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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 | 0.0077 | 0.0203 | 0.00 | 14:30:24 |
UNITED STATES
|
|
SECURITIES AND EXCHANGE COMMISSION
|
|
Washington, D.C. 20549
|
|
FORM 10-Q
|
|
x
|
QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2015
|
OR
|
|
|
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
Commission file number 000-53676
|
Large Accelerated Filer
|
o
|
Accelerated Filer
|
o
|
Non-accelerated Filer
|
o
|
Smaller Reporting Company
|
x
|
Page
|
|
PART I - FINANCIAL INFORMATION
|
|
Item 1. Financial Statements
|
3 |
Balance Sheets as of June 30, 2015 (unaudited) and December 31, 2014
|
4 |
Statements of Operations for the Six Months ended June 30, 2015 and 2014 (unaudited)
|
5 |
Statements of Cash Flows for the Six Months ended June 30 2015 and 2014 (unaudited)
|
6 |
Notes to Financial Statements (unaudited)
|
7 |
Item 2. Management’s Discussion and Analysis Of Financial Condition and Results of Operations
|
12 |
Item 3. Quantitative and Qualitative Disclosures About Market Risk
|
17 |
Item 4. Controls and Procedures
|
17 |
PART II - OTHER INFORMATION
|
|
Item 1A. Risk Factors
|
17 |
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
|
17 |
Item 6. Exhibits
|
18 |
SIGNATURES
|
19 |
JUNE 30
|
DECEMBER 31
|
|||||||
2015
|
2014
|
|||||||
(Unaudited)
|
||||||||
ASSETS
|
||||||||
Current
|
||||||||
Cash
|
$
|
-
|
$
|
5,372
|
||||
Mineral Property Interest
|
230,180
|
230,180
|
||||||
$
|
230,180
|
$
|
235,552
|
|||||
LIABILITIES
|
||||||||
Current
|
||||||||
Excess of checks issued over funds on deposit
|
$
|
473
|
$
|
-
|
||||
Accounts payable and accrued liabilities
|
8,451
|
38,397
|
||||||
Loans payable
|
343,760
|
275,178
|
||||||
352,684
|
313,575
|
|||||||
Contractual Obligations, Commitments And Subsequent Events (Note 7)
|
||||||||
STOCKHOLDERS’ DEFICIENCY
|
||||||||
Capital Stock
|
||||||||
Authorized:
|
||||||||
100,000,000 voting common shares with a par value of $0.00001 per share
|
||||||||
Issued:
|
||||||||
47,658,000 common shares at June 30, 2015 and 46,509,000 common shares at December 31, 2014
|
477
|
465
|
||||||
Additional Paid-In Capital
|
975,416
|
922,215
|
||||||
Accumulated Deficit
|
(1,098,397
|
)
|
(1,000,703
|
)
|
||||
(122,504
|
)
|
(78,023
|
)
|
|||||
$
|
230,180
|
$
|
235,552
|
THREE MONTHS ENDED
|
SIX MONTHS ENDED
|
|||||||||||||||
JUNE 30
|
JUNE 30
|
|||||||||||||||
2015
|
2014
|
2015
|
2014
|
|||||||||||||
Revenue
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
||||||||
Expenses
|
||||||||||||||||
Consulting services
|
12,832
|
25,885
|
13,255
|
51,801
|
||||||||||||
Corporate support services
|
1,265
|
-
|
2,550
|
-
|
||||||||||||
Interest, bank and finance charges
|
4,882
|
2,364
|
9,070
|
4,717
|
||||||||||||
Office, foreign exchange and sundry
|
(4,236
|
)
|
2,508
|
6,061
|
40
|
|||||||||||
Professional fees
|
19,357
|
19,289
|
39,709
|
22,031
|
||||||||||||
Transfer and filing fees
|
22,067
|
5,103
|
27,049
|
7,217
|
||||||||||||
56,167
|
55,149
|
97,694
|
85,806
|
|||||||||||||
Net Loss For The Period
|
$
|
(56,167
|
)
|
$
|
(55,149
|
)
|
$
|
(97,694
|
)
|
$
|
(85,806
|
)
|
||||
Basic And Diluted Loss Per Common Share
|
$
|
(0.00
|
)
|
$
|
(0.01
|
)
|
$
|
(0.00
|
)
|
