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 June 30, 2016

or

¨ 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: 333-188920

INTELLISENSE SOLUTIONS INC.

(Exact name of registrant as specified in its charter)

Nevada	47-4257143
(State or other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

14201 N. Hayden Road, Suite A-1, Scottsdale, AZ	85260
(Address of Principal Executive Offices)	(Zip Code)

(480) 659-6404

(Registrant's telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

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 ¨ No x

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	o	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	x
(Do not check if a smaller reporting company)

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

As of August 15, 2016, there were 2,529,680 shares of the registrant's common stock outstanding.

INTELLISENSE SOLUTIONS INC.

FORM 10-Q

FOR THE THREE MONTHS ENDED JUNE 30, 2016

TABLE OF CONTENTS

		Page
PART I. FINANCIAL INFORMATION
ITEM 1	Financial Statements	3
	Balance sheets as of June 30, 2016 (unaudited) and March 31, 2016	3
	Statements of operations for the three months ended June 30, 2016 and 2015 (unaudited)	4
	Statements of cash flows for the three months ended June 30, 2016 and 2015 (unaudited)	5
	Notes to financial statements (unaudited)	6
ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	8
ITEM 3.	Quantitative and Qualitative Disclosures about Market Risk	12
ITEM 4.	Controls and Procedures	12
PART II. OTHER INFORMATION
ITEM 1.	Legal Proceedings	13
ITEM 1A.	Risk Factors	13
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	13
ITEM 3.	Defaults Upon Senior Securities	13
ITEM 4.	Mine Safety Disclosures	13
ITEM 5.	Other Information	13
ITEM 6.	Exhibits	14
SIGNATURES		15

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PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

INTELLISENSE SOLUTIONS INC.

BALANCE SHEETS
(Unaudited)

	June 30, 2016			March 31, 2016
ASSETS
Current assets:
Cash and cash equivalents	$	3,269		$	8,124
Other receivable		25,000			-
Total assets	$	28,269		$	8,124
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued expenses	$	16,270		$	41,326
Accounts payable to related party		9,339			1,861
Notes payable		20,000			20,000
Due to related party		3,085			3,085
Total current liabilities		48,694			66,272
Stockholders' deficit:
Common stock, $0.001 par value; 75,000,000 shares authorized, 2,529,680 issued and outstanding, respectively		2,529			2,529
Additional paid-in capital		70,619			70,619
Accumulated deficit		(93,573	)		(131,296	)
Total stockholders' deficit		(20,425	)		(58,148	)
Total liabilities and stockholders' deficit	$	28,269		$	8,124

The accompanying notes are an integral part of these unaudited financial statements

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INTELLISENSE SOLUTIONS INC.

STATEMENTS OF OPERATIONS

(Unaudited)

	For the three months ended June 30, 2016			For the three months ended June 30, 2015
OPERATING EXPENSES
Professional fees	$	10,608		$	8,444
General & administrative		1,070			1,228
Total operating expenses		11,678			9,672
OTHER INCOME/(EXPENSE):
Other income		50,000			-
Interest expense		(599	)		-
Total other income		49,401			-
NET INCOME / (LOSS)	$	37,723		$	(9,672	)
BASIC AND DILUTED NET INCOME (LOSS) PER SHARE	$	0.01		$	(0.00	)
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		2,529,680			2,529,680

The accompanying notes are an integral part of these unaudited financial statements

4

INTELLISENSE SOLUTIONS INC.

STATEMENTS OF CASH FLOWS

(Unaudited)

	For the three months ended June 30, 2016			For the three months ended June 30, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	37,723		$	(9,672	)
Adjustments to reconcile net income (loss) to net cash used in operating activities
Changes in operating assets and liabilities:
Accounts receivable		(25,000	)		-
Prepaid expenses		-			(505	)
Accounts payable and accrued liabilites		(25,056	)		3,396
Accounts payable to related party		7,478			990
Net cash used in operating activities		(4,855	)		(5,791	)
NET CHANGE IN CASH		(4,855	)		(5,791	)
CASH AT BEGINNING OF PERIOD		8,124			11,863
CASH AT END OF PERIOD	$	3,269		$	6,072
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for:
Interest	$	-		$	-
Income taxes	$	-		$	-

The accompanying notes are an integral part of these unaudited financial statements 

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INTELLISENSE SOLUTIONS INC.

