Quarterly Report (10-q)

  

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

[X]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended August 31, 2014

 

[  ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _________ to _________

 

Commission File Number: 333-180424

 

VALMIE RESOURCES, INC.

(Exact name of registrant as specified in its charter)

 

Nevada		45-3124748
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
999 18th Street Denver, CO		80202
(Address of principal executive offices)		(Zip Code)

 

[phone]

(Registrant’s telephone number, including area code)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X]   No [  ]

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X]   No [  ]

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer [  ]   Accelerated filer [  ]   Non-accelerated filer [  ]   Smaller reporting company [X]

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ]   No [X]

 

APPLICABLE ONLY TO CORPORATE ISSUERS

 

As of October 15, 2014 the registrant had 296,400,000 shares of common stock outstanding.

 

 

 

 

TABLE OF CONTENTS

 

PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)		3
	Balance Sheets		F-1
	Statements of Operations		F-2
	Statements of Changes in Stockholders’ Equity (Deficiency)		F-3
	Statements of Cash Flows		F-4
	Notes to Financial Statements		F-5
Item 2.	Management’s Discussion & Analysis of Financial Condition and Results of Operations		4
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		6
Item 4.	Controls and Procedures		6
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings		7
Item 1A.	Risk Factors		7
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		7
Item 3.	Defaults Upon Senior Securities		7
Item 4.	Mine Safety Disclosures		7
Item 5.	Other Information		7
Item 6.	Exhibits		7

 

2

 

PART I – FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

VALMIE RESOURCES, INC.

INDEX TO FINANCIAL STATEMENTS

August 31, 2014

(Stated in US Dollars)

(Unaudited)

  

 

 

		Page
Balance Sheets		F-1
Statements of Operations		F-2
Statements of Changes in Stockholders’ Equity (Deficiency)		F-3
Statements of Cash Flows		F-4
Notes to the Unaudited Interim Financial Statements		F-5 - F-9

 

3

 

Valmie Resources, Inc.

Balance Sheets

(Stated in US Dollars)

(Unaudited)

 

		August 31, 2014				November 30, 2013
ASSETS
Current Assets
Cash and cash equivalents (Note 3)		$	14,458			$	-
Prepaid expenses			-				5,000
Total Current Assets			14,458				5,000
Total Assets		$	14,458			$	5,000
LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities		$	39,346			$	16,658
Due to related parties (Note 6)			36,559				7,486
Total Current Liabilities			75,905				24,144
Total Liabilities			75,905				24,144
STOCKHOLDERS’ DEFICIENCY
Capital stock (Note 4)
Authorized:
750,000,000 common shares, $0.001 par value
Issued and outstanding:
296,400,000 common shares (296,400,000 – November 30, 2013)			296,400				296,400
Additional paid-in capital			(155,657	)			(155,657	)
Accumulated deficit			(202,190	)			(159,887	)
Total Stockholders’ Deficiency			(61,447	)			(19,144	)
Total Liabilities and Stockholders’ Deficiency		$	14,458			$	5,000

 

The accompanying notes are an integral part of these financial statements

 

F-1

  

Valmie Resources, Inc.

Statements of Operations

(Stated in US Dollars)

(Unaudited)

 

		Three Months Ended August 31, 2014				Three Months Ended August 31, 2013				Nine Months Ended August 31, 2014				Nine Months Ended August 31, 2013
Revenue:		$	-			$	-			$	-			$	-
Operating Expenses:
General and administrative			149				2,074				1,433				8,482
Mining expenses (Note 5)			-				-				-				-
Professional fees			7,321				7,990				39,595				20,814
Transfer agent fees			400				600				1,275				13,673
Net Loss for the Period			(7,870	)			(10,664	)			(42,303	)			(42,969	)
Basic and Diluted Loss per Common Share		$	(0.00	)		$	(0.00	)		$	(0.00	)		$	(0.00	)
Weighted Average Number of Common Shares Outstanding			296,400,000				296,400,000				296,400,000				296,400,000

 

The accompanying notes are an integral part of these financial statements

 

F-2

  

Valmie Resources, Inc.

