Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Nov. 30, 2016 | Feb. 28, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | Photozou Holdings, Inc. | |
Entity Central Index Key | 1,627,469 | |
Document Type | 10-K | |
Document Period End Date | Nov. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --11-30 | |
Entity Well Known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Public Float | $ 0 | |
Entity Common Stock Shares Outstanding | 8,000,000 | |
Document Fiscal Period Focus | FY | |
Document Fiscal Year Focus | 2,016 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Nov. 30, 2016 | Nov. 30, 2015 |
Current Assets | ||
Total current assets | ||
Total Assets | ||
Current Liabilities | ||
Accrued Expenses | 6,350 | 4,650 |
Total Liabilities | 6,350 | 4,650 |
Stockholder's Deficit | ||
Preferred stock ($.0001 par value, 20,000,000 shares authorized; none issued and outstanding as of November 30, 2016 and November 30, 2015) | ||
Common stock ($.0001 par value, 500,000,000 shares authorized, 8,000,000 shares issued and outstanding as of November 30, 2016 and November 30, 2015) | 800 | 800 |
Additional Paid In Capital | 1,909 | 7,898 |
Accumulated Deficit | (27,059) | (13,348) |
Total Stockholder's Deficit | (6,350) | (4,650) |
Total Liabilities & Stockholders' Deficit |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Nov. 30, 2016 | Nov. 30, 2015 |
StockholdersEquity | ||
Preferred Stock Par Or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock Shares Issued | 0 | 0 |
Preferred Stock Shares Outstanding | 0 | 0 |
Common Stock Par Or Stated Value Per Share | $ 0.0001 | $ .0001 |
Common Stock Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock Shares Issued | 8,000,000 | 8,000,000 |
Common Stock Shares Outstanding | 8,000,000 | 8,000,000 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Nov. 30, 2016 | Nov. 30, 2015 | |
Income Statement [Abstract] | ||
Revenues | ||
Organization and related expenses | 586 | 550 |
Professional fees | 13,125 | 8,850 |
Total Operating expenses | 13,711 | 9,400 |
Net loss | $ (13,711) | $ (9,400) |
Basic and Diluted net loss per share of common stock | $ 0 | $ 0 |
Weighted Average Number of Common Shares Outstanding-Basic and Diluted | 8,000,000 | 8,000,000 |
STOCKHOLDER'S EQUITY
STOCKHOLDER'S EQUITY - USD ($) | 12 Months Ended | |
Nov. 30, 2016 | Nov. 30, 2015 | |
Common Stock | ||
Beginning Balance | $ 800 | $ 800 |
Contributed Expenses | ||
Net Loss | ||
Ending Balance | 800 | 800 |
Additional Paid-In Capital | ||
Beginning Balance | 7,898 | 148 |
Contributed Expenses | 12,011 | 7,750 |
Net Loss | ||
Ending Balance | 19,909 | 7,898 |
Accumulated Deficit | ||
Beginning Balance | (13,348) | (3,948) |
Contributed Expenses | ||
Net Loss | (13,711) | (9,400) |
Ending Balance | (27,059) | (13,348) |
Beginning Balance | (4,650) | (3,000) |
Contributed Expenses | 12,011 | 7,750 |
Net Loss | (13,711) | (9,400) |
Ending Balance | $ (6,350) | $ (4,650) |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Nov. 30, 2016 | Nov. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (13,711) | $ (9,400) |
Expenses contributed to capital | 12,011 | 7,750 |
Accrued Expenses | 1,700 | 1,650 |
Net cash used in operating activities | ||
Increase (Decrease) in cash | ||
Ending Cash Balance | ||
Interest paid | ||
Income taxes paid |
NOTE 1 - ORGANIZATION AND DESCR
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS | 12 Months Ended |
Nov. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Note 1 -Organization and Description of Business Photozou Holdings, Inc. (fka Exquisite Acquistion, Inc.), (the “Company”) was incorporated under the laws of the State of Delaware on September 29, 2014. The Company intends to serve as a vehicle to affect an asset acquisition, merger, exchange of capital stock or other business combination with a domestic or foreign business. As of November 30, 2016 the Company had not yet commenced any operations. The Company has elected November 30th as its fiscal year end. |
NOTE 2 - SUMMARY OF SIGNIFICANT
