Employee Write Up Form Free What Makes Employee Write Up Form Free So Addictive That You Never Want To Miss One?
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Anniversary Aeon Assured September 30, 2018
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the alteration aeon from to
Commission Book Cardinal 0-28585
(Exact name of apprentice as authentic in its charter)
(State or Added Jurisdiction of Incorporation or Organization)
(IRS Employer Identification No.)
1490 South Bulk Rd. #210
Chandler, AZ 85286
(Address of arch controlling offices, zip code)
Registrant’s blast cardinal (including breadth code): (480) 553-1778
Indicate by assay mark whether the apprentice (1) has filed all letters adapted to be filed by Breadth 13 or 15(d) of the Antithesis Barter Act of 1934 during the above-mentioned 12 months (or for such beneath aeon that the apprentice was adapted to book such reports), and (2) has been accountable to such filing requirements for the accomplished 90 days.
YES [ ] NO [x]
Indicate by assay mark whether the apprentice has submitted electronically and acquaint on its accumulated Web site, if any, every Interactive Data Book adapted to be submitted and acquaint pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the above-mentioned twelve months (or beneath aeon that the apprentice was adapted to abide and column such files).
YES [x] NO [ ]
Indicate by assay mark whether the apprentice is a ample accelerated filer, an accelerated filer, a non-accelerated filer, or a abate advertisement company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller advertisement company” in Rule 12b-2 of the Barter Act.
Large Accelerated Filer [ ] Accelerated Filer [ ] Non-accelerated Filer [ ] Abate advertisement aggregation [x]
Indicate by assay mark whether the apprentice is a carapace aggregation (as authentic in Rule 12b-2 of the Barter Act). Yes [ ] No [x]
Indicate the cardinal of shares outstanding of anniversary of the issuer’s classes of accustomed stock, as of the latest accessible date.
PART I – FINANCIAL INFORMATION
ITEM 1 — CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Condensed Circumscribed Antithesis Sheets
The accompanying addendum are an basal allotment of these unaudited abridged circumscribed banking statements.
Condensed Circumscribed Statements of Operations
The accompanying addendum are an basal allotment of these unaudited abridged circumscribed banking statements.
Condensed Circumscribed Statements of Banknote Flows
NON-CASH INVESTING AND FINANCING ACTIVITY:
The accompanying addendum are an basal allotment of these unaudited abridged circumscribed banking statements.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Current Operations and Background — AuraSource, Inc. (“AuraSource” or “Company”) focuses on two areas AuraMetal and AuraMoto.
AuraMetalTM is focused on the development and assembly of environmentally affable and cost-effective beneficiation activity for circuitous ore, tailings and slimes abstracts as automated appliance solutions. AuraSource’s bulk technology includes concrete separation, hydrometallurgical and pyrometallurgy processes. We accept developed seven patented technologies: 1) ultrafine cutting and 2) ultrafine separation. To date, we accept not had any able projects. As such, there can be no assurances that our efforts arise this band of business will succeed.
AuraMotoTM is focused on sourcing assorted vendors and barter in the automotive industry. We entered into the industry due to our assorted all-embracing sourcing contacts. We accept been requested from assorted parties to antecedent vendors and barter in the automotive industry. This business band is still in development. As this is a new activity for the Company, there can be no assurances that our efforts arise this band of business will succeed.
There can be no affirmation we will be able to backpack out our development affairs for AuraMetals or AuraMoto. Our adeptness to accompany this activity is accountable to the availability of added basal and added development of our technology. We additionally charge to accounts the bulk of finer attention our bookish acreage rights in the United States (“US”) and away breadth we intend to bazaar our technology and products.
Going Affair — The accompanying unaudited circumscribed banking statements were able bold the Aggregation will abide as a activity concern. The Aggregation has suffered alternating losses from operations back its birth and has an accumulated arrears of $16,761,773 at September 30, 2018. The circumscribed banking statements do not accommodate any adjustments apropos to the recoverability and allocation of recorded asset amounts or amounts and classifications of liabilities that adeptness be all-important should the Aggregation be clumsy to abide its existence. The accretion of the Company’s assets is abased aloft connected operations of the Company. In addition, the Company’s accretion is abased aloft approaching events, the aftereffect of which is undetermined. The Aggregation intends to abide to attack to accession added capital, but there can be no authoritativeness such efforts will be successful.
Management’s Plan to Abide as a Activity Concern
In acclimation to abide as a activity concern, the Aggregation will need, amid added things, added basal resources. Management’s affairs to admission such assets for the Aggregation accommodate (1) accepting basal from the auction of its disinterestedness securities, (2) sales of its products, and (3) concise or abiding borrowings from banks, stockholders or added party(ies) back needed. However, administration cannot accommodate any affirmation that the Aggregation will be acknowledged in accomplishing any of its plans. The Aggregation affairs to attending for opportunities to absorb with added companies in the graphite industry.
The adeptness of the Aggregation to abide as a activity affair is abased aloft its adeptness to auspiciously achieve the affairs declared in the above-mentioned branch and eventually to defended added sources of costs and attain assisting operations.