Statements of Changes in Stockholders’ Equity (Deficiency)

(Stated in US Dollars)

(Unaudited)

 

		Common Stock
		Number of Shares				Amount				Additional Paid-in Capital				Accumulated Deficit				Stockholders’ Equity (Deficiency)
Inception – August 26, 2011			-			$	-			$	-			$	-			$	-
Common shares issued to a founder at $0.00017 per share, September 29, 2011			210,000,000				210,000				(175,000	)			-				35,000
Common shares issued to investors at $0.00017 per share, November 15, 2011			86,400,000				86,400				(72,000	)			-				14,400
Loss for the period			-				-				-				(21,421	)			(21,421	)
Balance – November 30, 2011			296,400,000				296,400				(247,000	)			(21,421	)			27,979
Loss for the year			-				-				-				(76,239	)			(76,239	)
Balance – November 30, 2012			296,400,000				296,400				(247,000	)			(97,660	)			(48,260	)
Debt cancellation			-				-				91,343				-				91,343
Loss for the year			-				-				-				(62,227	)			(62,227	)
Balance – November 30, 2013			296,400,000				296,400				(155,657	)			(159,887	)			(19,144	)
Loss for the period			-				-				-				(42,303	)			(42,303	)
Balance – August 31, 2014			296,400,000			$	296,400			$	(155,657	)		$	(202,190	)		$	(61,447	)

 

The accompanying notes are an integral part of these financial statements

 

F-3

 

Valmie Resources, Inc.

Statements of Cash Flows

(Stated in US Dollars)

(Unaudited)

 

		Nine Months Ended August 31, 2014				Nine Months Ended August 31, 2013
Cash Flows from Operating Activities
Net loss for the period		$	(42,303	)		$	(42,969	)
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities			22,688				1,256
Prepaid expenses			5,000				-
Net cash used in operations			(14,615	)			(41,713	)
Cash Flows from Financing Activities
Proceeds from related party payable			29,073				37,700
Payments to related party payable			-				-
Issuance of common shares for cash			-				-
Net cash provided by financing activities			29,073				37,700
Change in cash and cash equivalents			14,458				(4,013	)
Cash and cash equivalents - beginning of period			-				4,126
Cash and cash equivalents - end of period		$	14,458			$	113
Supplementary Cash Flow Information
Cash paid for:
Interest		$	-			$	-
Income taxes		$	-			$	-
Non-cash financing activities:
Accounts payable paid by related party		$	-			$	21,012
Loans contributed to capital		$	-			$	-

 

The accompanying notes are an integral part of these financial statements

 

F-4

  

Valmie Resources, Inc.

Notes to Financial Statements

August 31, 2014

(Stated in US Dollars)

(Unaudited)

 

1. Organization

 

Valmie Resources Inc. (the “Company”) was incorporated on August 26, 2011, in the State of Nevada, U.S.A. The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company’s fiscal year end is November 30.

 

The Company is an exploration stage company that engages principally in the acquisition, exploration, and development of resource properties.

 

2. Basis of Presentation

 

Unaudited Interim Financial Statements

 

The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and the rules and regulations of the Securities and Exchange Commission (the “SEC”). They do not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements for the year ended November 30, 2013, included in the Company’s Form 10-K filed with the SEC. The unaudited interim financial statements should be read in conjunction with those financial statements included in the Form 10-K. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the nine months ended August 31, 2014, are not necessarily indicative of the results that may be expected for the year ending November 30, 2014.

 

On June 10, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. This ASU removes all incremental financial reporting requirements from GAAP for development stage entities, including the removal of Topic 915 from the FASB Accounting Standards Codification. For the first annual period beginning after December 15, 2014, the presentation and disclosure requirements in Topic 915 will no longer be required for the public business entities. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. Early adoption is permitted. The Company has adopted the amendment.

 

3. Cash and cash equivalents

 

		August 31, 2014				November 30, 2013
Cash on deposit		$	100			$	-
Funds held in trust			14,358				-
		$	14,458			$	-

 

F-5

  

Valmie Resources, Inc.

Notes to Financial Statements

August 31, 2014

(Stated in US Dollars)

(Unaudited)

 

4. Capital Stock

 

Authorized Stock

 

At inception, the Company authorized 100,000,000 common shares with a par value of $0.001 per share. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.

 

On December 3, 2013, the holders of a majority of the Company’s issued and outstanding common stock approved an increase in its authorized capital from 100,000,000 shares of common stock, par value $0.001, to 750,000,000 shares of common stock, par value $0.001 (the “Authorized Capital Increase”). The Company formally effected the Authorized Capital Increase on December 4, 2013 by filing a Certificate of Amendment with the Nevada Secretary of State.

 

On December 3, 2013, the Company’s sole director approved a stock dividend of 59 authorized but unissued shares of its common stock on each one (1) issued and outstanding share of its common stock held by shareholders of record as of December 16, 2013. The payment date for the stock dividend was December 17, 2013, as determined by the Financial Industry Regulatory Authority (FINRA). Upon the payment of the stock dividend, the Company had 296,400,000 issued and outstanding shares of common stock, which represents an increase of 291,460,000 shares over its prior total of 4,940,000 issued and outstanding shares of common stock. The split is reflected retrospectively in the accompanying financial statements.