NOTES TO FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Intellisense Solutions Inc. (the "Company") was incorporated under the laws of the State of Nevada on March 22, 2013. Since inception, we have been engaged in the business of developing web portals to allow companies and individuals to engage in the purchase and sales of vegetarian food products over the Internet. However, we never achieved commercial sales or developed any significant operations. We currently are pursuing a business strategy of acquiring or merging with an entity with significant operations in order to create a viable business model and value for shareholders.

Basis of Presentation

The unaudited interim financial statements contained in this quarterly report have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and the rules of the Securities and Exchange Commission ("SEC") for interim financial information and do not include all of the information or disclosures required by U.S. GAAP for annual financial statements. Accordingly, these unaudited interim financial statements should be read in conjunction with the audited financial statements and notes thereto contained in the Company's Annual Report on Form 10-K as of and for the year ended March 31, 2016, as filed on June 29, 2016. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year, or any other period.

NOTE 2 – GOING CONCERN AND MANAGEMENT'S PLANS

The unaudited interim financial statements contained in this quarterly report have been prepared assuming that the Company will continue as a going concern. Although we recorded net income of $37,723 for the three months ended June 30, 2016, we still have accumulated losses of $93,573 and have negative working capital of $20,425. Presently, the Company does not have sufficient cash resources to meet its plans in the twelve months following June 30, 2016. These factors raise substantial doubt about the Company's ability to continueas a going concern. Since inception, the Company has financed its activities from loans and the sale of equity securities. The Company intends on financing its future development activities and its working capital needs from loans and/or the sale of additional equity securities until such time that funds provided by operations are sufficient to fund working capital requirements. There are no assurances that the Company will be able to achieve further sales of its common stock or any other form of additional financing. The unaudited interim financial statements contained in this quarterly report do not include any adjustments that may be necessary should the Company be unable to continue as a going concern. The Company's continuation as a going concern is dependent upon its ability to obtain additional financing as may be required and ultimately to attain profitability.

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NOTE 3 – RELATED PARTY TRANSACTIONS

Effective June 15, 2015, Neil Reithinger was appointed as President, Treasurer, Secretary and a director. Mr. Reithinger is now the Company's sole director and officer. Mr. Reithinger is the Founder and President of Eventus Advisory Group, LLC, a private, CFO-services firm, and Eventus Consulting, P.C., a registered CPA firm (collectively "Eventus"). Commencing on June 15, 2015, Eventus was engaged to provide accounting and advisory services to the Company in connection with audit coordination, financial statement preparation and SEC filings. The Company pays customary fees for these services. During the three months ended June 30, 2016, the Company incurred fees of $9,216 to Eventus and has $9,339 in related party accounts payable on the accompanying balance sheet as of June 30, 2016. In addition, Eventus paid certain bills on behalf of the Company, of which $3,085 is included as due to related parties on the accompanying balance sheet as of June 30, 2016. The amounts are due on demand, unsecured and do not bear interest.

NOTE 4 – NOTES PAYABLE

Notes payable consisted of the following as of:

	June 30, 2016		March 31, 2016
Note payable, 12% interest per annum, due on August 8, 2016. Unsecured	$	10,000	$	10,000
Note payable, 12% interest per annum, due on August 27, 2016. Unsecured		10,000		10,000
	$	20,000	$	20,000

During the year ended March 31, 2016, the Company borrowed $20,000 under promissory notes from two unaffiliated lenders ("Lenders") to fund ongoing operational expenses. The notes are due immediately upon the Company's receipt of any financing of $250,000 or more, or upon written demand by the Lenders, or not later than August 8, 2016 and August 27, 2016, respectively (the "Maturity Date"). The notes have not been paid as of June 30, 2016.

NOTE 5 – MERGER AGREEMENT WITH DOTZ NANO LTD. AND SUBSEQUENT TERMINATION AND CANCELLATION

On December 11, 2015, the Company entered into a merger agreement with Dotz Nano Ltd. ("Dotz"), a private Israeli-based company, and Intellisense (Israel) Ltd. ("Merger Sub"), an Israeli company and direct wholly-owned subsidiary of the Company. Pursuant to the merger agreement, the Merger Sub was to merge with and into Dotz and Dotz was to continue as the surviving corporation. On May 17, 2016, the Company entered into a Termination Agreement with Dotz and Merger Sub ("TA") whereby the contemplated transaction with Dotz shall be terminated, cancelled, annulled and of no further force. Pursuant to the terms of the TA, the Company recognized a termination fee of $50,000, which is recorded as other income during the three months ended June 30, 2016. $25,000 of the termination fee was received subsequent to June 30, 2016 and reflected as other receivable on the accompanying balance sheet as of June 30, 2016. Upon execution of the TA, we delivered ownership of all the shares of the Merger Sub, via a Share Transfer Deed.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