Basis of Presentation and Attempt of Alliance — The accompanying abridged circumscribed banking statements were able in acquiescence with accounting attempt about accustomed in the United States of America (“US GAAP”) and accommodate the accounts of AuraSource and its subsidiary, Qinzhou. All cogent intercompany affairs and balances were alone in consolidation.
The unaudited circumscribed banking statements were able by us pursuant to the rules and regulations of the Antithesis and Barter Commission (“SEC”). The advice furnished herein reflects all adjustments (consisting of accustomed alternating accruals and adjustments) which are, in the appraisal of management, all-important to adequately present the operating after-effects for the agnate periods. Assertive advice and comment disclosures commonly present in anniversary circumscribed banking statements able in accordance with US GAAP was bare pursuant to such rules and regulations. These circumscribed banking statements should be apprehend in affiliation with the audited circumscribed banking statements and footnotes for the year assured March 31, 2018 included in our Anniversary Address on Anatomy 10-K. The after-effects of the three and six months assured September 30, 2018 are not necessarily apocalyptic of the after-effects to be accustomed for the abounding year catastrophe March 31, 2019.
Use of Estimates — The alertness of circumscribed banking statements in acquiescence with US GAAP requires administration to accomplish estimates and assumptions that affect the arise amounts of assets and liabilities and acknowledgment of accidental assets and liabilities at the date of the circumscribed banking statements and the arise amounts of revenues and costs during the advertisement period. Absolute after-effects could alter from those estimates.
Cash and Equivalents — We accede investments with aboriginal maturities of 90 canicule or beneath to be banknote equivalents.
Accounts Receivable – The Aggregation extends acclaim to its customers. Accounts receivable was recorded at the arrangement bulk afterwards answer of barter discounts and, allowances, if any, and do not buck interest. The allowance for ambiguous accounts, back necessary, is the Company’s best appraisal of the bulk of credible acclaim losses from accounts receivable. The Aggregation determines the allowance based on absolute write-off experience, chump specific facts and bread-and-butter conditions.
Property and Equipment – Acreage and Accessories are declared at absolute bulk beneath accumulated abrasion and amortization. Bulk represents the acquirement bulk of the asset and added costs incurred to accompany the asset into its absolute use. Abrasion is provided on a straight-line abject over the assets’ estimated advantageous lives. The advantageous lives of the assets are as follows: accouterment and accessories 3 years, appointment accessories 3 years, cartage 5 years. Additions and improvements are capitalized while accustomed aliment and aliment are answerable to bulk as incurred. Aloft auction or disposition, the historically recorded asset bulk and accumulated abrasion are removed from the accounts and the net bulk beneath gain from auctioning is answerable or accustomed to added assets / expense.
Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of- In accordance with ASC 350-30, we appraise abiding assets for crime whenever contest or changes in affairs announce that their net book bulk may not be recoverable. When such factors and affairs exist, we analyze the projected undiscounted approaching banknote flows associated with the accompanying asset or accumulation of assets over their estimated advantageous lives adjoin their agnate accustomed amount. Impairment, if any, is based on the antithesis of the accustomed bulk over the fair value, based on bazaar bulk back available, or discounted accustomed banknote flows, of those assets and is recorded in the aeon in which the affirmation is made. We currently accept there is no crime of our abiding assets. There can be no assurance, however, that bazaar altitude will not change or appeal for our articles beneath development will continue. Either of these could aftereffect in approaching crime of abiding assets.
Income Taxes — The Aggregation accounts for assets taxes in accordance with Banking Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 740, “Income Taxes.” Deferred tax assets and liabilities are accustomed to reflect the estimated approaching tax effects, afflicted at currently able tax rates, of approaching deductible or taxable amounts attributable to contest that accept been accustomed on a accumulative abject in the banking statements. A appraisal allowance for a deferred tax asset is recorded back it is added able than not that some allocation of the deferred tax asset will not be realized.
Stock-Based Advantage — The Aggregation recognizes the options and belted banal awards to advisers at admission date fair-value of the instruments in the circumscribed banking statements over the aeon the agent is adapted to accomplish the services.
Foreign Bill Translation. – Our circumscribed banking statements are bidding in U.S. dollars but the anatomic bill of our operating accessory is RMB. After-effects of operations and banknote flows are translated at boilerplate barter ante during the period, assets and liabilities are translated at the unified barter bulk at the end of the aeon and disinterestedness is translated at absolute barter rates. Adaptation adjustments consistent from the activity of advice the banking statements denominated in RMB into U.S. dollars are included in chargeless absolute income.
Net Accident Per Allotment — The Aggregation computes basal and adulterated net accident per allotment by adding the net accident accessible to accustomed stockholders for the aeon by the abounding boilerplate cardinal of shares of accustomed banal outstanding during the period. Accustomed agnate shares arising from banal options and warrants were afar from the ciphering of basal and adulterated antithesis per share, for the three and six months assured September 30, 2018 and 2017 because their aftereffect is anti-dilutive.
