Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Jun. 30, 2017 | |
Document and Entity Information: | ||
Entity Registrant Name | Original Source Music, Inc. | |
Document Type | 10-K | |
Document Period End Date | Dec. 31, 2017 | |
Trading Symbol | osmu | |
Amendment Flag | false | |
Entity Central Index Key | 1,639,836 | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 5,073,000 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | No | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | FY | |
Entity Public Float | $ 1 |
Original Source Music, Inc. - B
Original Source Music, Inc. - Balance Sheets - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 | |
Current Assets: | |||
Prepayment | $ 500 | ||
Cash | 567 | $ 842 | |
Total Currents Assets | 1,067 | 842 | |
Total Assets | 1,067 | 842 | |
Current Liabilities: | |||
Accounts payable and accrued expenses | 4,660 | 100 | |
Convertible notes payable, related party | [1] | 8,171 | |
Notes payable, related party | 64,410 | 26,435 | |
Total Liabilities | 69,010 | 34,706 | |
Stockholders' Deficit | |||
Preferred stock | |||
Common stock | 5,073 | 5,073 | |
Common stock payable | [2] | 90 | |
Additional paid-in capital | 37,070 | 36,980 | |
Accumulated deficit | (110,086) | (76,007) | |
Total Stockholders' Deficit | (67,943) | (33,864) | |
Total Liabilities and Stockholders' Deficit | $ 1,067 | $ 842 | |
[1] | Net of debt discount of $6,446 as at December 31, 2016 | ||
[2] | Common stock payable 90,000 shares |
Statement of Financial Position
Statement of Financial Position - Parenthetical - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position | ||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par Value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 45,000,000 | 45,000,000 |
Common Stock, Shares Issued | 5,073,000 | 5,073,000 |
Common Stock, Shares Outstanding | 5,073,000 | 5,073,000 |
Original Source Music, Inc. - S
Original Source Music, Inc. - Statements of Operations - USD ($) | 12 Months Ended | 2220 Months Ended |
Dec. 31, 2016 | Dec. 31, 2201 | |
Income Statement | ||
Revenue | $ 383 | $ 356 |
Operating Expenses: | ||
General and administrative | 1,383 | 2,991 |
Professional fees | 15,331 | 24,998 |
Total operating expenses | 16,714 | 279,889 |
Loss from operations | (16,331) | (27,633) |
Interest (expense) to a related party | (18,176) | (6,446) |
Loss before provision for income taxes | (34,507) | (34,079) |
Income tax provision | ||
Net loss | $ (34,507) | $ (34,079) |
Net loss per common share basic and diluted | $ (0.01) | $ (0.01) |
Weighted average shares outstanding basic and diluted | 5,073,000 | 5,073,000 |
Original Source Music, Inc. - 5
Original Source Music, Inc. - Statements of Changes Stockholders' Deficit - USD ($) | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated (Deficit) | Total |
Balance, Value at Dec. 31, 2015 | $ 5,073 | $ 18,444 | $ (41,500) | $ (17,983) | |
Balance, Shares at Dec. 31, 2015 | 5,073,000 | ||||
Common Stock Payable for extinguishment of debt, Value | $ 90 | (90) | |||
Common Stock Payable for extinguishment of debt, Shares | 90,000 | ||||
Forgiveness of related party interest on loan | 1,509 | 1,509 | |||
Beneficial conversion feature on notes payable - related party | 17,117 | 17,117 | |||
Net loss | (34,507) | (34,507) | |||
Balance, Value at Dec. 31, 2016 | $ 5,073 | $ 90 | 36,980 | (76,007) | (33,864) |
Balance, Shares at Dec. 31, 2016 | 5,073,000 | 90,000 | |||
Common Stock Payable for extinguishment of debt, Value | $ (90) | 90 | |||
Net loss | (34,079) | (34,079) | |||
Balance, Value at Dec. 31, 2017 | $ 5,073 | $ 37,070 | $ (110,086) | $ (67,943) | |
Balance, Shares at Dec. 31, 2017 | 5,073,000 |
Original Source Music, Inc. - 6
Original Source Music, Inc. - Statements of Cash Flows - USD ($) | 12 Months Ended | 2220 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2201 | |
Cash flows from operating activities: | |||
Net loss | $ (34,079) | $ (34,507) | $ (34,079) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Amortization of debt discount on related party notes | 6,446 | 17,004 | |
Interest expense discharged to paid in capital | 1,172 | ||
Changes in operating assets and liabilities: | |||
Prepayment, increase decrease | (500) | ||
Accounts payable and accrued expenses, increase decrease | 4,500 | (5,702) | |
Net cash used in operating activities | (23,633) | (22,033) | |
Cash flows from financing activities: | |||
Advances under convertible notes payable, related party | 17,117 | ||
Proceeds from notes payable, related party | 23,358 | 6,420 | |
Note payment | (2,500) | ||
Net cash provided by financing activities | 23,358 | 21,037 | |
Net Change in Cash | (275) | (996) | |
Cash, beginning of period | 842 | 1,838 | $ 842 |
Cash, end of period | 567 | 842 | |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | |||
Cash paid for income taxes | |||
Supplemental schedule of non-cash financing activities: | |||
Professional fees paid by related party | 1,000 | ||
Convertible notes payable, related parties, exchanged for non-convertible debt-related party | $ 14,617 | 20,015 | |
Related-party interest forgiven to paid-in capital | $ 1,509 |
Note 1_ Organization, Operation
