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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Lode Star Mining Inc (PK) | USOTC:LSMG | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.008 | 0.004 | 0.0203 | 0.00 | 21:01:35 |
x
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2012
|
Securities registered pursuant to Section 12(b) of the Act:
|
Securities registered pursuant to section 12(g) of the Act:
|
NONE
|
Common Stock, $0.00001 par value
|
Large Accelerated Filer
|
o
|
Accelerated Filer
|
o
|
|
Non-accelerated Filer
|
o
|
Smaller Reporting Company
|
þ
|
|
(Do not check if a smaller reporting company)
|
PART I
|
||
Item 1.
|
Business.
|
3
|
Item 1A.
|
Risk Factors.
|
5
|
Item 1B.
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Unresolved Staff Comments.
|
7
|
Item 2.
|
Properties.
|
7
|
Item 3.
|
Legal Proceedings.
|
7
|
Item 4
|
Mine Safety Disclosures – Not Applicable
|
|
PART II
|
||
Item 5
|
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
|
8
|
Item 6.
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Selected Financial Data.
|
9
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Item 7.
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Management’s Discussion and Analysis of Financial Condition and Results of Operation.
|
9
|
Item 7A.
|
Quantitative and Qualitative Disclosures About Market Risk.
|
13
|
Item 8.
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Financial Statements and Supplementary Data.
|
14
|
Item 9.
|
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
|
15
|
Item 9A.
|
Controls and Procedures.
|
15
|
Item 9B.
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Other Information.
|
15
|
PART III
|
||
Item 10.
|
Directors, Executive Officers and Corporate Governance.
|
16
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Item 11.
|
Executive Compensation.
|
18
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Item 12.
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
|
19
|
Item 13.
|
Certain Relationships and Related Transactions, and Director Independence.
|
19
|
Item 14.
|
Principal Accounting Fees and Services.
|
20
|
PART IV
|
||
Item 15.
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Exhibits and Financial Statement Schedules.
|
21
|
|
·
|
the uncertainty of future revenue and profitability based upon our current financial condition and history of losses;
|
|
·
|
our lack of operating history;
|
|
·
|
risks relating to our liquidity;
|
|
·
|
risks related to the market for our common stock and our ability to dilute our current shareholder’s interest;
|
|
·
|
risks related to our ability to locate and proceed with a new project or business for which we can obtain funding;
|
|
·
|
risks related to our ability to obtain adequate financing on a timely basis and on acceptable terms; and
|
|
·
|
other risks and uncertainties related to our business strategy.
|
ITEM 1.
|
BUSINESS.
|
ITEM 1.
|
BUSINESS
- continued
|
|
-
|
experience and skill of management and availability of additional personnel of the target business or project;
|
|
-
|
costs associated with effecting the business combination or project acquisition;
|
|
-
|
equity interest retained by our stockholders in any merged entity;
|
|
-
|
growth potential of the target business or project;
|
|
-
|
capital requirements of the target business or project;
|
|
-
|
capital available to the target business or project;
|
|
-
|
stage of development of the target business or project
|
|
-
|
proprietary features and degree of intellectual property or other protection of the target business or project;
|
|
-
|
the financial statements of the target business or project; and
|
|
-
|
the regulatory environment in which the target business or project operates.
|
ITEM 1.
|
BUSINESS
- continued
|
|
●
|
Overview
|
|
●
|
Bioreagent business
|
|
●
|
Capabilities and resources
|
|
●
|
Directors and management team
|
|
●
|
Business model
|
|
●
|
Intellectual property and competitive barriers to entry
|
ITEM 1A.
|
RISK FACTORS.
|
ITEM 1A.
|
RISK FACTORS
- continued
|
ITEM 1A.
|
RISK FACTORS
- continued
|
ITEM 1 B.
|
UNRESOLVED STAFF COMMENTS.
|
ITEM 2.
|
PROPERTIES.
|
ITEM 3.
|
LEGAL PROCEEDINGS.
|
ITEM 4.
|
MINE SAFETY DISCLOSURES.
|
ITEM 5.