Concentration of Acclaim Accident — Banking instruments that potentially accountable the Aggregation to a absorption of acclaim accident abide of cash. The Aggregation maintains its banknote with aerial acclaim affection banking institutions; at times, such balances with any one banking academy may beat Federal Drop Insurance Corporation (“FDIC”) insured limits.
Financial Instruments and Fair Bulk of Banking Instruments — Our banking instruments abide of cash, accounts payable and addendum payable. The accustomed ethics of cash, accounts payable and addendum payable are adumbrative of the fair ethics due to their concise maturities. We admeasurement the fair bulk (“FV”) of banking assets and liabilities on a alternating basis. FV is authentic as the bulk that would be accustomed to advertise an asset or paid to alteration a accountability in an alike transaction amid bazaar participants at the altitude date. FV abstracts are to be advised from the angle of a bazaar actor that holds the asset or owes the liability. We additionally authorize a FV bureaucracy which requires an article to aerate the use of appreciable inputs and abbreviate the use of airy inputs back barometer FV.
The accustomed describes three levels of inputs that may be acclimated to admeasurement FV:
The Aggregation evaluates anchored about-face appearance aural convertible debt beneath ASC Topic 815, “Derivatives and Hedging,” to actuate whether the anchored about-face affection should be angled from the host apparatus and accounted for as a acquired at FV with changes in FV recorded in earnings. If the about-face affection does not crave acquired assay beneath ASC 815, the apparatus is evaluated beneath ASC subtopic 470-20, “Debt with About-face and Added Options,” for appliance of any benign about-face feature.
Recent Accounting Pronouncements –
In January 2016, the FASB issued a new accustomed to alter assertive aspects of recognition, measurement, presentation, and acknowledgment of banking instruments. Best arresting amid the amendments is the claim for changes in the fair bulk of our disinterestedness investments, with assertive exceptions, to be accustomed through net assets rather than added absolute assets (“OCI”). The new accustomed will be able for us alpha July 1, 2018. The appliance of the amendments will aftereffect in a cumulative-effect acclimation to our circumscribed antithesis bedding as of the able date. We are currently evaluating the appulse of this accustomed on our circumscribed banking statements.
In February 2016, the FASB issued a new accustomed accompanying to leases to admission accuracy and allegory amid organizations by acute the acceptance of charter assets and charter liabilities on the antithesis sheet. Best arresting amid the amendments is the acceptance of assets and liabilities by lessees for those leases classified as operating leases beneath antecedent U.S. GAAP. Beneath the new standard, disclosures are adapted to accommodated the cold of enabling users of banking statements to appraise the amount, timing, and ambiguity of banknote flows arising from leases. We will be adapted to admit and admeasurement leases at the alpha of the ancient aeon presented appliance a adapted attendant approach. The new accustomed will be able for us alpha July 1, 2019, with aboriginal acceptance permitted. We are currently evaluating the appulse of this accustomed on our circumscribed banking statements.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes the absolute advice for charter accounting, Leases (Topic 840). ASU 2016-02 requires lessees to admit leases on their antithesis sheets, and leaves freeholder accounting abundantly unchanged. The amendments in this ASU are able for budgetary years alpha afterwards December 15, 2018 and acting periods aural those budgetary years. Aboriginal appliance is able for all entities. ASU 2016-02 requires a adapted attendant admission for all leases absolute at, or entered into after, the date of antecedent application, with an advantage to accept to use assertive alteration relief. The Aggregation is currently evaluating the appulse of this new accustomed on its circumscribed banking statements.
In June 2016, the Banking Accounting Standards Board (“FASB”) issued a new accustomed to alter the incurred accident crime alignment in accustomed U.S. GAAP with a alignment that reflects accustomed acclaim losses and requires appliance of a broader ambit of reasonable and able advice to acquaint acclaim accident estimates. For barter and added receivables, loans, and added banking instruments, we will be adapted to use a avant-garde accustomed accident archetypal rather than the incurred accident archetypal for acquainted acclaim losses which reflects losses that are probable. Acclaim losses apropos to available-for-sale debt antithesis will additionally be recorded through an allowance for acclaim losses rather than as a abridgement in the amortized bulk abject of the securities. The new accustomed will be able for us alpha July 1, 2020, with aboriginal acceptance able alpha July 1, 2019. Appliance of the amendments is through a cumulative-effect acclimation to retained antithesis as of the able date. We are currently evaluating the appulse of this accustomed on our circumscribed banking statements.
In March 2016, the FASB issued ASU 2016-09, Compensation – Banal Advantage (Topic 718): Improvement to Agent Share-Based Acquittal Accounting. The new accustomed contains several amendments that will abridge the accounting for agent share-based acquittal transactions, including the accounting for assets taxes, forfeitures, approved tax denial requirements, allocation of awards as either disinterestedness or liabilities, and allocation on the anniversary of banknote flows. The Aggregation is currently evaluating the appulse of this new accustomed on its circumscribed banking statements.
Other contempo accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA, and the SEC did not or are not believed by administration to accept a absolute appulse on our present or approaching circumscribed banking statements.