Note 1: Organization, Operations and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Notes | |
Note 1: Organization, Operations and Summary of Significant Accounting Policies | NOTE 1: ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Original Source Music, Inc. (the Company, we, us or our) was incorporated in the State of Nevada on August 20, 2009 ("Inception"). The Company licenses songs to the television and music industry for use in television shows or movies. The Company has had limited activity and revenue to date. Basis of Preparation of Financial Statements The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America. The Companys year-end is December 31. Use of Estimates and Assumptions The preparation of financial statements in conformity with generally accepted accounting principles requires that management makes 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 period. Actual results could differ from those estimates. Due to uncertainties inherent in the estimation process, it is possible that these estimates could be materially revised within the next year. Cash and cash equivalents The Company considers all highly liquid investments with an original maturity of three months or less as cash equivalents. Fair Value of Financial Instruments FASB ASC 820-10 Fair Value Measurements defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This ASC also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entitys own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The accounting guidance establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. Level 2 Inputs other than quoted prices included in 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 and 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 data by correlation or other means. Level 3 Inputs that are unobservable for the assets and liabilities. The carrying value of cash, accounts payable and accused expenses and notes payable-related party approximates their fair value due to their short-term maturity. Income tax The Company accounts for income taxes pursuant to ASC 740. Under ASC 740 deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company had no known material tax assets or liabilities as of December 31, 2017 or December 31, 2016. Revenue recognition The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. Products and services, geographic areas and major customers The Company derives revenue from the licensing of songs to the television and music industry. All fee revenues each year were domestic and to external customers. Advertising costs Advertising costs are expensed as incurred. The Company incurred no advertising costs during the years ended December 31, 2017 or 2016. Basic and Diluted Earnings (Loss) Per Share The Company computes earnings (loss) per share in accordance with ASC 260-10-45 Earnings per Share, which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic earnings (loss) per share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive earnings (loss) per share excludes all potential common shares if their effect is anti-dilutive. During the year ended December 31, 2016 the Company had certain potentially dilutive convertible notes payable related party issued and outstanding. However, the shares potentially issuable under these notes have been excluded from the calculation of diluted loss per share as the inclusion of such shares would have been anti-dilutive as the Company recognized a loss during the year ended December 31, 2016. During year ended December 31, 2017, no potentially dilutive convertible notes payable issued and outstanding. The Company may raise additional capital through the sale of its equity securities, through an offering of debt securities, or through borrowings from financial institutions or related parties. By doing so, the Company hopes to generate sufficient capital to execute its business plan of licensing songs to the television and music industry for use in television shows or movies on an ongoing basis. Management believes that actions presently being taken to obtain additional funding provide the opportunity for the Company to continue as a going concern. During the year ended December 31, 2016, certain convertible notes were discharged and replaced with non-convertible debt. The debt holders received 90,000 shares deemed to have nominal value as an incentive to replace the terms of the debt and to forgive the interest accrued to date. Accordingly, the debt modification was deemed to be extinguishment of debt and the gain on extinguishment was netted against the financing cost arising from the amortization of remaining debt discount and classified as a component of interest expense. During the year ended December 31, 2017, the debt holders holding 90,000 shares declined to accept the 90,000 shares (see details of promissory note M and promissory note N below in note 4). Recent Accounting Pronouncements We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company. |
Note 2_ Going Concern
Note 2: Going Concern | 12 Months Ended |
Dec. 31, 2017 | |
Notes | |
