Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 21, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | Legend Spices, Inc. | |
Entity Central Index Key | 0001970129 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Sep. 30, 2023 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Entity Common Stock Shares Outstanding | 6,850,000 | |
Entity File Number | 333-271201 | |
Entity Incorporation State Country Code | NV | |
Entity Tax Identification Number | 38-4247159 | |
Entity Address Address Line 1 | 14 Kajaznuni Street | |
Entity Address Address Line 2 | Apt. 70 | |
Entity Address City Or Town | Yerevan | |
Entity Address Postal Zip Code | 0070 | |
City Area Code | 99 | |
Local Phone Number | 432000 | |
Security 12b Title | Common Stock | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Entity Address Country | AM |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash in Bank | $ 24,272 | $ 199 |
Accounts Receivable | 2,296 | 2,171 |
Inventories | 3,483 | 3,068 |
Total current assets | 30,051 | 5,438 |
Total assets | 30,051 | 5,438 |
Accounts payable and current liabilities | ||
Income and other taxes payable | 150 | 110 |
Accounts payable | 2,289 | 6,894 |
Due to related parties | 31,110 | 9,412 |
Total current liabilities | 33,549 | 16,416 |
Long-term liabilities | ||
Total long-term liabilities | 0 | 0 |
Total liabilities | 33,549 | 16,416 |
STOCKHOLDERS' EQUITY | ||
Preferred stock, $0.0001 par value; 50,000,000 shares authorized zero shares issued and outstanding as of September 30, 2023 and 2022, respectively Common stock, $0.0001 par value; 500,000,000 shares authorized; 50,000,000 shares issued and outstanding as of September 30, 2023 and 2022, respectively. In 2023 5,000,000 common shares were issued at $0.001 par value per share, 1,850,000 of which were placed. | 37,404 | 500 |
Additional paid in capital | 4,500 | 4,500 |
Other comprehensive loss | (1,672) | 0 |
Accumulated deficit | (43,730) | (15,978) |
Total stockholders' equity (deficit) | (3,498) | (10,978) |
Total liabilities and stockholders' equity | $ 30,051 | $ 5,438 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Consolidated Balance Sheets | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 50,000,000 | 50,000,000 |
Common stock, shares outstanding | 50,000,000 | 50,000,000 |
Unaudited Consolidated Statemen
Unaudited Consolidated Statement of Stockholders' Equity - USD ($) | Total | Common Stock | Additional Paid-In Capital | Common Stock To Be Issued Member | Accumulated other comprehensive loss | Retained Earnings (Accumulated Deficit) |
Balance, shares at Dec. 31, 2021 | 5,000,000 | |||||
Balance, amount at Dec. 31, 2021 | $ 4,576 | $ 500 | $ 4,500 | $ 0 | $ (424) | |
Net loss for the period | (7,793) | $ 0 | 0 | 0 | (7,793) | |
Balance, shares at Sep. 30, 2022 | 5,000,000 | |||||
Balance, amount at Sep. 30, 2022 | 3,217 | $ 500 | 4,500 | $ 0 | (8,217) | |
Balance, shares at Dec. 31, 2022 | 5,000,000 | |||||
Balance, amount at Dec. 31, 2022 | (10,978) | $ 500 | 4,500 | (15,978) | ||
Net loss for the period | (27,752) | (27,752) | ||||
Foreign currency gain (loss) | (1,672) | $ (1,672) | ||||
Private Placement, shares | 1,850,000 | |||||
Private Placement, amount | 36,904 | $ 36,904 | ||||
Balance, shares at Sep. 30, 2023 | 6,850,000 | |||||
Balance, amount at Sep. 30, 2023 | $ (3,498) | $ 37,404 | $ 4,500 | $ (1,672) | $ (43,730) |
Unaudited Consolidated Statem_2
Unaudited Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Unaudited Consolidated Statements of Operations | ||||
Sales | $ 1,663 | $ 1,065 | $ 4,289 | $ 2,543 |
Cost of Goods sold | 1,108 | 1,167 | 3,800 | 2,890 |
Total Income | 555 | (102) | 489 | (347) |
Gross profit | 555 | (102) | 489 | (347) |
Operating expenses | ||||
Wages and benefits | 776 | 676 | 2,315 | 1,516 |
Professional Fees | 13,327 | 6,397 | 25,088 | 5,828 |
General and administration | 283 | 24 | 838 | 102 |
Total operating expenses | 14,386 | 7,097 | 28,241 | 7,446 |
Net Income (Loss) from operations | (13,831) | (7,199) | (27,752) | (7,793) |
Other (expenses) | ||||
Other expenses | 0 | 0 | ||
Net Income (Loss) before income taxes | (13,831) | (7,199) | (27,752) | (7,793) |
Income taxes | 0 | 0 | 0 | 0 |
Net income (loss) | (13,831) | (7,199) | (27,752) | (7,793) |
Foreign currency gain (loss) | (4) | (1,672) | 71 | 0 |
Net comprehensive income (loss) | $ (13,827) | $ (7,199) | $ (29,424) | $ (7,793) |
Net loss per common share | ||||
Basic and diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average number of common shares | ||||
Basic and diluted | 6,850,000 | 5,000,000 | 6,850,000 | 5,000,000 |
Unaudited Consolidated Statem_3
Unaudited Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
OPERATING ACTIVITIES | ||
Net income (loss) from continuing operations attributable to common stockholders | $ (27,752) | $ (7,793) |
Changes in: | ||
Inventories | (362) | (4,051) |
Receivables | (89) | (1,959) |
Accounts Payable | 18,282 | 2,914 |
Accruals | 30 | 202 |
Net cash (used by) operating activities | (9,891) | (10,687) |
FINANCING ACTIVITIES | ||
Related party notes payable | 34,035 | 7,905 |
Net cash provided by financing activities | 34,035 | 7,905 |
NET CHANGE IN CASH | 24,073 | 12 |
Foreign Currency change | 71 | 0 |
CASH, Beginning | 199 | 0 |
CASH, Ending | 24,272 | 2,782 |
SUPPLEMENTAL SCHEDULE OF CASH FLOW INFORMATION: | ||
Interest paid | 0 | 0 |
Income taxes paid | $ 0 | $ 0 |
Non-Cash items | ||
Stock issued for services | 0 | 0 |
Legend Spices, Inc
Legend Spices, Inc | 9 Months Ended |
Sep. 30, 2023 | |
Legend Spices, Inc | |
Legend Spices, Inc | 1. Legend Spices, Inc. |
Significant accounting policies
Significant accounting policies | 9 Months Ended |
Sep. 30, 2023 | |
Significant accounting policies | |