NOTE 2 – CONCENTRATION OF CREDIT RISK
As of September 30, 2018 and March 31, 2018, our deposits did not beat amounts insured by the FDIC (up to $250,000, per banking academy as of September 30, 2018). We accept not accomplished any losses in such accounts and we accept we are not credible to any acclaim accident on cash.
Currently, we advance a coffer anniversary in China. This anniversary is not insured and we accept is credible to acclaim accident on cash.
NOTE 3 – DEPOSITS AND OTHER CURRENT ASSETS – RELATED PARTY
Deposits and added accustomed assets were $363,078 and $516,045 as of September 30, 2018 and March 31, 2018, respectively.
On February 15, 2012, we entered into an acceding with Gulf Coast Holdings, LLC (“GCH”), an associate accustomed buying with Hong Kong Mineral Ltd (“HKM”) which owns over 10% voting rights, to assets consign accessible one actor bags of 64% Fe college agreeable adamant ore and 13 actor bags of 45% brand lower agreeable adamant ore, and two actor bags of manganese ore. Additionally, sixteen actor shares were issued of which bristles actor vested anon and eleven actor aloft the acknowledged achievement of the aboriginal chump acclimation of absolute acquirement over $5 million.
On June 19, 2018, the Company, GCH, Gulf Coast Mining and HKM agreed to abolish all accomplished agreements amid the parties referenced aloft (“Release”). Beneath the acceding of the Release, the Aggregation will accept 20,000 bags of Adamant Duke ore with agnate actinic acceding as that has been delivered in the accomplished (“Payment”). Acquittal shall be set abreast in a abstracted accumulation for AuraSource retrieval (the “Pick up”). Aloft 30 canicule avant-garde accounting notice, AuraSource shall be accustomed admission to retrieve the Payment. Acquittal shall be removed from the arena above-mentioned and put in staging breadth by the end of the 30 days’ notice. The Aggregation shall be amenable for all acumen and the costs associated therewith for loading and alteration the accountable Payment. Such ore shall be best up by the Aggregation aural 270 canicule from the date of beheading of this Agreement. If the Aggregation does not aces up the ore aural the 270 days, the Aggregation will lose the rights to the ore. The $363,078 (“Net Bulk Owed”), which constitutes all deposits fabricated by the Company, beneath all amounts owed by the Aggregation beneath the Accomplished Agreements shall be forgiven. The Aggregation has recorded this as a drop until such time as they the funds all-important to move the basal ore. The Aggregation will adviser this on a anniversary basis. The 16 actor shares of accustomed banal referenced in Agenda 3 were annulled beneath the Release.
NOTE 4 – FIXED ASSETS, NET
Fixed assets, net consisted of the following:
The abrasion bulk for the three and six months assured September 30, 2018 was $0. The abrasion bulk for the three and six months assured September 30, 2017 was $0.
NOTE 5 – INTANGIBLE ASSETS, NET
We entered into an acceding with Beijing Pengchuang Technology Development Co. (“Pengchuang”), Ltd., an absolute Chinese company, to acquirement 50% of the bookish acreage accompanying to ultrafine atom processing. Pengchuang developed a awful able and low activity burning cutting technology, which utilizes aqueous shock after-effects to accomplish ultrafine particles. This technology can be activated to the atramentous baptize slurry, solid adipose and added absolute cutting processes. Through a collective development and buying agreement, AuraSource will adorn its bookish acreage portfolio, enabling the added development of AuraCoal, its HCF technology. AuraSource Qinzhou will advance the atom cutting technology in its AuraCoal Qinzhou assembly line, as able-bodied as allotment it to others in non-related industries.
The net affluence were $0 as of September 30, 2018 and March 31, 2018. We issued 600,000 shares of accustomed banal for the accretion of assertive intangibles. The shares issued in affiliation with $753,530 of the acquired affluence were admired at $606,000 or $1.01 per allotment which was the allotment bulk on August 8, 2010, the accretion date. The Aggregation paid banknote for the butt of the bulk due. On March 31, 2018, in accordance with ASC 360 and ASC 820, the Aggregation absolutely broken the intangible.
NOTE 6 – DUE TO RELATED PARTIES
As of September 30, 2018 and March 31, 2018, $1,253,056 and $1,358,454, respectively, is owed to the admiral and admiral of the Company. As of September 30, 2018, $416,384 is from the advance of costs and $827,173 is for accomplished due compensation.
NOTE 7 – NOTE PAYABLE
On December 31, 2012, the Aggregation accustomed $500,000 from Pelican Creek, LLC (Pelican Creek”), a above accompanying affair who accommodated in June 2014, and recorded the agnate agenda as a accustomed accountability on the antithesis sheet. Our above director, Larry Kohler, manages Pelican Creek. As an attraction to accept this loan, the Aggregation issued 1,250,000 shares of its accustomed banal to Pelican Creek for the year assured March 31, 2012. The FV of the shares issued was $812,500 admired at $0.65 per share, appliance the closing bulk on the able date of the agreement. The advertisement absorption on this agenda accrues circadian on the outstanding arch bulk at 8% per annum. On March 26, 2014, the Aggregation issued 2,000,000 shares of accustomed banal in barter for the cancelation of a $500,000 agenda payable. As such, as of September 30, 2018, the Aggregation accrued absorption of $99,987 and charcoal in the agenda payable anniversary with no about-face right. This will be acclimatized aloft the Aggregation accepting a gross accumulation of $1 million.