 

Share Issuances

 

Since its inception (August 26, 2011), the Company has issued shares of its common stock as follows:

 

Date			Description			Shares				Price Per Share				Amount
09/29/11			Shares issued for cash				210,000,000			$	0.00017			$	35,000
11/15/11			Shares issued for cash				86,400,000				0.00017				14,400
			Cumulative Totals				296,400,000							$	49,400

 

Of these shares, 210,000,000 were issued to a director and officer of the Company. 86,400,000 shares were issued to independent investors.

 

At August 31, 2014, the Company had no issued or outstanding stock options or warrants.

 

F-6

  

Valmie Resources, Inc.

Notes to Financial Statements

August 31, 2014

(Stated in US Dollars)

(Unaudited)

 

5. Mineral Property Costs

 

Lander County, Nevada Claims

 

On September 30, 2011, the Company entered into an option agreement that would provide for the purchase of a 100% interest in the Carico Lake Valley Property (the “Property”). The Property is located in the State of Nevada.

 

To complete the option, the agreement requires the Company to make the following payments and incur the following amounts on exploration and development:

 

a)	$15,000 cash on September 30, 2011 (paid);
b)	an additional $30,000 cash on September 30, 2013 (not paid);
c)	an additional $60,000 cash on September 30, 2013 (not paid);
d)	an additional $120,000 cash on September 30, 2014; and
e)	incur a minimum of $125,000 ($12,654 has been incurred as of August 31, 2014) on exploration and development work by December 31, 2013 and every subsequent year thereafter, through 2014.

 

The Company is in default in the option payments. The entity that owns the Property has made the payments due to the Bureau of Land Management, Nevada (“BLM”) and Lander County. The payments ($6,406) are reflected in accounts payable and accrued liabilities.

 

The entity that owns the Property has indicated a willingness to work with the Company if the Company reimburses the $6,406 mentioned above and makes an effort to become current with the option payments of $90,000 that are in default. Otherwise, the owner may terminate the option and explore other financing arrangements related to the Property.

 

The Company is responsible for any and all property payments due to any government authority on the Property during the term of the option agreement (BLM: $3,920 yr., Lander County: $294 yr.).

 

The Property is subject to a 6% Net Smelter Royalty, for which the Company has the right to purchase 3% for a one time payment of $5,000,000 at any time until the tenth anniversary of the option agreement.

 

As at August 31, 2014, the Company has incurred the following on the Property:

 

		August 31, 2014				November 30, 2013
Acquisition cost		$	15,000			$	15,000
Exploration costs, beginning of period		$	12,654			$	6,248
Exploration costs incurred		$	0			$	6,406
Exploration costs, end of period		$	12,654			$	12,654

 

In June, 2014 the Property was sold by the entity that owns the Property to another entity, due to the Company’s failure to make payments when due. The Company has no further rights to the Property.

 

F-7

 

Valmie Resources, Inc.

Notes to Financial Statements

August 31, 2014

(Stated in US Dollars)

(Unaudited)

 

6. Due to Related Parties

 

Amount due to related parties at August 31, 2014, is non-interest bearing, unsecured and with no fixed terms of repayment. $19,146 is due to the former President. $17,413 is due to the majority shareholder.

 

7. Provision for Income Taxes

 

The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes. Deferred taxes are provided in the financial statements under FASC 718-740-20 to give effect to the resulting temporary differences which may arise from differences in the bases of fixed assets, depreciation methods, allowances, and start-up costs based on the income taxes expected to be payable in future years.

 

Exploration stage deferred tax assets arising as a result of net operating loss carryforwards have been offset completely by a valuation allowance due to the uncertainty of their utilization in future periods. Operating loss carryforwards generated during the period from August 26, 2011 (date of inception) through August 31, 2014 of $202,190 will begin to expire in 2031. Accordingly, deferred tax assets of approximately $68,012 were offset by the valuation allowance.

 

The Company follows the provisions of uncertain tax positions as addressed in FASC 740-10-65-1. The Company recognized approximately no increase in the liability for unrecognized tax benefits.

 

The Company has no tax position at August 31, 2014 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. No such interest or penalties were recognized during the periods presented. The Company had no accruals for interest and penalties at November 30, 2013. The Company’s utilization of any net operating loss carry forward may be unlikely as a result of its intended exploration stage activities. The tax years for November 30, 2013, 2012 and 2011 are still open for examination by the Internal Revenue Service (IRS).

 

F-8

  

Valmie Resources, Inc.