This Management's Discussion and Analysis of Financial Condition and Results of Operations includes a number of forward-looking statements that reflect management's current views with respect to future events and financial performance. Forward-looking statements are projections in respect of future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these terms or other comparable terminology. Those statements include statements regarding the intent, belief or current expectations of us and members of our management team as well as the assumptions on which such statements are based. Such forward-looking statements are not guarantees of future performance and involve risk and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements.

Management has included projections and estimates in the unaudited interim financial statements contained in this quarterly report, which are based primarily on management's experience in the industry, assessments of our results of operations, discussions and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

As used in this Quarterly Report on Form 10-Q and unless otherwise indicated, all references to the "Company," "Intellisense Solutions," "Intellisense," "we," "us" or "our" are to Intellisense Solutions Inc.

Corporate Overview

We were incorporated under the laws of the State of Nevada on March 22, 2013. Since inception, we have been engaged in the business of developing web portals to allow companies and individuals to engage in the purchase and sales of vegetarian food products over the Internet. However, we never achieved commercial sales or developed any significant operations. We currently are pursuing a business strategy of acquiring or merging with an entity with significant operations in order to create a viable business model and value for shareholders.

Effective June 15, 2015, Neil Reithinger was appointed as President, Treasurer, Secretary and a director. Mr. Reithinger is now the Company's sole director and officer. Mr. Reithinger is the Founder and President of Eventus Advisory Group, LLC, a private, CFO-services firm, and Eventus Consulting, P.C., a registered CPA firm (collectively "Eventus"). He has also been Chief Financial Officer, Secretary and Treasurer of Orgenesis Inc. since August 2014. Mr. Reithinger earned a B.S. in Accounting from the University of Arizona and is a Certified Public Accountant. He is a Member of the American Institute of Certified Public Accountants and the Arizona Society of Certified Public Accountants. Mr. Reithinger is 46 years of age.

8

Our articles of incorporation, as amended, authorize us to issue up to 75,000,000 shares of common stock, par value $.001 per share. There are 2,529,680 shares of our common stock outstanding as of August 15, 2016, the date of this filing. There were no new equity transactions during the three months ended June 30, 2016.

We have never declared bankruptcy, have never been in receivership, and have never been involved in any legal action or proceedings. Since incorporation, we have not made any significant purchase or sale of assets and we have had limited operating activities, primarily consisting of the incorporation of our company, the initial equity funding by our officers and directors and designing our website. We received our initial funding in March 2014 of $19,980 through the sale of common stock to our two former officers and directors, who purchased an aggregate of 1,998,000 shares at $0.01 per share.

Our unaudited interim financial statements for the three months June 30, 2016 report no revenues and an accumulated deficit of $93,573 as of June 30, 2016. Our independent auditor issued an audit opinion for our Company for the year ended March 31, 2016 which includes a statement expressing substantial doubt as to our ability to continue as a going concern.

Our principal offices are located at 14201 N. Hayden Road, Suite A-1, Scottsdale, AZ 85260.

Merger Transaction and Subsequent Termination with Dotz Nano Ltd.

On December 11, 2015, the Company entered into a merger agreement with Dotz Nano Ltd. ("Dotz"), a private Israeli-based company, and Intellisense (Israel) Ltd. ("Merger Sub"), an Israeli company and direct wholly-owned subsidiary of the Company. Pursuant to the merger agreement, the Merger Sub was to merge with and into Dotz and Dotz was to continue as the surviving corporation. On May 17, 2016, the Company entered into a Termination Agreement with Dotz and Merger Sub ("TA") whereby the contemplated transaction with Dotz shall be terminated, cancelled, annulled and of no further force. Pursuant to the terms of the TA, the Company recognized a termination fee of $50,000, which is recorded as other income during the three months ended June 30, 2016. $25,000 of the termination fee was received subsequent to June 30, 2016 and reflected as other receivable on the accompanying balance sheet as of June 30, 2016. Upon execution of the TA, we delivered ownership of all the shares of the Merger Sub, via a Share Transfer Deed.

Results of Operations

Comparison of the Three Months Ended June 30, 2016 to the Three Months Ended June 30, 2015

Revenue

The Company did not earn any revenues in the three months ended June 30, 2016 and 2015.