In December 31, 2014, we entered into a agenda payable for $63,357 which bears an absorption bulk of 6% per year as a acclimation for ahead due amounts recorded in accounts payable. In May 2018, the Aggregation paid $5,000 to abate the bulk of the note. The bulk of assumption and absorption as of September 30, 2018 is $73,702. The assumption and absorption are due on September 15, 2016. The agenda payable is currently in default.
NOTE 8 – NOTE PAYABLE – RELATED PARTY
On April 26, 2016, we entered into a agenda payable with Philip Liu, our CEO, whereby he adapted amounts owed of $1,565,169. On February 15, 2018, Mr. Liu adapted $303,266 of the agenda into 4,332,374 shares of accustomed banal which was advised the fair bazaar value. $1,664,960 is owed beneath the agenda as of September 30, 2018. The agenda has an absorption bulk of 10% which is circuitous anniversary and is due on March 31, 2018. The agenda is in default.
On April 26, 2016, we entered into a agenda payable with Eric Stoppenhagen, our CFO, whereby he adapted amounts owed of $411,214. On February 15, 2018, Mr. Stoppenhagen adapted $91,949 of the agenda into 1,313,556 shares of accustomed banal which was advised the fair bazaar value. $424,378 is owed beneath the agenda as of September 30, 2018. The agenda has an absorption bulk of 10% which is circuitous anniversary and is due on March 31, 2018. The agenda is in default.
NOTE 9 – STOCK ISSUANCE
During the division assured September 30, 2017, the Aggregation issued 1,000,000 shares of accustomed banal for $40,000.
During the division assured December 31, 2017, the Aggregation issued 842,858 shares of accustomed banal for $45,000.
During the division assured March 31, 2018, the Aggregation issued 4,580,716 shares of accustomed banal for $299,050.
During the division assured March 31, 2018, the Aggregation issued 5,645,930 shares of accustomed banal to achieve for $395,215 of loans to accompanying parties.
During the division assured June 30, 2018, 16 actor shares of accustomed banal were annulled as added discussed in Agenda 3.
During the division assured September 30, 2018, the Aggregation issued 520,000 shares of accustomed banal for $83,600.
NOTE 10 – STOCK OPTIONS
In April 2017, we accustomed an added 40,000 options to acquirement shares of our accustomed banal at $0.075 per allotment to assertive associates of our BOD. In April 2017, we accustomed 200,000 options to acquirement shares of our accustomed banal at $0.25 per allotment to assertive our CEO and CFO per their appliance agreements. In July 2017, we accustomed 200,000 options to acquirement shares of our accustomed banal at $0.25 per allotment to assertive our CEO and CFO per their appliance agreements. In October 2017, we accustomed 200,000 options to acquirement shares of our accustomed banal at $0.25 per allotment to assertive our CEO and CFO per their appliance agreements. In January 2018, we accustomed 200,000 options to acquirement shares of our accustomed banal at $0.25 per allotment to assertive our CEO and CFO per their appliance agreements. In April 2018, we accustomed an added 40,000 options to acquirement shares of our accustomed banal at $0.11 per allotment to assertive associates of our BOD. In April 2018, we accustomed 200,000 options to acquirement shares of our accustomed banal at $0.25 per allotment to assertive our CEO and CFO per their appliance agreements. In July 2018, we accustomed 200,000 options to acquirement shares of our accustomed banal at $0.25 per allotment to assertive our CEO and CFO per their appliance agreements.
In the division assured June 30, 2018, 2.85 actor options were cancelled. These options vested aloft the success of the transaction categorical in Agenda 3. Due to the bootless aftereffect these options were cancelled.
We will almanac stock-based advantage bulk over the requisite anniversary period, which in our case approximates the vesting aeon of the options. During the division assured September 30, 2018, the Aggregation recorded $37,990, respectively, in advantage bulk arising from the vesting of options, respectively. The Aggregation afflicted all banal options issued during the division will vest. Though these costs aftereffect in a deferred tax benefit, we accept a abounding appraisal allowance adjoin the deferred tax benefit.
The Aggregation adopted the abundant adjustment provided in FASB ASC Topic 718, “Compensation – Banal Compensation,” for artful the alpha antithesis of the added paid-in basal basin (“APIC pool”) accompanying to the tax furnishings of agent stock-based compensation, and to actuate the consecutive appulse on the APIC basin and Circumscribed Statements of Banknote Flows of the assets tax furnishings of agent stock-based advantage awards that are outstanding.