Note 2: Going Concern | NOTE 2: GOING CONCERN The unaudited financial statements for the years ended December 31, 2017 and 2016 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 suffered a loss from operations and has negative cash flows from operations, and in all likelihood will be required to make significant future expenditures in connection with marketing efforts along with general administrative expenses. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The principal stockholder has undertaken to finance the Company in cash for a reasonable period of time for the Company to continue as a going concern, assuming that in such a period of time the Company would be able to restructure its business and restart on a revenue-generating operation to support its continuation. However, it is uncertain as for how long or to what extent such a period of time would be reasonable, and there can be no assurance that the financing from the principal stockholder will not be discontinued. These uncertainties may result in adverse effects on continuation of the Company as a going concern. The accompanying financial statements do not include or reflect any adjustments that might result from the outcome of these uncertainties. |
Note 3_ Convertible Notes Payab
Note 3: Convertible Notes Payable -related Party | 12 Months Ended |
Dec. 31, 2017 | |
Notes | |
Note 3: Convertible Notes Payable -related Party | NOTE 3: CONVERTIBLE NOTES PAYABLE RELATED PARTY Year ended December 31, 2017 Year ended December 31, 2016 $ $ Convertible Note F Principal - 5,703 Debt discount - (1,267) Convertible Note G Principal - 7,114 Debt discount - (4,269) Convertible Note I Principal - 300 Debt discount - (95) Convertible Note J Principal - 1,500 Debt discount - (815) Total convertible notes payable Related party, net of debt discount - 8,171 Convertible Note A: On December 31, 2014, a related party loaned the Company $3,255. The note was interest free until June 30, 2015 after which time it bore interest at 6%. The note was convertible at the option of the holder into shares of Original Source Music, Inc. common stock. The number of issuable shares is equal to dividing the balance of the note by double the par value (currently $0.001). The note had a balance of $3,255 and matured on February 28, 2016. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded at beneficial conversion feature (capped at proceeds received) of $3,255. Such beneficial conversion feature was accounted for as a debt discount which is amortized to interest expense, using the straight line interest rate method, over the life of the note. On December 31, 2016, the principle balance was cancelled and replaced by Note M, the accrued interest was forgiven. All unamortized debt discount at the time of extinguishment got amortized to Interest expense in the year discharged. Convertible Note B: On January 21, 2015, a related party loaned the Company $6,000. The note was interest free until June 30, 2015 after which time it bore interest at 6%. The note was convertible at the option of the holder into shares of Original Source Music, Inc. common stock. The number of issuable shares is equal to dividing the balance of the note by double the par value (currently $0.001). The note has a balance of $6,000 and matured on January 30, 2016. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded a beneficial conversion feature (capped at proceeds received) of $6,000. Such beneficial conversion feature was accounted for as a debt discount which is amortized to interest expense, using the straight line interest rate method, over the life of the note. On December 31, 2016, the principle balance was cancelled and replaced by Note M, the accrued interest was forgiven. All unamortized debt discount at the time of extinguishment got amortized to interest expense in the year discharged. Convertible Note C: On March 30, 2015, a related party loaned the Company $6,000. The note was interest free until August 31, 2015 after which time it bore interest at 6%. The note was convertible at the option of the holder into shares of Original Source Music, Inc. common stock. The number of issuable shares is equal to dividing the balance of the note by double the par value (currently $0.001). The note had a balance of $6,000 and matured on March 30, 2016. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded a beneficial conversion feature (capped at proceeds received) of $6,000. Such beneficial conversion feature was accounted for as a debt discount which is amortized to interest expense, using the straight line interest rate method, over the life of the note. On December 31, 2016, the principle balance was cancelled and replaced by Note N, the accrued interest was forgiven. All unamortized debt discount at the time of extinguishment got amortized to interest expense in the year discharged. All accrued interest forgiven was charged as an offset to interest expense. Convertible Note D: On September 14, 2015, a related party loaned the Company $3,260. The note was interest free until June 30, 2016 after which time it bore interest at 6%. The note was convertible at the option of the holder into shares of Original Source Music, Inc. common stock. The number of issuable shares is equal to dividing the balance of the note by double the par value (currently $0.001). The note had a balance of $3,260 as of December 31, 2016 and matured on December 31, 2016. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded a beneficial conversion feature (capped at proceeds received) of $3,260. Such beneficial conversion feature is accounted for as a debt discount which was amortized to interest expense, using the straight line interest rate method, over the life of the note. On December 31, 2016, the principle balance was cancelled and replaced by Note M, and the accrued interest was forgiven. All unamortized debt discount at the time of extinguishment got amortized to interest expense in the year discharged. Convertible Note E: On November 6, 2015, a related party loaned the Company $1,500. The note was interest free until December 31, 2016 after which time it bore interest at 6%. The note was convertible at the option of the holder into shares of Original Source Music, Inc. common stock. The number of issuable shares is equal to dividing the balance of the note by double the par value (currently $0.001). The note had a balance of $1,500 as of December 31, 2016 and matured on December 31, 2016. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded a beneficial conversion feature (capped at proceeds received) of $1,500. Such beneficial conversion feature is accounted for as a debt discount which is amortized to interest expense, using the straight line interest rate method, over the life of the note. On December 31, 2016, the principle balance was cancelled and replaced by Note N, and the accrued interest was forgiven. All unamortized debt discount at the time of extinguishment got amortized to interest expense in the year discharged. Convertible Note F: On February 16, 2016, a related party loaned the Company $5,703. The note would have matured on March 31, 2017, and was interest free until December 31, 2016. On December 31, 2016, the note was amended to extend the maturity date and the interest-free period to December 31, 2017. The note was convertible at the option of the holder into shares of Original Source Music, Inc. common stock at a conversion price of $0.002 per share. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded a beneficial conversion feature (capped at proceeds received) of $5,703. Such beneficial conversion feature is accounted for as a debt discount which is amortized to interest expense, using the straight line interest rate method, over the life of the note. Convertible Note G: On May 6, 2016, a related party loaned the Company $7,114. The note would have matured on December 31, 2017. The note was interest free until December 31, 2016. On December 31, 2016, the note was amended to extend the interest-free period to December 31, 2017. The note was convertible at the option of the holder into shares of Original Source Music, Inc. common stock at a conversion price of $0.002 per share. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded at beneficial conversion feature (capped at proceeds received) of $7,114. Such beneficial conversion feature is accounted for as a debt discount which is amortized to interest expense, using the straight line interest rate method, over the life of the note. Convertible Note H: On May 20, 2016, a related party loaned the Company $2,500. The note was interest free until December 31, 2016 after which time it bears interest at 6%. The note is convertible at the option of the holder into shares of Original Source Music, Inc. common stock. The number of issuable shares is equal to dividing the balance of the note by double the par value (currently $0.001). The note was repaid in full on August 1, 2016. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded a beneficial conversion feature (capped at proceeds received) of $2,500. Such beneficial conversion feature is accounted for as a debt discount which is amortized to interest expense, using the straight line interest rate method, over the life of the note. This note was repaid during the year ended December 31, 2016, and accordingly any remaining unamortized debt discount was charged to interest expense in 2016. Convertible Note I: On June 13, 2016, a related party loaned the Company $300. The note would have matured on March 31, 2017, and was interest free until December 31, 2016. On December 31, 2016, the note was amended to extend the maturity date and the interest-free period to December 31, 2017. The note was convertible at the option of the holder into shares of Original Source Music, Inc. common stock at a conversion price of $0.002 per share. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded a beneficial conversion feature (capped at proceeds received) of $300. Such beneficial conversion feature is accounted for as a debt discount which is amortized to interest expense, using the straight line interest rate method, over the life of the note. In July 2017, Convertible Note F, G and I in the aggregate amount of $13,117 were exchanged for a non-convertible promissory note in the amount of $13,117 (see details of promissory note below in note 4) and 100,000 shares of common stock. On December 28, 2017, the holders of Convertible Note F, G and I in the aggregate amount of $13,117 declined to accept 100,000 shares of common stock of the Company. Convertible Note J: On July 7, 2016, a related party loaned the Company $1,500. The note would have matured on July 30, 2017, and was interest free until June 30, 2017. On June 30, 2017, the note was amended to extend the maturity date and the interest-free period to December 31, 2017. The note was convertible at the option of the holder into shares of Original Source Music, Inc. common stock at a conversion price of $0.002 per share. The Company assessed the embedded conversion feature and determined that the fair value of the underlying common stock at inception exceeded the conversion price of this note and accordingly recorded a beneficial conversion feature (capped at proceeds received) of $1,500. Such beneficial conversion feature is accounted for as a debt discount which is amortized to interest expense, using the straight line interest rate method, over the life of the note. In July 2017, Convertible Note J was exchanged for a non-convertible promissory note in the amount of $1,500 (see details of promissory note below in note 4) and 10,000 shares of common stock. On December 28, 2017, the holder of Convertible Note J in the amount of $1,500 declined to accept 10,000 shares of common stock of the Company. |
Note 4_ Promissory Notes Payabl
Note 4: Promissory Notes Payable- Related Party | 12 Months Ended |
Dec. 31, 2017 | |
Notes | |
Note 4: Promissory Notes Payable- Related Party | NOTE 4: PROMISSORY NOTES PAYABLE- RELATED PARTY Note K: On December 31, 2016, a related party loaned the Company $4,920. The note is interest free until December 31, 2018 after which time itll bear interest at 6%. The note matures on December 31, 2018 and requires no periodic payment until maturity. Note L: On December 31, 2016, a related party loaned the Company $1,500. The note is interest free until December 31, 2018 after which time itll bear interest at 6%. The note matures on December 31, 2018 and requires no periodic payment until maturity. Note M: On December 31, 2016 Convertible Promissory Note A in the amount of $3,255 dated December 31, 2014 and, Convertible Promissory Note B in the amount of $6,000 dated January 21, 2015 and Convertible Promissory Note D in the amount of $3,260 dated September 14, 2015, were cancelled and a new single note was issued to replace the three promissory notes in the amount of $12,515. The new note is payable to a related party, VentureVest Capital Corporation and is due on or before December 31, 2018. The note is interest free until December 31, 2018 after which time it shall bear interest at the rate of 6% per annum and requires no periodic payment until maturity. 50,000 shares of the authorized but unissued common stock of the corporation will be issued to VentureVest Capital Corporation within 30 days of the signing of the promissory note valued at par. During the year ended December 31, 2017, VentureVest Capital Corporation declined to accept 50,000 shares of the authorized but unissued common stock of the Company. Accordingly, the paid-in capital was increased by $50. Note N: On December 31, 2016, Convertible Promissory Note C in the amount of $6,000 dated March 30, 2015 and, Convertible Promissory Note E in the amount of $1,500 dated June 11, 2015, were cancelled and a new single note was issued to replace the two promissory notes in the amount of $7,500. The new note is payable to Terayco Enterprises Ltd., a related party and is due on or before December 31, 2018. The note is interest free until December 31, 2018 after which time it shall bear interest at the rate of 6% per annum and requires no periodic payment until maturity. 40,000 shares of the authorized but unissued common stock of the corporation will be issued to Terayco Enterprises Ltd. within 30 days of the signing of the promissory note valued at par. During the year ended December 31, 2017, Terayco Enterprises Ltd. declined to accept 40,000 shares of the authorized but unissued common stock of the Company. Accordingly, the paid-in capital was increased by $40. Note P: On March 21, 2017, a related party loaned the Company $2,600. The note is interest free until December 31, 2018 after which time itll bear interest at 6%. The note matures on December 31, 2018 and requires no periodic payment until maturity. Note Q: On June 29, 2017, a related party loaned the Company $6,323. The note is interest free until December 31, 2018 after which time itll bear interest at 6%. The note matures on December 31, 2018 and requires no periodic payment until maturity. Note R: On December 31, 2017 Convertible Promissory Note F in the amount of $5,703 dated February 16, 2016 and, Convertible Promissory Note G in the amount of $7,114 dated May 6, 2016 and Convertible Promissory Note I in the amount of $300 dated June 13, 2016, were cancelled and a new single note was issued to replace the three promissory notes in the amount of $13,117. The new note is payable to a related party, Terayco Enterprises Ltd. and is due on or before December 31, 2018. The note is interest free until December 31, 2018 after which time it shall bear interest at the rate of 6% per annum and requires no periodic payment until maturity. 