9

Expenses

Operating expenses for the three months ended June 30, 2016 and 2015 were as follows:

	For the three months ended June 30, 2016		For the three months ended June 30, 2015
Professional fees:
Legal and professional	$	692	$	5,254
Accounting and audit		9,916		3,190
Total professional fees		10,608		8,444
General & administrative		1,070		1,228
Total operating expenses	$	11,678	$	9,672

Professional fee expenses increased by $2,164 from $8,444 for the three months ended June 30, 2015 to $10,608 for the three months ended June 30, 2016. The increase is the net of an increase in accounting and audit fees of $6,726 and a decrease in legal and professional fees of $4,562 for the three months ended June 30, 2016. The decrease in legal fees for the three months ended June 30, 2016 was mostly attributable to the cancellation of the contemplated merger transaction with Dotz.

Commencing on June 15, 2015, Eventus was engaged to provide accounting and advisory services to the Company in connection with audit coordination, financial statement preparation and SEC filings. Eventus is owned by Mr. Reithinger, our sole officer and director. The Company pays customary fees for these services. During the three months ended June 30, 2016, the Company incurred fees of $9,216 to Eventus and has $9,336 in related party accounts payable on the accompanying balance sheet as of June 30, 2016.

General and administrative expenses were relatively unchanged for the respective periods.

10

Liquidity and Capital Resources

At June 30, 2016, we had a cash balance of $3,269. Subsequent to June 30, 2016, although we received the second $25,000 Dotz termination fee installment, it was mostly used to pay our outstanding accounts payable. Presently, we do not have sufficient cash resources to meet our plans in the twelve months following June 30, 2016. We will need to raise capital to fund our ongoing operational expenses. Such capital will likely come from loans and/or the sale of additional equity securities. We do not have any financing arranged and we cannot provide investors with any assurance that we will be able to raise sufficient funding. In the absence of such financing, our business will likely fail. There are no assurances that we will be able to achieve further sales of our common stock or any other form of additional financing.

Going Concern

Our unaudited interim financial statements contained in this quarterly report show no revenues. Although we recorded net income of $37,723 during the three months ended June 30, 2016, we still have accumulated losses of $93,573 and have negative working capital of $20,425. Presently, we do not have sufficient cash resources to meet our plans in the twelve months following June 30, 2016. These factors raise substantial doubt about our ability to continueas a going concern. Since inception, the Company has financed its activities from the sale of equity securities. The Company intends on financing its future development activities and its working capital needs from loans and/or the sale of additional equity securities until such time that funds provided by operations are sufficient to fund working capital requirements. There are no assurances that the Company will be able to achieve further sales of its common stock or any other form of additional financing. The unaudited interim financial statements contained in this quarterly report do not include any adjustments that may be necessary should the Company be unable to continue as a going concern. The Company's continuation as a going concern is dependent upon its ability to obtain additional financing as may be required and ultimately to attain profitability.

Off-Balance Sheet Arrangements

We have no 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 that is material to stockholders.

Effects of Inflation

We do not believe that inflation has had a material impact on our business, revenues or operating results during the periods presented.

Recent Accounting Pronouncements

We do not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on our unaudited interim financial statements.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures.

As of June 30, 2016, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control--Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") and SEC guidance on conducting such assessments. Based on that evaluation, they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below. This was due to deficiencies that existed in the design or operation of our internal controls over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were:

(i)	lack of a functioning audit committee;
(ii)	inadequate segregation of duties consistent with control objectives; and
(iii)	ineffective controls over period-end financial disclosure and reporting processes.

The aforementioned material weaknesses were identified by our Chief Executive and Financial Officer in connection with the review of our financial statements as of June 30, 2016.

Management believes the weaknesses identified above have not had any material effect on our financial statements. However, we are currently reviewing our disclosure controls and procedures related to these material weaknesses and expect to implement changes as soon as practicable, including identifying specific areas within our governance, accounting and financial reporting processes to add adequate resources to remediate these material weaknesses.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the three months ended June 30, 2016 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.

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PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is not currently subject to any legal proceedings. From time to time, the Company may become subject to litigation or proceedings in connection with its business, as either a plaintiff or defendant. There are no such pending legal proceedings to which the Company is a party that, in the opinion of management, is likely to have a material adverse effect on the Company's business, financial condition or results of operations.

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

Not Applicable.

ITEM 5. OTHER INFORMATION

None.