|
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
|
Fiscal Year
|
||||||||
2012
|
High Bid
|
Low Bid
|
||||||
Fourth Quarter: 10/1/12 to 12/31/12
|
$ | 0.00 | $ | 0.00 | ||||
Third Quarter: 7/1/12 to 9/30/12
|
$ | 0.51 | $ | 0.10 | ||||
Second Quarter: 4/1/12 to 6/30/12
|
$ | 0.00 | $ | 0.00 | ||||
First Quarter: 1/1/12 to 3/31/12
|
$ | 0.10 | $ | 0.10 |
Fiscal Year
|
||||||||
2011
|
High Bid
|
Low Bid
|
||||||
Fourth Quarter: 10/1/11 to 12/31/11
|
$ | 0.25 | $ | 0.10 | ||||
Third Quarter: 7/1/11 to 9/30/11
|
$ | 0.30 | $ | 0.25 | ||||
Second Quarter: 4/1/11 to 6/30/11
|
$ | 0.31 | $ | 0.25 | ||||
First Quarter: 1/1/11 to 3/31/11
|
$ | 0.25 | $ | 0.20 |
ITEM 6.
|
SELECTED FINANCIAL DATA.
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
|
|
(i)
|
preparation, review, and audit of financial statements;
|
|
(ii)
|
preparation of regulatory reports;
|
|
(iii)
|
filing of Exchange Act reports;
|
|
(iv)
|
transfer agent, compliance services and other overhead;
|
|
(v)
|
consulting fees in connection with the services of our president and CEO, and
|
|
(vi)
|
identifying, investigating and possibly completing a transaction to acquire a business or project as described above.
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS -
continued
|
Year Ended December 31
|
Increase/(Decrease)
|
|||||||||||||||
2012
|
2011
|
Amount
|
Percentage
|
|||||||||||||
Revenue
|
$ | - | $ | - | $ | - | - | |||||||||
Operating Expenses
|
260,858 | 173,407 | 87,451 | 50 | % | |||||||||||
Other (Income) Expense
|
- | 30,047 | (30,047 | ) | (100 | %) | ||||||||||
Net Loss
|
$ | 260,858 | $ | 203,454 | $ | 57,404 | 28 | % |
Year Ended December 31
|
Increase/(Decrease)
|
|||||||||||||||
2012
|
2011
|
Amount
|
Percentage
|
|||||||||||||
Consulting services
|
110,880 | - | 110,880 | - | ||||||||||||
Corporate support services
|
$ | 39,158 | $ | 21,222 | $ | 17,936 | 85 | % | ||||||||
Interest, bank and finance charges
|
16,626 | 73,625 | (56,999 | ) | (77 | %) | ||||||||||
Mineral property costs
|
- | 8,500 | (8,500 | ) | (100 | %) | ||||||||||
Office, foreign exchange and sundry
|
13,096 | 9,317 | 3,779 | 41 | % | |||||||||||
Professional fees
|
67,039 | 46,644 | 20,395 | 44 | % | |||||||||||
Transfer and filing fees
|
14,059 | 14,099 | (40 | ) | - | |||||||||||
Total Operating Expenses
|
$ | 260,858 | $ | 173,407 | $ | 87,451 | 50 | % | ||||||||
Other (Income) / Expense
|
$ | - | $ | 30,047 | $ | (30,047 | ) | (100 | %) |
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS -
continued
|
Year Ended December 31
|
Increase/(Decrease)
|
|||||||||||||||
2012
|
2011
|
Amount
|
Percentage
|
|||||||||||||
Current Assets
|
$ | 63,768 | $ | 9,903 | $ | 53,865 | 544 | % | ||||||||
Current Liabilities
|
(188,045 | ) | (278,522 | ) | 90,477 | (33 | %) | |||||||||
Working Capital (Deficiency)
|
$ | (124,277 | ) | $ | (268,619 | ) | $ | 144,342 | (54 | %) |
Year Ended December 31
|
Increase/(Decrease)
|
|||||||||||||||
2012
|
2011
|
Amount
|
Percentage
|
|||||||||||||
Cash Flows (Used In) Provided By:
|
||||||||||||||||
Operating Activities
|
$ | (281,181 | ) | $ | (44,639 | ) | $ | (236,542 | ) | 530 | % | |||||
Investing Activities
|
- | (75,000 | ) | 75,000 | (100 | %) | ||||||||||
Financing Activities
|
291,704 | 118,417 | 173,287 | 463 | % | |||||||||||
Net increase (decrease) in cash
|
$ | 10,523 | $ | (1,222 | ) | $ | 11,745 |
|
Cash Used In Operating Activities
|
|
The increase in cash used for operating activities year over year is comprised of the increase in net loss of approximately $57,000 and the increase in non-cash items of approximately $179,000.