Significant accounting policies | 2. Significant accounting policies: (a) Basis of presentation: (i) Basis of accounting These unaudited financial statements have been prepared in accordance with US GAAP and are in accordance with US GAAP . (ii) Non-publicly accountable enterprises Accounting for financial instruments, which require all financial instruments, including financial derivatives and certain embedded derivatives, to be recorded at fair value. These financial instrument standards also prescribe other presentation, measurement and disclosure requirements. Accordingly, the Company continues to apply the measurement, recognition, presentation and disclosure standards permitted for non-publicly accountable enterprises. (b) Revenue recognition: We recognize revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Board's (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue From Contracts with Customers, which requires that five steps be followed in evaluating revenue recognition: (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when or as the entity satisfied a performance obligation. Product sales The Company has made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by governmental authorities that are collected by the Company from its customers (sales and use taxes, value added taxes, some excise taxes). c) Inventories: Inventories (consisting entirely of raw materials) are measured at the lower of cost and net realizable value, with cost assigned by using the weighted average cost formula. Cost comprises the purchase price plus freight-in. Materials reported on the statement of operations represent inventories recognized as an expense in the period in which the related revenue is recognized. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. (d) Land, buildings and equipment: Land, buildings and equipment are recorded at cost. Amortization is provided at the following rates on the straight-line basis: Equipment: 3 years Office Furniture, computers, electronic appliances and devices: 3 years Other equipment and furniture: 5 years Depreciation expenses, if any, are accrued annually on December 31 of each fiscal year. An impairment loss is recognized when the carrying amount of a long-lived asset is not recoverable and exceeds its fair value; it is measured as the amount by which the carrying amount of a long-lived asset exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if the carrying amount exceeds the sum of the undiscounted cash flows expected to result from its use and eventual disposition. A long-lived asset is tested for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. Quoted market prices in active markets are used as the basis for fair value measurement. When quoted market prices are not available, a present value technique is used to estimate fair value. (e) Investments: The cost method is a basis of accounting for investments whereby the investment is initially recorded at cost and earnings from such investments are recognized only to the extent received or receivable. When there is an indication of impairment, the Company determines whether a significant adverse change has occurred during the period in the expected timing or amount of future cash flows from the investment. If the Company identifies a significant adverse change, the carrying amount of the investment is reduced directly to the higher of the present value of the cash flows expected to be generated by holding the investment, and the amount that could be realized by selling the asset at the balance sheet date. The amount of the reduction is recognized as an impairment loss in net income. A previously recognized impairment loss may be reversed to the extent of improvement, provided the adjusted carrying amount of the investment is no greater than the amount that would have been reported at the date of the reversal had the impairment not been recognized previously. The amount of the reversal is recognized in net income in the period the reversal occurs. The Company’s other investments, consisting entirely of shares of publicly traded companies on US exchanges, are initially and subsequently measured at fair value. Changes in fair value are recognized in net income in the period incurred. Transaction costs that are directly attributable to the acquisition of these investments are recognized in net income in the period incurred. (f) Goodwill: Goodwill is the residual amount that results when the purchase price of an acquired business exceeds the sum of the amounts allocated to the assets acquired, fewer liabilities assumed, based on their fair values an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Goodwill is assigned to reporting units as of the date of acquisition. Goodwill is not amortized. Goodwill is tested for impairment whenever events or changes in circumstances indicate that the carrying amount of the reporting unit to which the goodwill is assigned may exceed the fair value of the reporting unit. Goodwill is tested for impairment only when an event or circumstance occurs that indicates that the fair value of a reporting unit may be less than its carrying amount. The impairment test is carried out in two steps. In the first step, the carrying amount of the reporting unit is compared with its fair value. When the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not to be impaired and the second step of the impairment test is unnecessary. The second step is carried out when the carrying amount of a reporting unit exceeds its fair value, in which case the implied fair value of the reporting unit’s goodwill is compared with its carrying amount to measure the amount of the impairment loss, if any. The implied fair value of goodwill is determined in the same manner as the value of goodwill is determined in a business combination, described in the preceding paragraph, using the fair value of the reporting