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ITEM 6. EXHIBITS

No.	Description
31.1*	Certification Statement of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*	Certification Statement of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*	Certification Statement of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*	Certification Statement of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101*	Financial statements formatted in Extensible Business Reporting Language (XBRL): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Cash Flows and (v) the Notes to Financial Statements tagged as blocks of text.

___________

* Filed herewith

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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.

	INTELLISENSE SOLUTIONS INC.
Date: August 15, 2016	By:	/s/ Neil Reithinger
		Neil Reithinger
		President, Treasurer, Secretary and Director
		(Principal Executive Officer, Principal Financial Officer
		and Principal Accounting Officer)

15

EX-31.1

EXHIBIT 31.1

INTELLISENSE SOLUTIONS INC.

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Neil Reithinger, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Intellisense Solutions 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's other certifying officer 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 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: August 15, 2016	By:	/s/ Neil Reithinger
		Neil Reithinger
		President & Chief Executive Officer
		(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

INTELLISENSE SOLUTIONS INC.

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Neil Reithinger, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Intellisense Solutions 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's other certifying officer 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 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: August 15, 2016	By:	/s/ Neil Reithinger
		Neil Reithinger
		Chief Financial Officer
		(Principal Financial Officer and Principal Accounting Officer)

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, Neil Reithinger, hereby certifies, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.	the quarterly report on Form 10-Q of Intellisense Solutions Inc. for the period ended June 30, 2016 fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Intellisense Solutions Inc.

Date: August 15, 2016	By:	/s/ Neil Reithinger
		Neil Reithinger
		President & Chief Executive Officer
		(Principal Executive Officer)

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, Neil Reithinger, hereby certifies, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.	the quarterly report on Form 10-Q of Intellisense Solutions Inc. for the period ended June 30, 2016 fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Intellisense Solutions Inc.

Date: August 15, 2016	By:	/s/ Neil Reithinger
		Neil Reithinger
		Chief Financial Officer
		(Principal Financial Officer and Principal Accounting Officer)

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Document and Entity Information - shares	3 Months Ended
	Jun. 30, 2016	Aug. 15, 2016
Document And Entity Information
Entity Registrant Name	Intellisense Solutions Inc.
Entity Central Index Key	0001577445
Document Type	10-Q
Document Period End Date	Jun. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--03-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		2,529,680
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2017

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BALANCE SHEETS - USD ($)	Jun. 30, 2016	Mar. 31, 2016
Current assets:
Cash and cash equivalents	$ 3,269	$ 8,124
Other receivable	25,000
Total assets	28,269	8,124
Current liabilities:
Accounts payable and accrued expenses	16,270	41,326
Accounts payable related party	9,339	1,861
Notes payable	20,000	20,000
Due to related party	3,085	3,085
Total current liabilities	48,694	66,272
Stockholders' deficit:
Common stock, $0.001 par value; 75,000,000 shares authorized, 2,529,680 issued and outstanding, respectively	2,529	2,529
Additional paid-in capital	70,619	70,619
Accumulated deficit	(93,573)	(131,296)
Total stockholders' deficit	(20,425)	(58,148)
Total liabilities and stockholders' deficit	$ 28,269	$ 8,124

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BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2016	Mar. 31, 2016
Stockholders' equity:
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized	75,000,000	75,000,000
Common stock, shares issued	2,529,680	2,529,680
Common stock, shares outstanding	2,529,680	2,529,680

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STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
OPERATING EXPENSES
Professional fees	$ 10,608	$ 8,444
General & administrative	1,070	1,228
Total Operating Expense	11,678	9,672
OTHER INCOME/(EXPENSE):
Other income	50,000
Interest expense	(599)
Total other income	49,401
NET INCOME / (LOSS)	$ 37,723	$ (9,672)
BASIC AND DILUTED NET INCOME (LOSS) PER SHARE	$ 0.01	$ (0.00)
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING	2,529,680	2,529,680

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STATEMENT OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$ 37,723	$ (9,672)
Changes in operating assets and liabilities:
Accounts receivable	(25,000)
Prepaid expenses		(505)
Accounts payable and accrued liabilities	(25,056)	3,396
Accounts payable to related party	7,478	990
Net cash used in operating activities	(4,855)	(5,791)
NET CHANGE IN CASH	(4,855)	(5,791)
CASH AT BEGINNING OF PERIOD	8,124	11,863
CASH AT END OF PERIOD	3,269	6,072
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for: Interest
Cash paid for: Income taxes

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NATURE OF OPERATIONS AND BASIS OF PRESENTATION

3 Months Ended

Jun. 30, 2016

Notes to Financial Statements

Note 1 - Nature Of Operations And Basis Of Presentation

Intellisense Solutions Inc. (the "Company") was incorporated under the laws of the State of Nevada on March 22, 2013. Since inception, we have been engaged in the business of developing web portals to allow companies and individuals to engage in the purchase and sales of vegetarian food products over the Internet. However, we never achieved commercial sales or developed any significant operations. We currently are pursuing a business strategy of acquiring or merging with an entity with significant operations in order to create a viable business model and value for shareholders.