|
|
Cash Provided By (Used In) Investing Activities
|
|
The year over year decrease in cash used for investing activities resulted from advancing $75,000 in 2011 in connection with our effort to acquire certain mining concessions in Mexico. Those concessions were not acquired and the advance was converted to a loan. As collectability of the loan is uncertain, a provision for loss of the loan was recorded in 2011, with no equivalent amount in the current year.
|
|
Cash Provided By (Used In) Financing Activities
|
|
The year over year increase in cash provided by financing activities was primarily due to an increase in the receipt of subscriptions for our common stock of approximately $367,000, offset by an increase in advances to related parties of approximately $43,000, prepayment of consulting fees of approximately $43,000, and a decrease in receipt of loans payable of approximately $107,000.
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS -
continued
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS -
continued
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
|
Report of Independent Registered Public Accounting Firm
|
F-1
|
|
F-2
|
||
Statements of Operations
|
F-3
|
|
Statements of Cash Flows
|
F-4
|
|
Statements of Stockholders’ Deficiency
|
F-5
|
|
Notes to Financial Statements
|
F-6
|
DECEMBER 31
|
||||||||
2012
|
2011
|
|||||||
ASSETS
|
||||||||
Current
|
||||||||
Cash
|
$
|
11,282
|
$
|
759
|
||||
Amounts receivable
|
9,464
|
9,144
|
||||||
Prepaid consulting fees to related parties
|
43,022
|
-
|
||||||
$
|
63,768
|
$
|
9,903
|
|||||
LIABILITIES
|
||||||||
Current
|
||||||||
Accounts payable and accrued liabilities
|
$
|
88,069
|
$
|
117,680
|
||||
Loans payable
|
92,860
|
112,289
|
||||||
Amounts due to related parties
|
-
|
41,974
|
||||||
Promissory notes due to related parties
|
7,116
|
6,579
|
||||||
188,045
|
278,522
|
|||||||
Contractual Obligations, Commitments And Subsequent Events (Note 6)
|
||||||||
STOCKHOLDERS’ DEFICIENCY
|
||||||||
Capital Stock
|
||||||||
Authorized:
|
||||||||
100,000,000 voting common shares with a par value of $0.00001 per share
|
||||||||
Issued:
|
||||||||
9,901,500 common shares at December 31, 2012 (6,250,000 common shares at December 31, 2011)
|
99
|
63
|
||||||
Additional Paid-In Capital
|
392,651
|
165,487
|
||||||
Shares To Be Issued
|
188,000
|
10,000
|
||||||
Accumulated Deficit
|
(705,027
|
)
|
(444,169
|
)
|
||||
(124,277
|
)
|
(268,619
|
)
|
|||||
$
|
63,768
|
$
|
9,903
|
YEARS ENDED
|
||||||||
DECEMBER 31
|
||||||||
2012
|
2011
|
|||||||
Revenue
|
$ | - | $ | - | ||||
Operating Expenses
|
||||||||
Consulting services
|
110,880 | - | ||||||
Corporate support services
|
39,158 | 21,222 | ||||||
Interest, bank and finance charges
|
16,626 | 73,625 | ||||||
Mineral property costs
|
- | 8,500 | ||||||
Office, foreign exchange and sundry
|
13,096 | 9,317 | ||||||
Professional fees
|
67,039 | 46,644 | ||||||
Transfer and filing fees
|
14,059 | 14,099 | ||||||
260,858 | 173,407 | |||||||
Operating Loss Before Other Income (Expense)
|
(260,858 | ) | (173,407 | ) | ||||
Other Income (Expense)
|
||||||||
Gain resulting from debt forgiveness
|
- | 56,371 | ||||||
Impairment of loans advanced
|
- | (86,418 | ) | |||||
Net Loss For The Year
|
$ | (260,858 | ) | $ | (203,454 | ) | ||
Basic And Diluted Loss Per Common Share
|
$ | (0.03 | ) | $ | (0.03 | ) | ||
Weighted Average Number Of Common Shares Outstanding
|
7,778,818 | 6,134,932 |
YEARS ENDED
|
||||||||
DECEMBER 31
|
||||||||
2012
|
2011
|
|||||||
Cash Provided By (Used In)
|
||||||||
Operating Activities
|
||||||||