100,000 shares of the authorized but unissued common stock of the corporation will be issued to Terayco Enterprises Ltd. within 30 days of the signing of the promissory note valued at par. Note S: On December 31, 2017 Convertible Promissory Note J in the amount of $1,500 dated July 7, 2016 was cancelled and a new single note was issued to replace the promissory note. The new note is payable to a related party, VentureVest Capital Corporation and is due on or before December 31, 2018. The note is interest free until December 31, 2018 after which time it shall bear interest at the rate of 6% per annum and requires no periodic payment until maturity. 10,000 shares of the authorized but unissued common stock of the corporation will be issued to VentureVest Capital Corporation within 30 days of the signing of the promissory note valued at par. Note T: On July 22, 2017, a related party loaned the Company $3,800. The note is interest free until December 31, 2018 after which time itll bear interest at 6%. The note matures on December 31, 2018 and requires no periodic payment until maturity. Note U: On August 25, 2017, a related party loaned the Company $2,260. The note is interest free until December 31, 2018 after which time itll bear interest at 6%. The note matures on December 31, 2018 and requires no periodic payment until maturity. Note V: On October 4, 2017, a related party loaned the Company $3,875. The note is interest free until December 31, 2018 after which time itll bear interest at 6%. The note matures on December 31, 2018 and requires no periodic payment until maturity. Note W: On December 24, 2017, a related party loaned the Company $4,500. The note is interest free until December 31, 2018 after which time itll bear interest at 6%. The note matures on December 31, 2018 and requires no periodic payment until maturity. |
Note 5_ Income Taxes
Note 5: Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Notes | |
Note 5: Income Taxes | NOTE 5: INCOME TAXES As of December 31, 2016, the Company had net operating loss carry forwards of $76,007 that may be available to reduce future years taxable income through 2035. Future tax benefits which may arise as a result of these losses have not been recognized in these 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. Year ended December 31, 2017 Year ended December 31, 2016 $ $ Federal income tax benefit attributable to: Current Operations (7,156) (11,732) Less: change in valuation allowance 7,156 11,732 Net provision for Federal income taxes - - The Tax Cuts and Jobs Act was signed into law on December 22, 2017 and significantly changes tax law in the United States by, among other items, reducing the federal corporate income tax rate from a maximum of 34% to 21% (effective January 1, 2018). The cumulative tax effect at the expected rate of significant items comprising our net deferred tax amount is as follows: December 31, 2017 December 31, 2016 $ $ Deferred tax asset attributable to: Net operating loss carryover 23,118 25,842 Less: valuation allowance (23,118) (25,842) Net deferred tax asset - - Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of approximately $110,086 as of December 31, 2017 for Federal income tax reporting purposes are subject to annual limitations should a change in ownership occur. |
Note 6_ Other Related Party Tra
Note 6: Other Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Notes | |
Note 6: Other Related Party Transactions | NOTE 6: OTHER RELATED PARTY TRANSACTIONS For the year ended December 31, 2017, $1,000 of professional fees associated with the preparation of the Companys 2017 financial statements were paid by a related party on behalf of the Company. These fees were recorded as contributed capital by a related party since no consideration was paid, or will be paid, in exchange for these payments. |
Note 7_ Subsequent Events
Note 7: Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Notes | |
Note 7: Subsequent Events | NOTE 7: SUBSEQUENT EVENTS On March 19, 2018, Big Emperor, Ltd. a British Virgin Islands company (Big Emperor) purchased 3,500,000 shares of common stock (the Shares) of Original Source Music, Inc. (the Company) for $93,800.00. Of the Shares, 3,000,000 were acquired from Lecia L. Walker, the Companys Chief Executive Officer and a Director, and 500,000 were acquired from Esther Lynn Atwood, a Company Director. The Shares represent approximately 69% of the Companys issued and outstanding common stock. With the proceeds from the acquisition of the Shares, Ms. Walker and Ms. Atwood agreed to pay $64,410.00 to holders of promissory notes issued by the Company in full satisfaction of principal and interest in all outstanding promissory notes issued by the Company. On March 19, 2018, the Companys board of directors appointed Tsang Chi Hin, age 59, as its Chief Executive Officer, and as director to hold office until the next annual meeting of shareholders and until his successor is duly elected and qualified or until his resignation or removal. Following the appointment of Mr. Tsang as an officer and director of the Company, Lecia L. Walker resigned her position as our Chief Executive Officer and Director and Esther Lynn Atwood resigned her position as Director. Both resignations are effective as of March 19, 2018. On March 19, 2018, the Convertible Notes listed in Note 3 as Convertible Note A through