$
|
(0.01
|
)
|
||||
Weighted Average Number Of Common Shares Outstanding
|
47,582,242
|
11,509,000
|
47,048,586
|
11,509,000
|
SIX MONTHS ENDED
|
||||||||
JUNE 30
|
||||||||
2015
|
2014
|
|||||||
Cash Provided By (Used In)
|
||||||||
Operating Activities
|
||||||||
Net loss for the period
|
$
|
(97,694
|
)
|
$
|
(85,806
|
)
|
||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Accrued interest payable
|
(17,981
|
)
|
4,091
|
|||||
Net changes in non-cash operating working capital items:
|
||||||||
(Decrease) Increase in accounts payable and accrued liabilities
|
(29,946
|
)
|
49,804
|
|||||
(145,621
|
)
|
(31,911
|
)
|
|||||
Financing Activities
|
||||||||
Loan advances
|
139,776
|
31,917
|
||||||
Net (Decrease) Increase In Cash
|
(5,845
|
)
|
6
|
|||||
Cash, Beginning Of Period
|
5,372
|
21
|
||||||
(Excess of checks issued over funds on deposit) Cash, End Of Period
|
$
|
(473
|
)
|
$
|
27
|
|||
Supplemental Disclosure Of Cash Flow Information
|
||||||||
Cash paid during the period for:
|
||||||||
Interest
|
$
|
-
|
$
|
-
|
||||
Income taxes
|
$
|
-
|
$
|
-
|
||||
Shares issued for debt settlement
|
$
|
53,213
|
$
|
-
|
1.
|
BASIS OF PRESENTATION AND NATURE OF OPERATIONS
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
|
a)
|
Basis of Accounting
|
b)
|
Cash and Cash Equivalents
|
c)
|
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.
|
d)
|
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)
|
Use of Estimates and Assumptions
|
f)
|
Basic and Diluted Earnings (Loss) Per Share
|
g)
|
Income Taxes
|
h)
|
Recent Accounting Pronouncements
|
3.
|
MINERAL PROPERTY INTEREST
|
3.
|
MINERAL PROPERTY INTEREST (Continued)
|
4.
|
CAPITAL STOCK
|
5.
|
LOANS PAYABLE
|
|
i)
|
$1,000: unsecured; interest at 15% per annum; originally due on April 20, 2012.
|
|
·
|
On March 19, 2015, $4,000 was paid by the Company in partial settlement of the December 31, 2014 principal balance of $5,000.
|
|
ii)
|
$75,000: unsecured; interest at 10% per annum from January 10, 2015.
|
|
·
|
One-half of the outstanding principal, or $37,500, and any accrued interest shall become due and payable on written demand in full (not received to date) on the earlier of June 9, 2015 or the date on which the Company completes one or more debt or equity financings that generate aggregate gross proceeds of at least $250,000;
|
|
·
|
The balance of the outstanding principal, or $37,500, and any accrued interest shall become due and payable on written demand in full on January 9, 2016; and
|
|
·
|
The Company shall have the right to repay all or any part of the Principal and any accrued interest to the Lender at any time and from time to time, without any premium.
|
|
iii)
|
$41,611: unsecured; interest at 5% per annum; with no specific terms of repayment.
|
|
iv)
|
$200,000: unsecured; interest at 5% per annum from January 1, 2015; with no specific terms of repayment.
|
|
v)
|
$9,877: unsecured; interest at 5% per annum; with no specific terms of repayment.
|
|
vi)
|
$4,008: unsecured; non-interest bearing; with no specific terms of repayment.
|
|
i)
|
$5,000: unsecured; interest at 15% per annum; originally due on April 20, 2012.
|
|
ii)
|
$75,000: unsecured; interest at 10% per annum; originally due on August 2, 2011.