Net loss for the year
|
$ | (260,858 | ) | $ | (203,454 | ) | ||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Accrued interest payable
|
9,176 | 6,300 | ||||||
Non-cash finance fees
|
- | 62,500 | ||||||
Non-cash mineral property costs
|
- | 8,500 | ||||||
Gain resulting from debt forgiveness
|
- | (56,371 | ) | |||||
Impairment of loans advanced
|
- | 86,418 | ||||||
Loss (gain) on foreign exchange
|
433 | (1,177 | ) | |||||
Net changes in non-cash operating working capital items:
|
||||||||
Amounts receivable
|
(321 | ) | (4,214 | ) | ||||
Accounts payable and accrued liabilities
|
(29,611 | ) | 56,859 | |||||
(281,181 | ) | (44,639 | ) | |||||
Investing Activity
|
||||||||
Loan receivable
|
- | (75,000 | ) | |||||
Financing Activities
|
||||||||
Issuance of common stock subscriptions
|
376,700 | 10,000 | ||||||
Advances (to) from related parties
|
(41,974 | ) | 1,396 | |||||
Prepayment of consulting fees to related parties
|
(43,022 | ) | - | |||||
Advances from loans payable
|
- | 107,021 | ||||||
291,704 | 118,417 | |||||||
Net Increase (Decrease) In Cash
|
10,523 | (1,222 | ) | |||||
Cash, Beginning Of Year
|
759 | 1,981 | ||||||
Cash, End Of Year
|
$ | 11,282 | $ | 759 | ||||
Supplemental Disclosure Of Cash Flow Information
|
||||||||
Cash paid during the year for:
|
||||||||
Interest
|
$ | - | $ | - | ||||
Income taxes
|
$ | - | $ | - | ||||
Non-cash Financing Activity
|
||||||||
Common shares issued for debt and accrued interest
|
$ | 28,500 | $ | - | ||||
Common shares issued as financing fee
|
$ | - | $ | 62,500 | ||||
COMMON STOCK
|
ACCUMULATED DEFICIT
|
||||||||||||||||||||
NUMBER OF COMMON SHARES
|
PAR VALUE
|
ADDITIONAL PAID – IN CAPITAL
|
SHARES TO
BE ISSUED
|
TOTAL
|
|||||||||||||||||
Balance, December 31, 2010
|
6,000,000
|
$
|
60
|
$
|
102,990
|
$
|
-
|
$
|
(240,715
|
)
|
$
|
(137,665
|
)
|
||||||||
Shares issued as consideration for a loan
|
250,000
|
3
|
62,497
|
-
|
-
|
62,500
|
|||||||||||||||
Shares issuable for cash
|
-
|
-
|
-
|
10,000
|
-
|
10,000
|
|||||||||||||||
Net loss for the year
|
-
|
-
|
-
|
-
|
(203,454
|
)
|
(203,454
|
)
|
|||||||||||||
Balance, December 31, 2011
|
6,250,000
|
63
|
165,487
|
10,000
|
(444,169
|
)
|
(268,619
|
)
|
|||||||||||||
Shares issued for cash and loans converted to subscriptions
|
3,651,500
|
36
|
227,164
|
(10,000
|
)
|
-
|
217,200
|
||||||||||||||
Shares issuable for cash
|
-
|
-
|
-
|
188,000
|
-
|
188,000
|
|||||||||||||||
Net loss for the year
|
-
|
-
|
-
|
-
|
(260,858
|
)
|
(260,858
|
)
|
|||||||||||||
Balance, December 31, 2012
|
9,901,500
|
$
|
99
|
$
|
392,651
|
$
|
188,000
|
$
|
(705,027
|
)
|
$
|
(124,277
|
)
|
||||||||
1.
|
BASIS OF PRESENTATION AND NATURE OF OPERATIONS
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
a)
|
Basis of Accounting
|
b)
|
Asset Retirement Obligations
|
c)
|
Cash and Cash Equivalents
|
d)
|
Foreign Currency Accounting
|
|
i)
|
monetary items at the exchange rate prevailing at the balance sheet date;
|
|
ii)
|
non-monetary items at the historical exchange rate; and
|
|
iii)
|
revenue and expense items at the rate in effect of the date of transactions.
|
e)
|
Fair Value of Financial Instruments
|
|
§
|
Level 1 – defined as observable inputs such as quoted prices in active markets;
|
|
§
|
Level 2 – defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and
|
|
§
|
Level 3 – defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
|
e)
|
Fair Value of Financial Instruments (Continued)
|
f)
|
Use of Estimates and Assumptions
|
g)
|
Basic and Diluted Loss Per Share
|
h)
|
Income Taxes
|
i)
|
Recent Accounting Pronouncements
|
3.