unit as if it were the purchase price. When the carrying amount of a ( ) (g) Future income taxes: The Company uses the tax payable method of accounting for income taxes. The tax payable method records is where the tax expense is equal to the provision for taxes payable in a particular period and deferred income tax is not recognized. (h) Use of estimates: The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the year. Significant items subject to such estimates and assumptions include valuation of accounts receivable, inventory, goodwill and pension obligation and the estimated useful life of buildings and equipment. Actual results could differ from those estimates. (i) Foreign currency translation: Monetary assets and liabilities denominated in foreign currencies are translated at the prevailing rates of exchange at the balance sheet date. Revenues and expenses are translated at the exchange rates prevailing on the transaction dates. Realized and unrealized exchange gains and losses are included in earnings. The Company does not use derivative instruments to mitigate foreign exchange risk. |
Advance from shareholder
Advance from shareholder | 9 Months Ended |
Sep. 30, 2023 | |
Advance from shareholder | |
Advance from Shareholders | 3. Advances from/to shareholders: The amounts advanced from/to the shareholders are non-interest bearing and have no specified terms of repayment and are subordinated to the bank. |
Financial assets and liabilitie
Financial assets and liabilities | 9 Months Ended |
Sep. 30, 2023 | |
Financial assets and liabilities | |
Financial assets and liabilities | 4. Financial assets and liabilities: (a) Fair value: The fair values of the Company’s cash, accounts receivable, accounts payable and accrued liabilities and management bonuses payable approximate their carrying amounts. The fair value of the other investments is market value which represents the closing bid price noted on the stock exchange. The fair value of the long-term debt approximates its carrying value as the interest rate does not differ significantly from the current market rates available to the Company for similar debt. The significant financial risks to which the Company is exposed are credit risk, interest rate risk, market risk, currency risk and liquidity risk. (b) Credit risk exposure: Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company is exposed to credit risk in the event of non-performance by counterparties in connection with its accounts receivable. The Company does not obtain collateral or other security to support the accounts receivable subject to credit risk but mitigates this risk by dealing only with what management believes to be financially sound counterparties and, accordingly, does not anticipate significant loss for non-performance. (c) Interest rate risk: Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The bank demand loan bears interest at the bank at 6.0%. Changes in the bank’s prime lending rate can cause fluctuations in interest payments and cash flows. The Company does not use derivative financial instruments to alter the effects of this risk. (d) Market risk: Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. The Company’s investments in publicly traded securities expose the Company to market risk as such investments are subject to price changes in the open market. The Company does not use derivative financial instruments to alter the effects of this risk. (e) Currency risk: Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company enters into foreign currency purchase and sale transactions and has assets and liabilities that are denominated in foreign currencies and thus is exposed to the financial risk of earnings fluctuations arising from changes in foreign exchange rates and the degree of volatility of these rates. The Company does not currently use derivative instruments to reduce its exposure to foreign currency risk. (e) Liquidity risk: Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities. The Company is exposed to liquidity risk arising primarily from the bank demand loan. The Company’s ability to meet obligations depends on the receipt of funds from its operating subsidiaries and other related sources, whether in the form of revenue or advances. |
Significant accounting polici_2
Significant accounting policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Significant accounting policies | |
Basis of Presentation | (i) Basis of accounting These unaudited financial statements have been prepared in accordance with US GAAP and are in accordance with US GAAP . (ii) Non-publicly accountable enterprises Accounting for financial instruments, which require all financial instruments, including financial derivatives and certain embedded derivatives, to be recorded at fair value. These financial instrument standards also prescribe other presentation, measurement and disclosure requirements. Accordingly, the Company continues to apply the measurement, recognition, presentation and disclosure standards permitted for non-publicly accountable enterprises. |
Revenue Recognition | We recognize revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Board's (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue From Contracts with Customers, which requires that five steps be followed in evaluating revenue recognition: (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when or as the entity satisfied a performance obligation. Product sales The Company has made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by governmental authorities that are collected by the Company from its customers (sales and use taxes, value added taxes, some excise taxes). |