The fair bulk of anniversary banal advantage accustomed is estimated on the admission date appliance the Black-Scholes advantage appraisement archetypal (“BSOPM”). The BSOPM has assumptions for accident chargeless absorption rates, dividends, banal animation and accustomed activity of an advantage grant. The assertive absorption bulk is based aloft bazaar yields for United States Treasury debt antithesis at a 7-year connected maturity. Allotment ante are based on the Company’s allotment history. The banal animation agency is based on the aftermost 60 canicule of bazaar prices above-mentioned to the admission date. The accustomed activity of an advantage admission is based on management’s estimate. The fair bulk of anniversary advantage grant, as afflicted by the BSOPM, is accustomed as advantage bulk on a straight-line abject over the vesting aeon of anniversary banal advantage award.
These assumptions were acclimated to actuate the FV of banal options granted:
The afterward table summarizes activity in the Company’s banal advantage grants for the year assured March 31, 2018 and six months assured September 30, 2018:
The afterward summarizes appraisement and appellation advice for options issued to advisers and admiral outstanding as of September 30:
Weighted Boilerplate Remaining Contractual
ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The advice independent in this Anatomy 10-Q is advised to amend the advice independent in our Anniversary Address on Anatomy 10-K for the year assured March 31, 2018 and accept readers accept admission to, and will accept read, the “Management’s Altercation and Assay of Banking Activity and After-effects of Operations” and added advice independent in such Anatomy 10-K. The afterward altercation and assay additionally should be apprehend calm with our circumscribed banking statements and the addendum to the circumscribed banking statements included away in this Anatomy 10-Q.
The afterward altercation contains assertive statements that may be accounted “forward-looking statements” aural the acceptation of the Private Antithesis Litigation Reform Act of 1995. Such statements arise in a cardinal of places in this Report, including, after limitation, “Management’s Altercation and Assay of Banking Activity and After-effects of Operations.” These statements are not guarantees of approaching achievement and absorb risks, uncertainties and requirements that are difficult to adumbrate or are above our control. Avant-garde statements allege alone as of the date of this anniversary report. You should not put disproportionate affirmation on any avant-garde statements. We acerb animate investors to anxiously apprehend the factors declared in our Anniversary Address on Anatomy 10-K for the year assured March 31, 2018 in the breadth advantaged “Risk Factors” for a description of assertive risks that could, amid added things, anniversary absolute after-effects to alter from these avant-garde statements. We accept no albatross to amend the avant-garde statements independent in this anniversary address on Anatomy 10-Q. The afterward should additionally be apprehend in affiliation with the unaudited circumscribed banking statements and addendum thereto that arise away in this report.
AuraSource focuses on the development and assembly of environmentally affable and cost-effective beneficiation activity for circuitous ore, tailings and slimes abstracts as automated appliance solutions. AuraSource’s bulk technology includes concrete separation, hydrometallurgical and pyrometallurgy processes.
Recently, due to our assorted all-embracing sourcing contacts, we accept been requested from assorted parties to antecedent vendors and barter in the automotive industry. There can be no assurances that our efforts arise this band of business will succeed.
AuraSource’s concrete break includes ultrafine cutting and algae removal, which abstracted brownish and non-metallic minerals. AuraSource develops and tests hydrometallurgical breeze bedding for the accretion and adorning of metals from apply leaching, precipitation, cementation, ion-exchange, bread-and-butter extraction, electro-winning, and activity simulations. AuraSource additionally carries out high-temperature analysis and activity development for the assembly of a advanced array of mineral commodities.
AuraSource formed AuraSource Qinzhou, to access these types of technologies, assuming R&D accompanying to the abridgement of adverse emissions and activity costs. AuraSource is currently attractive to allotment this technology to third parties through collective ventures with cardinal ally and/or affairs casework and articles acquired from this technology. Currently, we accept seven patents credible issued accompanying to our technologies: 1) ultrafine cutting and 2) ultrafine separation.
There can be no affirmation we will be able to backpack out our development affairs for our technology. Our adeptness to accompany this activity is accountable to the availability of added basal and added development of our technology. We additionally charge to accounts the bulk of finer attention our bookish acreage rights in the United States (“US”) and away breadth we intend to bazaar our technology and products.
Critical Accounting Behavior and Estimates
The alertness of our circumscribed banking statements in acquiescence with accounting attempt about accustomed in the United States of America (“US GAAP”) requires administration to accomplish estimates, judgments and assumptions that affect the arise amounts of assets and liabilities, acknowledgment of accidental assets and liabilities at the date of the circumscribed banking statements and the arise bulk of costs during the advertisement period. On an advancing basis, we appraise our estimates which are based on absolute acquaintance and on added assumptions that we accept to be reasonable beneath the circumstances. The aftereffect of these evaluations forms the abject for authoritative judgments about the accustomed ethics of assets and liabilities and the arise bulk of costs that are not readily credible from added sources. Absolute after-effects may alter from these estimates beneath altered assumptions. The afterward accounting behavior crave cogent administration judgments and estimates:
We anniversary for our business acquisitions beneath the acquirement adjustment of accounting in accordance with Banking Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 805, “Business Combinations.” The absolute bulk of acquisitions is allocated to the basal net assets, based on their agnate estimated fair values. The antithesis of the acquirement bulk over the estimated fair bulk of the absolute net assets acquired is recorded as intangibles. Chargeless the fair bulk of assets acquired and liabilities afflicted requires management’s acumen and about involves the use of cogent estimates and assumptions, including assumptions with account to approaching banknote inflows and outflows, abatement rates, asset lives, and bazaar multiples, amid added items.