Notes to Financial Statements

August 31, 2014

(Stated in US Dollars)

(Unaudited)

 

7. Provision for Income Taxes (continued)

 

		2014
		Amount				Tax Effect (35%)
Net operating losses		$	42,303			$	14,806
Valuation allowance			(42,303	)			(14,806	)
Net deferred tax asset (liability)		$	-			$	-

 

		2013
		Amount				Tax Effect (35%)
Net operating losses		$	42,969			$	15,039
Valuation allowance			(42,969	)			(15,039	)
Net deferred tax asset (liability)		$	-			$	-

 

8. Going Concern and Liquidity Considerations

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. As at August 31, 2014, the Company had a working capital deficiency of $61,447 (November 30, 2013 – $19,144) and an accumulated deficit of $202,190 (November 30, 2013 – $159,887). The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the next twelve months.

 

The ability of the Company to emerge from the exploration stage is dependent upon, among other things, obtaining additional financing to continue operations, explore and develop the Property and the discovery, development and sale of ore reserves.

 

In response to these problems, management intends to raise additional funds through public or private placement offerings.

 

These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

9. Subsequent Events

 

The Company has evaluated subsequent events from August 31, 2014, through the date of this report, and determined there are no additional items to disclose.

 

F-9

 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

As used in this quarterly report, the terms "we", "us" and "our" mean Valmie Resources, Inc. and all dollar amounts refer to U.S. dollars, unless otherwise indicated.

 

Forward-Looking Statements

 

This quarterly report contains forward-looking statements. All statements other than statements of historical fact are “forward-looking statements”, including any projections of earnings, revenues or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new products, services or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by any forward-looking statements.

 

These forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition, promotional costs, and risk of declining revenues. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of a number of factors. These forward-looking statements are made as of the date of this filing, and we assume no obligation to update such forward-looking statements.

 

The following discussion of our financial condition and results of operations is based upon our financial statements which have been prepared in conformity with accounting principles generally accepted in the United States. It should be read in conjunction with our financial statements, including the notes thereto, that appear elsewhere in this quarterly report. The discussion of results, causes and trends should not be construed to imply any conclusion that these results or trends will necessarily continue into the future.

 

Overview

 

We were incorporated pursuant to the laws of the State of Nevada on August 26, 2011. We are an exploration stage company and have not yet generated any revenues. To date, our efforts have focused primarily on the development and implementation of our business plan.

 

Results of Operations

 

Revenues

 

We have not generated any revenues since our inception. We anticipate that we will incur substantial losses for the foreseeable future and our ability to generate any revenues during the next 12 months continues to be uncertain.

 

Three Months ended August 31, 2014 and 2013

 

Expenses

 

During the three months ended August 31, 2014, we incurred $7,870 in operating expenses, including $7,321 in professional fees, $149 in general and administrative expenses and $400 in transfer agent fees. During the same period in 2013, we incurred $10,664 in operating expenses, including $7,990 in professional fees, $2,074 in general and administrative expenses and $600 in transfer agent fees. The $2,794 decrease in our operating expenses between the two periods was therefore attributable to decreases in each expense category.

 

4

 

Net Loss

 

During the three months ended August 31, 2014, we incurred a net loss of $7,870, whereas we incurred a net loss of $10,664 during the same period in 2013. Our basic and diluted net loss per share during each of those periods was $0.00.

 

Nine Months ended August 31, 2014 and 2013

 

Expenses

 

During the nine months ended August 31, 2014, we incurred $42,303 in operating expenses, including $39,595 in professional fees, $1,433 in general and administrative expenses and $1,275 in transfer agent fees. During the same period in 2013, we incurred $42,969 in operating expenses, including $20,814 in professional fees, $8,482 in general and administrative expenses and $13,673 in transfer agent fees. Our operating expenses between the two periods were therefore roughly equivalent, with the increase in our professional fees primarily due to costs associated with our recent changes of control and the significant reduction in our transfer agent fees attributable to a one-time fee we incurred during fiscal 2013.

 

Net Loss

 

During the nine months ended August 31, 2014, we incurred a net loss of $42,303, whereas we incurred a net loss of $42,969 during the same period in 2013. Our basic and diluted net loss per share during each of those periods was also $0.00.

 

Liquidity and Capital Resources

 

As of August 31, 2014, we had $14,458 in cash and cash equivalents and total assets, $75,905 in total liabilities, a working capital deficit of $61,447 and an accumulated deficit of $202,190.

 

During the nine months ended August 31, 2014, we used $14,615 in net cash on operating activities, our accounts payable increased by $22,688 and our prepaid expenses decreased by $5,000. During the same period in 2013 we used $41,713 in net cash on operating activities and our accounts payable increased by $1,256 before being paid in full by a related party. The majority of our spending on operating activities for the nine months ended August 31, 2014 was attributable to our net loss as described above and was associated with our carrying out our reporting obligations under applicable securities laws.