|
CAPITAL STOCK
|
|
·
|
The Company received payments totaling $129,200 as subscriptions for 2,584,000 shares of its common stock.
|
|
·
|
Loans totaling $22,500 Canadian were converted to a subscription for 450,000 shares of common stock.
|
|
·
|
Part of a loan together with interest totaling $6,000 was converted to a subscription for 120,000 shares of common stock.
|
|
·
|
On October 15, 2012, the Company issued 297,500 shares of its common stock in return for subscriptions received totaling $59,500.
|
|
·
|
The Company received a further $188,000 as subscriptions for 940,000 shares of its common stock. No shares have yet been issued in connection with those subscriptions, which are shown on the Balance Sheet as Shares To Be Issued.
|
|
·
|
Issued 250,000 shares of its common stock at $0.25 per share as partial consideration for a loan. The $62,500 estimated fair value of this financing fee was expensed during the period.
|
|
·
|
Received $10,000 as a subscription for 200,000 shares of its common stock.
|
4.
|
LOANS PAYABLE
|
|
i)
|
$5,000: unsecured; interest at 15% per annum; due on April 20, 2012.
|
|
ii)
|
$75,000: unsecured; interest at 10% per annum; due on August 2, 2011.
|
|
i)
|
$22,124 ($22,500 Canadian): unsecured; non-interest bearing; and with no specific terms of repayment;
|
|
ii)
|
$10,000: unsecured; interest at 15% per annum; due on April 20, 2012;
|
|
iii)
|
$75,000: unsecured; interest at 10% per annum; due on August 2, 2011.
|
5.
|
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE
|
a)
|
Related Party Amounts Due
|
b)
|
Promissory Notes Due to Related Parties
|
c)
|
Consulting Services
|
d)
|
Corporate Support Services
|
6.
|
CONTRACTUAL OBLIGATIONS, COMMITMENTS AND SUBSEQUENT EVENTS
|
7.
|
INCOME TAXES
|
2012
|
2011
|
|||||||
Expected income tax recovery
|
$
|
(88,700
|
)
|
$
|
(69,200
|
)
|
||
Increase in valuation allowance
|
88,700
|
69,200
|
||||||
$
|
-
|
$
|
-
|
2012
|
2011
|
|||||||
Deferred income tax assets
|
||||||||
Net operating losses carried forward
|
$
|
239,700
|
$
|
151,000
|
||||
Valuation allowance
|
(239,700
|
)
|
(151,000
|
)
|
||||
$
|
-
|
$
|
-
|
2024
|
$
|
10,000
|
2025
|
7,600
|
|
2026
|
6,000
|
|
2027
|
10,900
|
|
2028
|
53,200
|
|
2029
|
68,500
|
|
2030
|
84,500
|
|
2031
|
203,500
|
|
2032
|
260,800
|
|
$
|
705,000
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
ITEM 9B.
|
OTHER INFORMATION.
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
|
Name and Address
|
Age
|
Position(s)
|
Robert M. Baker
1065 Crestline Road
West Vancouver, British Columbia
Canada V7S 2E3
|
59
|
President, Principal Executive Officer, Principal Accounting Officer, Principal Financial Officer, Secretary, Treasurer and sole member of the Board of Directors.
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
- continued
|
ITEM 11.
|
EXECUTIVE COMPENSATION.
|
Non Equity
|
Nonqualified
|
||||||||
Name
|
Incentive
|
Deferred
|
All
|
||||||
And
|
Stock
|
Option
|
Plan
|
Compensation
|
Other
|
||||
Principal
|
Salary
|
Bonus
|
Awards
|
Awards
|
Compensation
|
Earnings
|
Compensation
|
Total
|
|
Position
|
Year
|
(US$)
|
(US$)
|
(US$)
|
(US$)
|
(US$)
|
(US$)
|
(US$)
|
(US$)
|
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
(f)
|
(g)
|
(h)
|
(i)
|
(j)
|
Robert M. Baker
|
2012
|
$99,000
|
0
|
0
|
0
|
0
|
0
|
0
|
$99,000
|
President, Secretary
|
2011
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
and Treasurer
|
2010
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
Fees
|
Nonqualified
|
||||||
Earned or
|
Non-Equity
|
Deferred
|
|||||
Paid in
|
Stock
|
Option
|
Incentive Plan
|
Compensation
|
All Other
|
||
Cash
|
Awards
|
Awards
|
Compensation
|
Earnings
|
Compensation
|
Total
|
|
Name
|
(US$)
|
(US$)
|
(US$)
|
(US$)
|
(US$)
|
(US$)
|
(US$)
|
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
(f)
|
(g)
|
(h)
|
Robert M. Baker
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
ITEM 11.