Convertible Note J, inclusive, were paid in full. On March 19, 2018, the Convertible Notes listed in Note 4 as Convertible Note K through Convertible Note W, inclusive, were paid in full. On April 11, 2018, our company engaged Lo and Kwong C.P.A. Company Limited (Lo and Kwong) as our new independent registered public accounting firm. On April 5, 2018, Pritchett, Siler & Hardy, P.C. (Pritchett, Siler) provided notice that they were ceasing their services as our companys independent registered public accounting firm. The reports of Pritchett, Siler on our companys financial statements as of and for the fiscal years ended December 31, 2016 and December 31, 2015 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle except to indicate that there was substantial doubt about our companys ability to continue as a going concern. Our companys Board of Directors participated in and approved the decision to change independent registered public accounting firms. Through the interim periods (subsequent to our period ended September 30, 2017) to April 11, 2018 (the date of change in accountants), there have been no disagreements with Pritchett, Siler on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Pritchett, Siler, would have caused them to make reference to the subject matter of the disagreements in connection with their report on the financial statements for such years. |
Note 1_ Organization, Operati14
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Basis of Preparation of Financial Statements (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Basis of Preparation of Financial Statements | Basis of Preparation of Financial Statements The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America. The Companys year-end is December 31. |
Note 1_ Organization, Operati15
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Use of Estimates and Assumptions (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of financial statements in conformity with generally accepted accounting principles requires that management makes 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 period. Actual results could differ from those estimates. Due to uncertainties inherent in the estimation process, it is possible that these estimates could be materially revised within the next year. |
Note 1_ Organization, Operati16
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Cash and Cash Equivalents (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Cash and Cash Equivalents | Cash and cash equivalents The Company considers all highly liquid investments with an original maturity of three months or less as cash equivalents. |
Note 1_ Organization, Operati17
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Fair Value of Financial Instruments (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments FASB ASC 820-10 Fair Value Measurements defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This ASC also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entitys own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The accounting guidance establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. Level 2 Inputs other than quoted prices included in 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 and 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 data by correlation or other means. Level 3 Inputs that are unobservable for the assets and liabilities. The carrying value of cash, accounts payable and accused expenses and notes payable-related party approximates their fair value due to their short-term maturity. |
Note 1_ Organization, Operati18
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Income Tax (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Income Tax | Income tax The Company accounts for income taxes pursuant to ASC 740. Under ASC 740 deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company had no known material tax assets or liabilities as of December 31, 2017 or December 31, 2016. |
Note 1_ Organization, Operati19
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Revenue Recognition (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Revenue Recognition | Revenue recognition The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. |
Note 1_ Organization, Operati20
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Products and Services, Geographic Areas and Major Customers (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Products and Services, Geographic Areas and Major Customers | Products and services, geographic areas and major customers The Company derives revenue from the licensing of songs to the television and music industry. All fee revenues each year were domestic and to external customers. |
Note 1_ Organization, Operati21
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Advertising Costs (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Advertising Costs | Advertising costs Advertising costs are expensed as incurred. The Company incurred no advertising costs during the years ended December 31, 2017 or 2016. |
Note 1_ Organization, Operati22
