UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Amendment No. 1
to
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 December 31, 2011
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT |
For the transition period from __________ to ___________
Commission File Number: 0-52856
Rangeford Resources Inc.
(Exact name of registrant as specified in its charter)
Nevada | 77-1176182 |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
556 Silicon Drive, Suite 103, Southlake, TX 76092
(Address of principal executive offices)
817-648-8062
(Registrant's Telephone number)
____________________________________________________
(Former Address and phone of principal executive offices)
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 the filing requirements for the past 90 days.
[X] Yes [ ] 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 for 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:
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 [X] No
10,281,700 shares of Common Stock, par value $0.001, were outstanding on February 14, 2012.
1
Explanatory Note
Rangeford Resources Inc. (the “Company”) is filing this Amendment No. 1 (the “Amendment”) to the Company’s quarterly report on Form 10-Q for the period ended December 31, 2011 (the “Form 10-Q”), filed with the Securities and Exchange Commission on February 14, 2012 (the “Original Filing Date”), solely to file Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 consists of the following materials from the Company’s Form 10-Q, formatted in XBRL (eXtensible Business Reporting Language):
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Schema |
| 101.CAL | XBRL Taxonomy Calculation Linkbase |
| 101.DEF | XBRL Taxonomy Definition Linkbase |
| 101.LAB | XBRL Taxonomy Label Linkbase |
| 101.PRE | XBRL Taxonomy Presentation Linkbase |
No other changes have been made to the Form 10-Q. This Amendment speaks as of the Original Filing Date, does not reflect events that may have occurred subsequent to the Original Filing Date, and does not modify or update in any way disclosures made in the Form 10-Q.
2
Item 6. Exhibits
Exhibit Number |
| Description | |
31.1+ |
| Certification of Chief Executive Officer required by Rule 13a-14/15d-14(a) under the Exchange Act | |
31.2+ |
| Certification of Chief Financial Officer required by Rule 13a-14/15d-14(a) under the Exchange Act | |
32.1+ |
| Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
|
|
| |
101.INS + | XBRL Instance Document |
| |
101.SCH + | XBRL Taxonomy Extension Schema Document |
| |
101.CAL + | XBRL Taxonomy Extension Calculation Linkbase Document |
| |
101.DEF + | XBRL Taxonomy Extension Definition Linkbase Document |
| |
101.LAB + | XBRL Taxonomy Extension Labels Linkbase Document |
| |
101.PRE + | XBRL Taxonomy Extension Presentation Linkbase Document |
| |
+ Filed herewith.
3
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.
| RANGEFORD RESOURCES INC. | |
|
|
|
Dated: September 30, 2014 | By: | /s/ Colin Richardson |
|
| Colin Richardson |
|
| Chief Executive Officer, President, Principal Executive Officer and Principal Financial and Accounting Officer |
4
Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
I, Colin Richardson, certify that:
1. I have reviewed this amendment to quarterly report on Form 10-Q of Rangeford Resources Inc.;
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 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 other certifying officers 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 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.
Date: September 30, 2014
By: /s/ Colin Richardson
Colin Richardson
President/Chief Executive Officer
5
EXHIBIT 31.2
CERTIFICATION
I, Colin Richardson, certify that:
1. I have reviewed this amendment to quarterly report on Form 10-Q of Rangeford Resources Inc..;
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 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 other certifying officers 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 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.
Date: September 30, 2014
By: /s/ Colin Richardson
Colin Richardson
Chief Financial Officer
6
EXHIBIT 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Amendment to the Quarterly Report of Rangeford Resources Inc. (the "Company") on Form 10-Q for the quarter ended December 31, 2011 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Colin Richardson, President/Chief Executive Officer, Principal Executive Officer and Principal Financial and Accounting Officer of Rangeford Resources, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(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 Company.