|
EXECUTIVE COMPENSATION -
continued
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
Number of
|
Percentage of
|
|
Beneficial Ownership
|
Common Shares
|
Ownership
|
Robert Baker [1][2]
|
5,000,000
|
50.50%
|
1065 Crestline Road
|
||
West Vancouver, British Columbia, Canada V7S 2E3
|
||
5,000,000
|
50.50%
|
|
[1]
|
The person named above may be deemed to be a “parent” and “promoter” of our company, within the meaning of such terms under the Securities Act of 1933, as amended, by virtue of his/its direct and indirect stock holdings. Mr. Baker, our sole officer and director, is the only “promoter” of our company.
|
[2]
|
Mr. Baker holds title to his common stock in the name of Woodburn Holdings Ltd., a British Columbia corporation, which he owns and controls.
|
ITEM13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
|
-
|
Prepaid consulting fees - $43,022
|
-
|
Unsecured promissory notes bearing interest at 8% - ($7,116), including accrued interest of ($1,216)
|
-
|
Accounts payable – ($30,970)
|
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES.
|
2012
|
$
|
37,865
|
Morgan LLP (formerly Morgan & Company)
|
2011
|
$
|
22,155
|
Morgan & Company
|
2012
|
$
|
0
|
Morgan LLP (formerly Morgan & Company)
|
2011
|
$
|
0
|
Morgan & Company
|
2012
|
$
|
0
|
Morgan LLP (formerly Morgan & Company)
|
2011
|
$
|
0
|
Morgan & Company
|
2012
|
$
|
0
|
Morgan LLP (formerly Morgan & Company)
|
2011
|
$
|
0
|
Morgan & Company
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
|
Incorporated by reference
|
|||||
Exhibit
|
Document Description
|
Form
|
Date
|
Number
|
Filed herewith
|
3.1
|
Articles of Incorporation.
|
SB-2
|
3/04/05
|
3.1
|
|
3.2
|
Bylaws.
|
SB-2
|
3/04/05
|
3.2
|
|
4.1
|
Specimen Stock Certificate.
|
SB-2
|
3/04/05
|
4.1
|
|
10.1
|
Mining Claim.
|
S-1/A-5
|
2/08/08
|
10.1
|
|
10.2
|
Bill of Sale.
|
SB-2
|
3/04/05
|
10.2
|
|
10.3
|
Trust Agreement.
|
SB-2
|
12/19/07
|
10.3
|
|
10.4
|
Consulting Agreement with Woodburn Holdings Ltd.
|
10-K
|
10.4
|
||
14.1
|
Code of Ethics.
|
10-K
|
4/15/11
|
14.1
|
|
31.1
|
Certification of Principal Executive and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
x
|
|||
32.1
|
Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive and Chief Financial Officer.
|
x
|
|||
99.1
|
Subscription Agreement.
|
SB-2
|
3/04/05
|
99.1
|
|
99.2
|
Charter Audit Committee
|
10-K
|
4/15/11
|
99.2
|
|
99.3
|
Disclosure Committee
|
10-K
|
4/15/11
|
99.3
|
101.INS
|
XBRL Instance Document
|
x |
101.SCH
|
XBRL Taxonomy Extension Schema
|
x |
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase
|
x |
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase
|
x |
101.LAB
|
XBRL Taxonomy Extension Label Linkbase
|
x |
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase
|
x |
INTERNATIONAL GOLD CORP.
|
|||
By:
|
/s/
Robert M. Baker
|
||
Robert M. Baker
|
|||
President, Principal Executive Officer, Treasurer, Principal Financial Officer, and Principal Accounting Officer
|
|||
Signature
|
Title
|
Date
|
/s/
Robert M. Baker
|
Director, President, and Chief Financial Officer
|
April 11, 2013
|
Robert M. Baker
|
1 Year Lode Star Mining (PK) Chart |
1 Month Lode Star Mining (PK) Chart |
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