|
|
iii)
|
$34,160: unsecured; interest at 5% per annum; with no specific terms of repayment.
|
|
iv)
|
$24,696: unsecured; non-interest bearing; with no specific terms of repayment (converted on January 9, 2015 to shares that were issued on April 6, 2015).
|
|
v)
|
$100,000: unsecured; non-interest bearing; with no specific terms of repayment.
|
5.
|
LOANS PAYABLE (Continued)
|
vi)
|
$1,767: unsecured; non-interest bearing; with no specific terms of repayment (converted on January 9, 2015 to shares that were issued on April 6, 2015).
|
|
vii)
|
$4,310: unsecured; non-interest bearing; with no specific terms of repayment.
|
6.
|
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE
|
a)
|
Related Party Amounts Due
|
|
i)
|
$43,349 (December 31, 2014 - $35,043) including $1,739 (December 31, 2014 - $883) in accrued interest, to the current president of the Company.
|
|
ii)
|
$213,854 (December 31, 2014 - $100,000) including $3,977 (December 31, 2014 - $Nil) in accrued interest, to the majority shareholder of the Company.
|
|
iii)
|
$4,009 (December 31, 2014 - $4,310) to the controlling shareholder of the majority shareholder of the Company.
|
b)
|
Consulting Services
|
7.
|
CONTRACTUAL OBLIGATIONS, COMMITMENTS AND SUBSEQUENT EVENTS
|
|
·
|
The agreement was amended effective July 1, 2012 such that the compensation became monthly installments of $9,000 CAD plus applicable taxes, with a new 48 month term.
|
|
·
|
Under the terms of that settlement agreement, the Company paid an aggregate of $34,000 CAD.
|
|
·
|
Of that amount, $Nil was outstanding and included in accounts payable at June 30, 2015 (December 31, 2014: $17,500 CAD ($15,300 USD)).
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
§
|
Consider, develop and submit work programs to the management committee for consideration and approval, and to implement work programs when approved;
|
|
§
|
Carry out operations in a prudent and workmanlike manner and in accordance with all applicable laws and regulations, and all agreements, permits and licenses relating to the Property and LSG;
|
|
§
|
Pay and discharge all wages and accounts for material and services and all other costs and expenses that may be incurred by us in connection with our operations on the property;
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
|
|
§
|
Maintain and keep in force and, upon request by LSG provide reasonable documentary verification of, levels of insurance as are reasonable in respect of our activities in connection with the Property;
|
|
§
|
Maintain true and correct books, accounts and records of expenditures; and
|
|
§
|
Deliver to the management committee quarterly and annual progress reports.
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
|
Description
|
Amount
($)
|
Permitting application expenses
|
250,000
|
Laboratory work
|
60,000
|
Underground access and workings retrofitting (Preliminary Work)
|
100,000
|
Completion of surface and underground drilling (Church Zone)
|
725,000
|
Preparation of feasibility study (Church Zone)
|
50,000
|
Follow-up surface and underground drilling (Stope Zone)
|
150,000
|
Mine site security
|
60,000
|
Management fees
|
120,000
|
Consulting fees
|
198,000
|
Marketing and investor relations expenses
|
60,000
|
Professional fees
|
60,000
|
Rent, travel and lodging expenses
|
60,000
|
Transfer and filing fees
|
13,000
|
Website development expenses
|
10,000
|
Total
|
1,916,000
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
|
Three Months Ended
June 30
|
Change
|
|||||||||||||||
2015
|
2014
|
Amount
|
Percentage
|
|||||||||||||
Revenue
|
$
|
-
|
$
|
-
|
$
|
-
|
-
|
|||||||||
Operating Expenses
|
$
|
56,167
|
$
|
55,149
|
$
|
1,018
|
2
|
% | ||||||||
Net (Loss) Income
|
$
|
(56,167
|