/s/ Colin Richardson
Colin Richardson
President/Chief Executive Officer, Principal Executive Officer, and Principal Financial and Accounting Officer
Date: September 30, 2014
7
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|
Note 4 - Subsequent Events
|
9 Months Ended |
|---|---|
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Dec. 31, 2011
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| Notes | |
| Note 4 - Subsequent Events | NOTE 4 – SUBSEQUENT EVENTS
The Company has evaluated subsequent events through the date of this filing and determined there are no events to disclose. |
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Note 3 - Related Party Loans
|
9 Months Ended |
|---|---|
|
Dec. 31, 2011
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| Notes | |
| Note 3 - Related Party Loans | NOTE 3 – RELATED PARTY LOANS
During the nine months ended December 31, 2011, the Company received loans from related parties totaling $5,560 to fund operations. These loans are non-interest bearing, due on demand and as such are included in current liabilities. Imputed interest has been considered but was determined to be immaterial to the financial statements when taken as a whole. |
|
Rangeford Resources, Inc. - Balance Sheets (USD $)
|
Dec. 31, 2011
|
Mar. 31, 2011
|
||||
|---|---|---|---|---|---|---|
| Current Assets: | ||||||
| Cash | $ 245 | $ 1,880 | ||||
| TOTAL CURRENT ASSETS | 245 | 1,880 | ||||
| Total Assets | 245 | 1,880 | ||||
| Current Liabilities: | ||||||
| Accounts payable | 3,350 | 700 | ||||
| Related party payables | 21,055 | 15,495 | ||||
| TOTAL CURRENT LIABILITIES | 24,405 | 16,195 | ||||
| Stockholders' Deficit | ||||||
| Common Stock | 10,182 | [1] | 10,182 | [1] | ||
| Additional paid-in capital | 28,831 | 28,831 | ||||
| Deficit accumulated during the development stage | (63,173) | (53,328) | ||||
| Total Stockholders' Deficit | (24,160) | (14,315) | ||||
| TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 245 | $ 1,880 | ||||
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||||||
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Note 1 - Condensed Financial Statements
|
9 Months Ended |
|---|---|
|
Dec. 31, 2011
|
|
| Notes | |
| Note 1 - Condensed Financial Statements | NOTE 1 – CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows December 31, 2011, and for all periods presented herein, have been made.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s March 31, 2011 audited financial statements. The results of operations for the periods ended December 31, 2011 and 2010 are not necessarily indicative of the operating results for the full years. |
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Note 2 - Going Concern
|
9 Months Ended |
|---|---|
|
Dec. 31, 2011
|
|
| Notes | |
| Note 2 - Going Concern | NOTE 2 – GOING CONCERN
The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.
In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
|
Statement of Financial Position - Parenthetical (USD $)
|
Dec. 31, 2011
|
Mar. 31, 2011
|
|---|---|---|
| Statement of Financial Position | ||
| Common Stock, Par Value | $ 0.001 | $ 0.001 |
| Common Stock, Shares Authorized | 75,000,000 | 75,000,000 |
| Common Stock, Shares Issued | 10,181,700 | 10,181,700 |
| Common Stock, Shares Outstanding | 10,181,700 | 10,181,700 |
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Document and Entity Information
|
9 Months Ended |
|---|---|
|
Dec. 31, 2011
|
|
| Document and Entity Information: | |
| Entity Registrant Name | Rangeford Resources, Inc. |
| Document Type | 10-Q |
| Document Period End Date | Dec. 31, 2011 |
| Amendment Flag | false |
| Entity Central Index Key | 0001438035 |
| Current Fiscal Year End Date | --03-31 |
| Entity Common Stock, Shares Outstanding | 10,181,700 |
| Entity Filer Category | Smaller Reporting Company |
| Entity Current Reporting Status | No |
| Entity Voluntary Filers | No |
| Entity Well-known Seasoned Issuer | No |
| Document Fiscal Year Focus | 2012 |
| Document Fiscal Period Focus | Q3 |
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Rangeford Resources, Inc. - Statements of Operations (USD $)
|
3 Months Ended | 9 Months Ended | 49 Months Ended | ||
|---|---|---|---|---|---|
|
Dec. 31, 2011
|
Dec. 31, 2010
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Dec. 31, 2011
|
Dec. 31, 2010
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Dec. 31, 2011
|
|
| Income Statement | |||||
| Revenue | |||||
| OPERATING EXPENSES | |||||
| General and administrative | 5,370 | 4,496 | 9,845 | 13,906 | 63,173 |
| TOTAL OPERATING EXPENSES | 5,370 | 4,496 | 9,845 | 13,906 | 63,173 |
| Loss from operations | (5,370) | (4,496) | (9,845) | (13,906) | (63,173) |
| Interest and other income (expense) | |||||
| Loss before income taxes | 5,370 | (4,496) | (9,845) | (13,906) | (63,173) |
| Provision for income taxes | |||||
| Net loss | $ 5,370 | $ (4,496) | $ (9,845) | $ (13,906) | $ (63,173) |
| Per share information: | |||||
| Basic and diluted loss per common share | $ 0.00 | $ 0.00 | $ 0.00 | $ 0.00 | |
| Weighted average shares outstanding | 10,181,700 | 10,181,700 | 10,181,700 | 10,153,964 | |