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Nov. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 2 - Summary of Significant Accounting Policies Basis of Presentation The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States (See Note 3) regarding the assumption that the Company is a “going concern”. 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. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Due to the minimal level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern. Actual results could differ from those estimates. Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents at November 30, 2016 and 2015 were $0. Income Taxes The Company accounts for income taxes under ASC 740, “ Income Taxes Basic Earnings (Loss) Per Share The Company computes basic and diluted earnings per share amounts in accordance with ASC Topic 260, Earnings per Share Fair Value of Financial Instruments The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. ASC 820, Fair Value Measurements and Disclosures Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 - Inputs that are both significant to the fair value measurement and unobservable. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of November 30, 2016 and 2015. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accrued expenses. Share-based Expense ASC 718, “ Compensation – Stock Compensation The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “ Equity – Based Payments to Non-Employees.” The company had no stock-based compensation plans at November 30, 2016 and 2015. Share-based expense for the twelve months ended November 30, 2016 and November 30, 2015 was $0. Related Parties The Company follows ASC 850, Related Party Disclosures, Recent Accounting Pronouncements In August 2014, FASB issued Accounting Standards Update (ASU) No. 2014-15, Presentation of Financial Statements – Going Concern; Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern. |
NOTE 3 - GOING CONCERN
NOTE 3 - GOING CONCERN | 12 Months Ended |
Nov. 30, 2016 | |
Going Concern | |
Going Concern | Note 3 - Going Concern The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company demonstrates adverse conditions that raise substantial doubt about the Company's ability to continue as a going concern for one year following the issuance of these financial statements. These adverse conditions are negative financial trends, specifically operating loss, working capital deficiency, negative cash flow from operating activities, and other adverse key financial ratios. The Company has not established any source of revenue to cover its operating costs. Management plans to fund operating expenses with related party contributions to capital. There is no assurance that management's plan will be successful. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern. |
NOTE 4 - COMMITMENTS AND CONTIN
NOTE 4 - COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Nov. 30, 2016 | |
Note 6 - Commitments And Contingencies | |
Commitments and Contingencies | Note 4 - Commitments and Contingencies The Company follows ASC 450-20, Los Contingencies, |
NOTE 5 INCOME TAXES
NOTE 5 INCOME TAXES | 12 Months Ended |
Nov. 30, 2016 | |
Equity [Abstract] | |
NOTE 5 INCOME TAXES | NOTE 5 - INCOME TAXES The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the period presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carryforwards for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carryforwards may be limited as to use in future years As of November 30, 2016, the Company has incurred a net loss carryforward of approximately $27,059 which resulted in a net operating loss for income tax purposes. NOLs begin expiring in 2034. The loss results in a deferred tax asset of approximately $9,470 at the effective statutory rate of 35%. The deferred tax asset has been off-set by an equal valuation allowance. Deferred tax asset, generated from net operating loss at statutory rates Valuation allowance: November 30, 2016: (9,470) November 30, 2015: (4,672) Total: November 30, 2016: $ - November 30, 2015: $ - The reconciliation of the effective income tax rate to the federal statutory rate is as follows: Federal income tax rate: 35.0 % Increase in valuation allowance: (35.0 %) Effective income tax rate: 0.0 % |
NOTE 6 - SHAREHOLDER'S EQUITY
NOTE 6 - SHAREHOLDER'S EQUITY | 12 Months Ended |
Nov. 30, 2016 | |
Note 7 - Shareholders Equity | |