)
|
$
|
(55,149
|
)
|
$
|
(1,018
|
)
|
2
|
% | |||||
Six Months Ended
June 30
|
Change
|
|||||||||||||||
2015
|
2014
|
Amount
|
Percentage
|
|||||||||||||
Revenue
|
$
|
-
|
$
|
-
|
$
|
-
|
-
|
|||||||||
Operating Expenses
|
$
|
97,694
|
$
|
85,806
|
$
|
11,888
|
14
|
% | ||||||||
Net (Loss) Income
|
$
|
(97,694
|
)
|
$
|
(85,806
|
)
|
$
|
(11,888
|
)
|
14
|
% | |||||
Three Months Ended June 30
|
Change
|
|||||||||||||
2015
|
2014
|
Amount
|
Percentage
|
|||||||||||
Consulting services
|
$
|
12,832
|
$
|
25,885
|
$
|
(13,053
|
)
|
(50
|
%) | |||||
Corporate support services
|
$
|
1,265
|
$
|
-
|
$
|
1,265
|
-
|
|||||||
Interest, bank and finance charges
|
$
|
4,882
|
$
|
2,364
|
$
|
2,518
|
109
|
% | ||||||
Office, foreign exchange and sundry
|
$
|
(4,236
|
)
|
$
|
2,508
|
$
|
(6,744
|
)
|
(269
|
%) | ||||
Transfer and filing fees
|
$
|
22,067
|
$
|
5,103
|
$
|
16,964
|
332
|
% |
|
§
|
Consulting services decreased approximately 50% in Q2 2015 compared to Q2 2014 due to the termination in December, 2014 of a contract for the services of our previous President. Consulting services in the current quarter are for business development services from an unrelated party.
|
|
§
|
Corporate support services in the current quarter are primarily related to regulatory compliance assistance. No such services were incurred in Q2, 2014.
|
|
§
|
Interest, bank and finance charges were higher in Q2 of 2015 primarily due to the increase in loans payable from approximately $131,000 at the end of Q1, 2014 to approximately $289,000 at the end of Q1, 2015 and the attendant higher level of interest accrued in Q2, 2015.
|
|
§
|
Office, foreign exchange and sundry were lower in Q2 2015 primarily due to a reallocation in that quarter of approximately $7,000 related to business development services, originally included in Q1 2015 in Office, to Consulting.
|
|
§
|
Transfer and filing fees increased primarily due to new costs in the current quarter for OTC Markets ($10,000) and the Depository Trust Company (DTC) ($8,000).
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
|
June 30
|
December 31
|
Change
|
||||||||||||
2015
|
2014
|
Amount
|
Percentage
|
|||||||||||
Cash (Excess of checks issued over funds on deposit)
|
$
|
(473
|
)
|
$
|
5,372
|
$
|
(5,845
|
)
|
(109
|
%) | ||||
Accounts payable and accrued liabilities
|
$
|
8,451
|
$
|
38,397
|
$
|
(29,946
|
) |
(78
|
%) | |||||
Loans payable
|
$
|
343,760
|
$
|
275,178
|
$
|
68,582
|
25
|
% | ||||||
Additional paid-in capital
|
$
|
975,416
|
$
|
922,215
|
$
|
53,201
|
6
|
% |
|
§
|
Cash decreased as the amount provided through financing activities (loans) was less than the amount used in operating activities. The net result was a small excess of cheques issued over funds on deposit.
|
|
§
|
Accounts payable and accrued liabilities decreased mainly due to payment of amounts outstanding at December 31, 2014 for legal(approximately $6,000), accounting services (approximately $3,000), transfer and filing fees (approximately $2,000), a balance due in connection with the settlement of the contract with our former president (approximately $15,000), and a reallocation to loans payable of approximately $2,000 of operating costs paid directly by our president.
|
|
§
|
Loans payable increased due to the receipt in 2015 of loans of approximately $117,000, together with an increase in accrued interest of approximately $9,000, offset by an exchange of accrued interest (approximately $27,000) and loan amounts (approximately $26,000) for shares, and a loan payback of $4,000.
|
|
§
|
Additional paid-in capital increased due to the amount of debts settled being approximately $53,000 higher than the par value of the shares issued in those settlements during the quarter.