 

We did not incur any expenditures on investing activities during the nine months ended August 31, 2014 or 2013.

 

During the nine months ended August 31, 2014, we received $29,073 from financing activities, all of which was in the form of proceeds from related parties. During the same period in 2013, we received $37,700 from financing activities, all of which was also in the form of proceeds from a related party.

 

During the nine months ended August 31, 2014, our cash position increased by $14,458 due to a combination of our operating and financing activities.

 

Our plans for the next 12 months are uncertain due to our current financial condition; however, we intend to raise additional funds through public or private placement offerings. If we are unsuccessful in raising enough money through such efforts, we may review other financing possibilities such as bank loans. At this time we do not have a commitment from any broker-dealer to provide us with financing. There is no assurance that any financing will be available to us or if available, on terms that will be acceptable to us. In the absence of such financing, we may be forced to cease or significantly curtail our operations.

 

5

  

Going Concern

 

Our financial statements have been prepared on a going concern basis, which contemplates, among other things, that we will continue to realize our assets and satisfy our liabilities in the normal course of business. As at August 31, 2014, we had a working capital deficit of $61,447 and an accumulated deficit of $202,190. We intend to fund our operations through equity financing arrangements, which may be insufficient to fund our capital expenditures, working capital and other cash requirements for the next 12 months.

 

Our ability to emerge from the exploration stage is dependent upon, among other things, obtaining additional financing to continue our operations, explore and develop any properties in which we may acquire an interest and the discovery, development and sale of ore reserves. These factors, among others, raise substantial doubt about our ability to continue as a going concern. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

Off-Balance Sheet Arrangements

 

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

 

Not applicable.

 

Item 4. Controls and Procedures

 

Disclosure Controls and Procedures

 

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure.

 

As of the end of the period covered by this report, management, with the participation of our Chief Executive and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures. Based upon this evaluation, management concluded that our disclosure controls and procedures were effective as of the date of filing this report applicable for the period covered by this report.

 

Internal Control Over Financial Reporting

 

There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

6

 

PART II – OTHER INFORMATION

 

Item 1. Legal Proceedings

 

There are no material pending legal proceedings, other than ordinary routine litigation incidental to our business, to which we are a party or of which any of our properties is the subject. Our management is not aware of any such legal proceedings contemplated by any governmental authority against us.

 

Item 1A. Risk Factors

 

Not applicable.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

None.

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

None.

 

Item 5. Other Information

 

None.

 

Item 6. Exhibits

 

Exhibit Number		Exhibit Description
31.1		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
32.1		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
101.INS		XBRL Instance Document **
101.SCH		XBRL Taxonomy Extension Schema**
101.CAL		XBRL Taxonomy Extension Calculation Linkbase**
101.DEF		XBRL Taxonomy Extension Definition Linkbase**
101.LAB		XBRL Taxonomy Extension Label Linkbase**
101.PRE		XBRL Taxonomy Presentation Linkbase**

 

* Filed herewith.

** In accordance with Regulation S-T, the XBRL-formatted interactive data files that comprise Exhibit 101 in this quarterly report on Form 10-Q shall be deemed “furnished” and not “filed”.

 

7

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

	VALMIE RESOURCES, INC.
	(Registrant)
Date: October 15, 2014	/s/ Timothy Franklin
	Timothy Franklin
	President, Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, Secretary, Treasurer, Director

 

8

  

 

Exhibit 31.1

 

Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a)
or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002

 

I, Timothy Franklin, certify that:

 

1.	I have reviewed this quarterly report on Form 10-Q of Valmie Resources, Inc. (the “Registrant”);
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary in order 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;
3.	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;
4.	The Registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:
	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our 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;
	(c)	Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our 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
	(d)	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
5.	The Registrant’s other certifying officer(s) and I have disclosed, based on our 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):
	(a)	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
	(b)	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.

 

Dated: October 15, 2014

 

By:	/s/ Timothy Franklin
	Timothy Franklin
	President, Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, Secretary, Treasurer, Director

 

 

 

Exhibit 32.1

 

Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

In connection with the quarterly report of Valmie Resources, Inc. (the “Registrant”) on Form 10-Q for the period ended August 31, 2014 as filed with the Securities and Exchange Commission (the “Report”), I, Timothy Franklin, certify pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

 

1.	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

 

Dated: October 15, 2014

 

By:	/s/ Timothy Franklin
	Timothy Franklin
	President, Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, Secretary, Treasurer, Director