Shareholder's Equity | Note 6 - Shareholders Equity Preferred Stock The authorized preferred stock of the Company consists of 20,000,000 shares with a par value of $0.0001. The Company has not issued any shares during November 30, 2016 and 2015. Common Stock The authorized common stock of the Company consists of 500,000,000 shares with a par value of $0.0001. There were 8,000,000 shares of common stock issued and outstanding as of November 30, 2016 and 2015. Pertinent Rights and Privileges Holders of shares of common stock are entitled to one vote for each share held to be used at all stockholders’ meetings and for all purposes including the election of directors. Common stock does not have cumulative voting rights. Nor does it have preemptive or preferential rights to acquire or subscribe for any unissued shares of any class of stock. Additional Paid In Capital During the year ended November 30, 2016, our former sole officer/director/shareholder contributed capital to pay for expenses directly on behalf of the Company in the amount of $12,011 to fund operating expenses. During the year ended November 30, 2015, our former sole officer/director/shareholder contributed capital to pay for expenses directly on behalf of the Company in the amount of $7,750 to fund operating expenses. |
NOTE 7 - RELATED PARTY TRANSACT
NOTE 7 - RELATED PARTY TRANSACTIONS | 12 Months Ended |
Nov. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 7 - Related-Party Transactions During the year ended November 30, 2016, our former sole officer/director/shareholder contributed additional paid in capital to pay for expenses on behalf of the Company in the amount of $12,011 to fund operating expenses. During the year ended November 30, 2015, our former sole officer/director/shareholder contributed capital to pay for expenses directly on behalf of the Company in the amount of $7,750 to fund operating expenses. The Company utilizes the home office space and equipment of our management at no cost. Management estimates such amounts to be immaterial. |
NOTE 8 - SUBSEQUENT EVENTS
NOTE 8 - SUBSEQUENT EVENTS | 12 Months Ended |
Nov. 30, 2016 | |
Note 9 - Subsequent Events | |
Subsequent Events | Note 8 - Subsequent Events Following our fiscal year end November 30, 2016, the following material events have occurred: On January 13, 2017, Thomas DeNunzio, the sole shareholder of the Company, transferred 8,000,000 shares of our common stock which represents all of our issued and outstanding shares to Photozou Co., Ltd. On January 13, 2017, Mr. Thomas DeNunzio resigned as our Chief Executive Officer, Chief Financial Officer, President, Director, Secretary, and Treasurer. On January 13, 2017, Mr. Koichi Ishizuka was appointed as Chief Executive Officer, Chief Financial Officer, President, Director, Secretary, and Treasurer. On January 18, 2017, we changed our name from Exquisite Acquisition, Inc. to Photozou Holdings, Inc. |
NOTE 2. SUMMARY OF SIGNIFICANT
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Nov. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States (See Note 3) regarding the assumption that the Company is a “going concern”. |
Use of 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. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Due to the minimal level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern. Actual results could differ from those estimates. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents at November 30, 2016 and 2015 were $0. |
Income Taxes | Income Taxes The Company accounts for income taxes under ASC 740, “ Income Taxes |
Basic Earnings (Loss) Per Share | Basic Earnings (Loss) Per Share The Company computes basic and diluted earnings per share amounts in accordance with ASC Topic 260, Earnings per Share |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. ASC 820, Fair Value Measurements and Disclosures Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 - Inputs that are both significant to the fair value measurement and unobservable. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of November 30, 2016 and 2015. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accrued expenses. |
Share-based Expense | Share-based Expense ASC 718, “ Compensation – Stock Compensation The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “ Equity – Based Payments to Non-Employees.” The company had no stock-based compensation plans at November 30, 2016 and 2015. Share-based expense for the twelve months ended November 30, 2016 and November 30, 2015 was $0. |
Related Parties | Related Parties The Company follows ASC 850, Related Party Disclosures, |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2014, FASB issued Accounting Standards Update (ASU) No. 2014-15, Presentation of Financial Statements – Going Concern; Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern. |