We abject our estimates on absolute acquaintance and assorted added assumptions that we accept to be reasonable beneath the circumstances, the after-effects of which anatomy the abject for authoritative judgments about the accustomed ethics of assets and liabilities not readily credible from added sources. There can be no affirmation that absolute after-effects will not alter from these estimates.
Results of Operations
For the Three Months Assured September 30, 2018 and 2017
Revenues were $0 and $0 for the three months assured September 30, 2018 and 2017, respectively.
Gross accumulation was $0 and $0 for the three months assured September 30, 2018 and 2017, respectively.
General and Authoritative Expenses
General and authoritative costs were $177,443 and $181,708 for the three months assured September 30, 2018 and 2017, respectively.
Interest Assets (Expense) and Other
Interest assets (expense) and added was $(55,224) and $(58,985) for the three months assured September 30, 2018 and 2017, respectively.
For the Six Months Assured September 30, 2018 and 2017
Revenues were $0 and $0 for the six months assured September 30, 2018 and 2017, respectively.
Gross accumulation was $0 and $0 for the six months assured September 30, 2018 and 2017, respectively.
General and Authoritative Expenses
General and authoritative costs were $349,989 and $360.404 for the six months assured September 30, 2018 and 2017, respectively.
Interest Assets (Expense) and Other
Interest assets (expense) and added was $(94,296) and $(116,548) for the six months assured September 30, 2018 and 2017, respectively.
Liquidity and Basal Resources
Net banknote acclimated in operating activities was $(287,450) and $(76,663) in the six months assured September 30, 2018 and 2017, respectively. The admission in banknote acclimated for operations was mainly due to a abridgement in accruing of costs for casework and accounts payable to accompanying parties in 2018 adjoin 2017 account by a abatement in deposits in 2018.
Net banknote acclimated in advance activities was $0 and $0 in the six months assured September 30, 2018 and 2017, respectively.
Net banknote acclimated in costs activities was $83,600 and $40,000 in the six months assured September 30, 2018 and 2017, respectively.
The Aggregation suffered alternating losses from operations and has an accumulated arrears of $16,761,773 at September 30, 2018. The Aggregation has incurred losses of $232,667 and $240,693 for the six months assured September 30, 2018 and 2017, respectively. The Aggregation has not always generated cogent revenues. Unless our operations abide to accomplish cogent revenues and banknote flows from operating activities, our connected operations will depend on whether we are able to accession added funds through assorted sources, such as disinterestedness and debt financing, added collaborative agreements and cardinal alliances. Our administration is actively affianced in gluttonous added basal to armamentarium our operations in the abbreviate to average term. Such added funds may not become accessible on able acceding and there can be no affirmation that any added allotment that we do admission will be acceptable to accommodated our needs in the abbreviate and continued term.
Inflation and Seasonality
Inflation has not been absolute to us during the accomplished bristles years. Seasonality has not been absolute to us.
Recent Accounting Pronouncements
Refer to the addendum to the circumscribed banking statements in our March 31, 2018 Anniversary Address on Anatomy 10-K for a complete description of contempo accounting standards which we accept not yet been adapted to apparatus and may be applicative to our operation, as able-bodied as those cogent accounting standards that accept been adopted during the accustomed year.
Off-Balance Breadth Arrangements
As of September 30, 2018, we did not accept any asymmetric breadth arrange as authentic in Item 303(a)(4)(ii) of Regulation S-K.
ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
As a “smaller advertisement company” as authentic by Rule 229.10(f)(1), we are not adapted to accommodate the advice adapted by this Item 3.
ITEM 4 – CONTROLS AND PROCEDURES
Evaluation of Acknowledgment Controls and Procedures: We conducted an appraisal beneath the administration and with the accord of our management, including our Chief Controlling Administrator and Chief Banking Officer, of the capability of the architecture and operation of our acknowledgment controls and procedures. The appellation “disclosure controls and procedures”, as authentic in Rules 13a-15(e) and 15d-15(e) beneath the Antithesis and Barter Act of 1934, as adapted (“Exchange Act”), agency controls and added procedures of a aggregation that are advised to ensure that advice adapted to be appear by the aggregation in the letters it files or submits beneath the Barter Act is recorded, processed, abbreviated and reported, aural the time periods authentic in the SEC’s rules and forms. Acknowledgment controls and procedures additionally include, after limitation, controls and procedures advised to ensure that advice adapted to be appear by a aggregation in the letters that it files or submits beneath the Barter Act is accumulated and announced to the company’s management, including its arch controlling and arch banking officers, or bodies assuming agnate functions, as appropriate, to acquiesce appropriate decisions apropos adapted disclosure. Based on this evaluation, our Chief Controlling Administrator and Chief Banking Administrator assured as of September 30, 2018, that our acknowledgment controls and procedures are not able to a reasonable affirmation akin of accomplishing such objectives. However, it should be acclaimed that the architecture of any arrangement of controls is based in allotment aloft assertive assumptions about the likelihood of approaching events, and there can be no affirmation that any architecture will achieve in accomplishing its declared goals beneath all abeyant approaching conditions, behindhand of how remote.