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Basic and Diluted Earnings (loss) Per Share (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Basic and Diluted Earnings (loss) Per Share | Basic and Diluted Earnings (Loss) Per Share The Company computes earnings (loss) per share in accordance with ASC 260-10-45 Earnings per Share, which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic earnings (loss) per share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive earnings (loss) per share excludes all potential common shares if their effect is anti-dilutive. During the year ended December 31, 2016 the Company had certain potentially dilutive convertible notes payable related party issued and outstanding. However, the shares potentially issuable under these notes have been excluded from the calculation of diluted loss per share as the inclusion of such shares would have been anti-dilutive as the Company recognized a loss during the year ended December 31, 2016. During year ended December 31, 2017, no potentially dilutive convertible notes payable issued and outstanding. The Company may raise additional capital through the sale of its equity securities, through an offering of debt securities, or through borrowings from financial institutions or related parties. By doing so, the Company hopes to generate sufficient capital to execute its business plan of licensing songs to the television and music industry for use in television shows or movies on an ongoing basis. Management believes that actions presently being taken to obtain additional funding provide the opportunity for the Company to continue as a going concern. During the year ended December 31, 2016, certain convertible notes were discharged and replaced with non-convertible debt. The debt holders received 90,000 shares deemed to have nominal value as an incentive to replace the terms of the debt and to forgive the interest accrued to date. Accordingly, the debt modification was deemed to be extinguishment of debt and the gain on extinguishment was netted against the financing cost arising from the amortization of remaining debt discount and classified as a component of interest expense. During the year ended December 31, 2017, the debt holders holding 90,000 shares declined to accept the 90,000 shares (see details of promissory note M and promissory note N below in note 4). |
Note 1_ Organization, Operati23
Note 1: Organization, Operations and Summary of Significant Accounting Policies: Recent Accounting Pronouncements (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Policies | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company. |
Note 3_ Convertible Notes Pay24
Note 3: Convertible Notes Payable -related Party: Convertible Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Tables/Schedules | |
Convertible Debt | Year ended December 31, 2017 Year ended December 31, 2016 $ $ Convertible Note F Principal - 5,703 Debt discount - (1,267) Convertible Note G Principal - 7,114 Debt discount - (4,269) Convertible Note I Principal - 300 Debt discount - (95) Convertible Note J Principal - 1,500 Debt discount - (815) Total convertible notes payable Related party, net of debt discount - 8,171 |
Note 5_ Income Taxes_ Schedule
Note 5: Income Taxes: Schedule of Components of Income Tax Expense (Benefit) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Tables/Schedules | |
Schedule of Components of Income Tax Expense (Benefit) | Year ended December 31, 2017 Year ended December 31, 2016 $ $ Federal income tax benefit attributable to: Current Operations (7,156) (11,732) Less: change in valuation allowance 7,156 11,732 Net provision for Federal income taxes - - |
Note 5_ Income Taxes_ Schedul26
Note 5: Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Tables/Schedules | |
Schedule of Deferred Tax Assets and Liabilities | December 31, 2017 December 31, 2016 $ $ Deferred tax asset attributable to: Net operating loss carryover 23,118 25,842 Less: valuation allowance (23,118) (25,842) Net deferred tax asset - - |
Note 3_ Convertible Notes Pay27
Note 3: Convertible Notes Payable -related Party: Convertible Debt (Details) | Dec. 31, 2016USD ($) |
Convertible Notes Payable | $ 8,171 |
Convertible Note F | |
Convertible Notes Payable Principal | 5,703 |
Convertible Debt Discount | (1,267) |
Convertible Note G | |
Convertible Notes Payable Principal | 7,114 |
Convertible Debt Discount | (4,269) |
Convertible Note I | |
Convertible Notes Payable Principal | 300 |
Convertible Debt Discount | (95) |
Convertible Note J | |
Convertible Notes Payable Principal | 1,500 |
Convertible Debt Discount | $ (815) |
Note 5_ Income Taxes_ Schedul28
Note 5: Income Taxes: Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Details | ||
Federal Income Tax Expense (Benefit), Continuing Operations | $ (7,156) | $ (11,732) |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 7,156 | $ 11,732 |
Note 5_ Income Taxes_ Schedul29
Note 5: Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Details | ||
Deferred Tax Assets, Operating Loss Carryforwards | $ 23,118 | $ 25,842 |
Deferred Tax Assets, Valuation Allowance | $ (23,118) | $ (25,842) |
Note 6_ Other Related Party T30
Note 6: Other Related Party Transactions (Details) - USD ($) | 12 Months Ended | 2220 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2201 | |
Details | |||
Professional fees | $ 1,000 | $ 15,331 | $ 24,998 |