|
June 30
|
December 31
|
Increase/(Decrease)
|
||||||||||||
2015
|
2014
|
Amount
|
Percentage
|
|||||||||||
Current Assets
|
$
|
-
|
5,372
|
$
|
(5,372
|
)
|
(100
|
%) | ||||||
Current Liabilities
|
352,684
|
313,575
|
39,109
|
12
|
% | |||||||||
Working Capital (Deficiency)
|
$
|
(352,684
|
)
|
(308,203
|
)
|
$
|
(44,481
|
)
|
14
|
% |
Six Months Ended June 30
|
Change
|
|||||||||||||
2015
|
2014
|
Amount
|
Percentage
|
|||||||||||
Cash Flows (Used In) Provided By:
|
||||||||||||||
Operating Activities
|
$
|
(145,621
|
)
|
$
|
(31,911
|
)
|
$
|
(113,710
|
)
|
(356
|
%) | |||
Financing Activities
|
|
139,776
|
|
31,917
|
107,859
|
338
|
% | |||||||
Net increase (decrease) in cash
|
$
|
(5,845
|
)
|
6
|
$
|
(5,851
|
)
|
(97,517
|
%) |
|
Cash Used In Operating Activities
|
|
The increase in cash used in operating activities of approximately $114,000 is due to the following:
|
|
§
|
Operating expenses were higher by approximately $12,000 in the current six month period than in the equivalent period last year. See the discussion above regarding expenses;
|
|
§
|
Accrued interest payable was lower by approximately $22,000 due to the exchange of accrued interest for shares of approximately $27,000, offsetting interest accrued in the current period of approximately $9,000;
|
|
§
|
Accounts payable decreased approximately $30,000 in the current six month period compared to an increase of approximately $50,000 in the same period last year, for a net year over year difference of approximately $80,000.
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
|
|
§
|
loan advances in the first six months of 2015 of approximately $140,000, compared to approximately $32,000 in the same period in 2014.
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
|
ITEM 4.
|
CONTROLS AND PROCEDURES.
|
ITEM 1A.
|
RISK FACTORS
|
ITEM 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
|
|
§
|
614,000 common shares in exchange for loans totaling $24,696. The lenders were not US persons.
|
|
§
|
535,000 common shares in exchange for loan interest and a premium totaling $26,750. The lender was not a US person.
|
ITEM 6.
|
EXHIBITS.
|
Exhibit No.
|
Document Description
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase
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101.LAB
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XBRL Taxonomy Extension Label Linkbase
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase
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LODE-STAR MINING INC.
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BY:
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“Mark Walmesley”
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Mark Walmesley
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President, Principal Executive Officer, Treasurer, Principal Financial Officer, and Principal Accounting Officer
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Signature
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Title
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Date
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/s/ Mark Walmesley
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Director, President, Chief Executive Officer and Chief Financial Officer
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August 14, 2015
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Mark Walmesley
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/s/ Thomas Temkin
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Director and Chief Operating Officer
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August 14, 2015
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Thomas Temkin
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Exhibit No.
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Document Description
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101.INS
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XBRL Instance Document
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101.SCH
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XBRL Taxonomy Extension Schema
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase
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101.DEF
|
XBRL Taxonomy Extension Definition Linkbase
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101.LAB
|
XBRL Taxonomy Extension Label Linkbase
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101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase
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1.
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I have reviewed this report on Form 10-Q for the period ended June 30, 2015 of International Gold Corp.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a.
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant is made known to me by others within those entities, particularly during the period in which this report is being prepared;
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b.
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c.
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and,
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d.
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and,
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5.
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I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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a.
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b.
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date: Auguat 14, 2015
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/s/ Mark Walmesley
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Mark Walmesley
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President, Principal Executive Officer, Treasurer, Principal Financial Officer, and Principal Accounting Officer
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Mark Walmesley
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Mark Walmesley
President, Principal Executive Officer, Treasurer, Principal Financial Officer, and Principal Accounting Officer
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