Inventories | Inventories (consisting entirely of raw materials) are measured at the lower of cost and net realizable value, with cost assigned by using the weighted average cost formula. Cost comprises the purchase price plus freight-in. Materials reported on the statement of operations represent inventories recognized as an expense in the period in which the related revenue is recognized. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. |
Land, buildings and equipment | Land, buildings and equipment are recorded at cost. Amortization is provided at the following rates on the straight-line basis: Equipment: 3 years Office Furniture, computers, electronic appliances and devices: 3 years Other equipment and furniture: 5 years Depreciation expenses, if any, are accrued annually on December 31 of each fiscal year. An impairment loss is recognized when the carrying amount of a long-lived asset is not recoverable and exceeds its fair value; it is measured as the amount by which the carrying amount of a long-lived asset exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if the carrying amount exceeds the sum of the undiscounted cash flows expected to result from its use and eventual disposition. A long-lived asset is tested for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. Quoted market prices in active markets are used as the basis for fair value measurement. When quoted market prices are not available, a present value technique is used to estimate fair value. |
Investments | The cost method is a basis of accounting for investments whereby the investment is initially recorded at cost and earnings from such investments are recognized only to the extent received or receivable. When there is an indication of impairment, the Company determines whether a significant adverse change has occurred during the period in the expected timing or amount of future cash flows from the investment. If the Company identifies a significant adverse change, the carrying amount of the investment is reduced directly to the higher of the present value of the cash flows expected to be generated by holding the investment, and the amount that could be realized by selling the asset at the balance sheet date. The amount of the reduction is recognized as an impairment loss in net income. A previously recognized impairment loss may be reversed to the extent of improvement, provided the adjusted carrying amount of the investment is no greater than the amount that would have been reported at the date of the reversal had the impairment not been recognized previously. The amount of the reversal is recognized in net income in the period the reversal occurs. The Company’s other investments, consisting entirely of shares of publicly traded companies on US exchanges, are initially and subsequently measured at fair value. Changes in fair value are recognized in net income in the period incurred. Transaction costs that are directly attributable to the acquisition of these investments are recognized in net income in the period incurred. |
Goodwill | Goodwill is the residual amount that results when the purchase price of an acquired business exceeds the sum of the amounts allocated to the assets acquired, fewer liabilities assumed, based on their fair values an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Goodwill is assigned to reporting units as of the date of acquisition. Goodwill is not amortized. Goodwill is tested for impairment whenever events or changes in circumstances indicate that the carrying amount of the reporting unit to which the goodwill is assigned may exceed the fair value of the reporting unit. Goodwill is tested for impairment only when an event or circumstance occurs that indicates that the fair value of a reporting unit may be less than its carrying amount. The impairment test is carried out in two steps. In the first step, the carrying amount of the reporting unit is compared with its fair value. When the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not to be impaired and the second step of the impairment test is unnecessary. The second step is carried out when the carrying amount of a reporting unit exceeds its fair value, in which case the implied fair value of the reporting unit’s goodwill is compared with its carrying amount to measure the amount of the impairment loss, if any. The implied fair value of goodwill is determined in the same manner as the value of goodwill is determined in a business combination, described in the preceding paragraph, using the fair value of the reporting unit as if it were the purchase price. When the carrying amount of a ( ) |
Future income taxes | The Company uses the tax payable method of accounting for income taxes. The tax payable method records is where the tax expense is equal to the provision for taxes payable in a particular period and deferred income tax is not recognized. |
Use of estimates | The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the year. Significant items subject to such estimates and assumptions include valuation of accounts receivable, inventory, goodwill and pension obligation and the estimated useful life of buildings and equipment. Actual results could differ from those estimates. |
Foreign currency translation | Monetary assets and liabilities denominated in foreign currencies are translated at the prevailing rates of exchange at the balance sheet date. Revenues and expenses are translated at the exchange rates prevailing on the transaction dates. Realized and unrealized exchange gains and losses are included in earnings. The Company does not use derivative instruments to mitigate foreign exchange risk. |
Significant accounting polici_3
Significant accounting policies (Details Narrative) | 9 Months Ended |
Sep. 30, 2023 | |
Equipment [Member] | |
Useful Life | 3 years |
Office Furniture and Other [Member] | |
Useful Life | 3 years |
Other Equipment and Furniture [Member] | |
Useful Life | 5 years |