report on Form 10-K. |
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Use of Estimates |
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The preparation of unaudited condensed 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 the condensed financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
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Cash and Cash Equivalents |
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For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. As of April 30, 2014 and 2013, the Company did not have cash equivalents. |
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The Company's bank accounts are deposited in insured institutions. The funds are insured up to $250,000. At April 30, 2014 the Company's bank deposits did not exceed the insured amounts. |
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Basic and Diluted Loss per Share |
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The Company computes loss per share in accordance with “ASC-260”, “Earnings per Share” which requires presentation of both basic and diluted loss per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. |
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Income Taxes |
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The Company follows the liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. |
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Recent Accounting Pronouncements |
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In April 2013, the FASB issued ASU No. 2013-07, “Presentation of Financial Statements” (Topic 205): Liquidation Basis of Accounting. The objective of ASU No. 2013-07 is to clarify when an entity should apply the liquidation basis of accounting and to provide principles for the measurement of assets and liabilities under the liquidation basis of accounting, as well as any required disclosures. The amendments in this standard are effective prospectively for entities that determine liquidation is imminent during annual reporting periods beginning after December 15, 2013, and interim reporting periods therein. We are evaluating the effect, if any, adoption of ASU No. 2013-07 will have on our financial statements. |
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Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
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Fair Value of Financial Instruments |
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FASB ASC 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. The following summarizes the three levels of inputs required by the standard that the Company uses to measure fair value: |
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Level 1: defined as observable inputs such as quoted prices in active markets; |
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Level 2: defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and |
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Level 3: defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. |
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The carrying amounts of financial assets and liabilities, such as cash and accounts payable approximate their fair values because of the short maturity of these instruments. |
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Management believes it is not practical to estimate the fair value of loan from shareholder because the transactions cannot be assumed to have been consummated at arm’s length, the terms are not deemed to be market terms, there are no quoted values available for these instruments, and an independent valuation would not be practical due to the lack of data regarding similar instruments, if any, and the associated potential costs. |
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NOTE 4 – COMMON STOCK |
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The Company has 75,000,000 common shares authorized with a par value of $0.001 per share. On October 29, 2012, the Company issued 5,000,000 shares of its common stock at $0.001 per share for total proceeds of $5,000. During the year of 2013, the Company issued 1,190,000 shares of its common stock at $0.02 per share for total proceeds of $23,800. |
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As of April 30, 2014 and October 31, 2013, the Company had 6,190,000 shares of common stock issued and outstanding. |
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NOTE 5 – INCOME TAXES |
As of April 30, 2014 the Company had net operating loss carry forwards of $46,767 that may be available to reduce future years’ taxable income through 2034. Future tax benefits which may arise as a result of these losses have not been recognized in these condensed financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards. |
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NOTE 6 – RELATED PARTY TRANSACTIONS |
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Since inception (February 27, 2012) through April 30, 2014, the Director loaned the Company $16,217. The loan is non-interest bearing, due upon demand and unsecured. |
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NOTE 7 – COMMITMENTS |
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On December 20, 2012, we executed an agreement with an independent contractor, Alexey Ivanov, an unrelated third party. Ivanov will provide services in website development. We are obligated to pay a $2,000 retainer to commence services. Total costs are estimated to be $4,000. |
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As of April 30, 2014, the Company still owes Alexey Ivanov $2,000 based on the contract. |
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NOTE 8 – SUBSEQUENT EVENTS |
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On May 21, 2014, the loan obligation due to Olesya Didenko in the aggregate amount of $17,917 was cancelled without any obligation on the part of the Company to make any payments thereon. |
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Termination of Consulting Agreement |
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On May 21, 2014 an agreement, dated as of December 20, 2012 (the “Consulting Agreement”), by and between Alexey Ivanov (the “Independent Contractor”) and the Company was terminated. The Parties agreed that, neither Party has any further obligations to the other under the Consulting Agreement, and the Company does not owe any fees to the Independent Contractor under the Consulting Agreement as of May 21, 2014. |
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