Management’s Address on Centralized Ascendancy Over Banking Reporting: Our administration is amenable for establishing and advancement able centralized ascendancy over banking advertisement (“ICFR”) as authentic in Rules 13a-15(f) and 15d-15(f) beneath the Barter Act. Our ICFR is advised to accommodate reasonable affirmation apropos the believability of banking advertisement and the alertness of banking statements for alien purposes in accordance with US GAAP. The centralized controls for the Aggregation are provided by controlling management’s analysis and approval of all transactions. Our ICFR additionally includes those behavior and procedures that:
Because of its inherent limitations, ICFR may not anticipate or ascertain misstatements. Also, projections of any appraisal of capability to approaching periods are accountable to the accident that controls may become bare because of changes in conditions, or that the amount of acquiescence with the behavior or procedures may deteriorate.
Management adjourned the capability of the Company’s ICFR as of September 30, 2018. In authoritative this assessment, administration acclimated the acceptance set alternating by the Board of Sponsoring Organizations of the Treadway Commission in Centralized Control-Integrated Framework. Management’s appraisal included an appraisal of the architecture of our ICFR and testing of the operational capability of these controls.
Based on this assessment, administration has assured that as of September 30, 2018, our ICFR was not able to accommodate reasonable affirmation apropos the believability of banking advertisement and the alertness of banking statements for alien purposes in accordance with US GAAP.
This anniversary address does not accommodate an accession address of the Company’s registered accessible accounting close apropos ICFR. Management’s address was not accountable to accession by the Company’s registered accessible accounting close pursuant to acting rules of the SEC that admittance the Aggregation to accommodate alone management’s address in this anniversary report.
Changes in Centralized Ascendancy over Banking Reporting: There were no changes in our ICFR during the division catastrophe September 30, 2018 that accept materially affected, or are analytic able to materially affect, our ICFR.
PART II – OTHER INFORMATION
ITEM 1 – LEGAL PROCEEDINGS
We are not a affair to any accustomed or awaiting acknowledged affairs that, if absitively abnormally to us, would accept a absolute adverse aftereffect aloft our business, after-effects of operations, or banking condition, and we are not acquainted of any threatened or advised proceeding by any authoritative ascendancy adjoin us. To our knowledge, we are not a affair to any threatened civilian or bent activity or investigation.
ITEM 1A – RISK FACTORS
In accession to the added accident factors and advice set alternating in this report, you should anxiously accede the factors discussed in Allotment I, “Item 1A. Accident Factors” in our Anniversary Address on Anatomy 10-K for the year assured March 31, 2018, which could materially affect our business, banking activity or approaching results. The risks declared in our Anniversary Address on Anatomy 10-K is not the alone risks adverse the Company. Added risks and uncertainties not currently accustomed to us or that we currently account to be immaterial additionally may materially abnormally affect our business, banking condition, operating after-effects and/or banknote flows.
ITEM 2 – UNREGISTERED SALES OF EQUITY SECURITIES
ITEM 3 – DEFAULTS UPON SENIOR SECURITIES
ITEM 4 – SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
ITEM 5 – OTHER INFORMATION
ITEM 6 – EXHIBITS
Pursuant to the requirements of the Antithesis Barter Act of 1934, the apprentice has appropriately acquired this address to be active on its account by the undersigned, thereunto appropriately authorized.
Certification of Chief Controlling Administrator Pursuant to
Securities Barter Act Rules 13a-14(a) and 15d-14(a)
as Adopted Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
I, Philip Liu, accredit that:
Chief Controlling Officer
Certification of Chief Banking Administrator Pursuant to
Securities Barter Act Rules 13a-14 and 15d-14
as Adopted Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
I, Eric Stoppenhagen, accredit that:
Chief Banking Officer
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(SUBSECTIONS (a) AND (b) OF SECTION 1350, CHAPTER 63 OF TITLE 18,
UNITED STATES CODE)
Pursuant to Breadth 906 of the Sarbanes-Oxley Act of 2002, the undersigned administrator of AuraSource, Inc. (the “Company”), does hereby certify, to the best of his adeptness and acceptance that:
(1) The Anniversary Address on Anatomy 10-Q for the aeon assured September 30, 2018 (the “Report”) absolutely complies with the requirements of Breadth 13(a) or 15(d) of the Antithesis Barter Act of 1934, as amended; and
(2) The advice independent in the Address adequately presents, in all absolute respects, the banking activity and after-effects of operations of the Company.
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