Basis of Presentation

The unaudited interim financial statements contained in this quarterly report have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and the rules of the Securities and Exchange Commission ("SEC") for interim financial information and do not include all of the information or disclosures required by U.S. GAAP for annual financial statements. Accordingly, these unaudited interim financial statements should be read in conjunction with the audited financial statements and notes thereto contained in the Company's Annual Report on Form 10-K as of and for the year ended March 31, 2016, as filed on June 29, 2016. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year, or any other period.

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GOING CONCERN AND MANAGEMENT'S PLANS

3 Months Ended

Jun. 30, 2016

Notes to Financial Statements

Note 2 - Going Concern And Management's Plans

The unaudited interim financial statements contained in this quarterly report have been prepared assuming that the Company will continue as a going concern. Although we recorded net income of $37,723 for the three months ended June 30, 2016, we still have accumulated losses of $93,573 and have negative working capital of $20,425. Presently, the Company does not have sufficient cash resources to meet its plans in the twelve months following June 30, 2016. These factors raise substantial doubt about the Company's ability to continueas a going concern. Since inception, the Company has financed its activities from loans and the sale of equity securities. The Company intends on financing its future development activities and its working capital needs from loans and/or the sale of additional equity securities until such time that funds provided by operations are sufficient to fund working capital requirements. There are no assurances that the Company will be able to achieve further sales of its common stock or any other form of additional financing. The unaudited interim financial statements contained in this quarterly report do not include any adjustments that may be necessary should the Company be unable to continue as a going concern. The Company's continuation as a going concern is dependent upon its ability to obtain additional financing as may be required and ultimately to attain profitability.

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RELATED PARTY TRANSACTIONS

3 Months Ended

Jun. 30, 2016

Notes to Financial Statements

Note 3 - Related Party Transactions

Effective June 15, 2015, Neil Reithinger was appointed as President, Treasurer, Secretary and a director. Mr. Reithinger is now the Company's sole director and officer. Mr. Reithinger is the Founder and President of Eventus Advisory Group, LLC, a private, CFO-services firm, and Eventus Consulting, P.C., a registered CPA firm (collectively "Eventus"). Commencing on June 15, 2015, Eventus was engaged to provide accounting and advisory services to the Company in connection with audit coordination, financial statement preparation and SEC filings. The Company pays customary fees for these services. During the three months ended June 30, 2016, the Company incurred fees of $9,216 to Eventus and has $9,339 in related party accounts payable on the accompanying balance sheet as of June 30, 2016. In addition, Eventus paid certain bills on behalf of the Company, of which $3,085 is included as due to related parties on the accompanying balance sheet as of June 30, 2016. The amounts are due on demand, unsecured and do not bear interest.

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NOTES PAYABLE

3 Months Ended

Jun. 30, 2016

Notes to Financial Statements

Note 4 - Notes Payable

Notes payable consisted of the following as of:

	June 30, 2016		March 31, 2016
Note payable, 12% interest per annum, due on August 8, 2016. Unsecured	$	10,000	$	10,000
Note payable, 12% interest per annum, due on August 27, 2016. Unsecured		10,000		10,000
	$	20,000	$	20,000

During the year ended March 31, 2016, the Company borrowed $20,000 under promissory notes from two unaffiliated lenders ("Lenders") to fund ongoing operational expenses. The notes are due immediately upon the Company's receipt of any financing of $250,000 or more, or upon written demand by the Lenders, or not later than August 8, 2016 and August 27, 2016, respectively (the "Maturity Date"). The notes have not been paid as of June 30, 2016.

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MERGER AGREEMENT WITH DOTZ NANO LTD. AND SUBSEQUENT TERMINATION AND CANCELLATION

3 Months Ended

Jun. 30, 2016

Notes to Financial Statements

Note 5 - Merger Agreement With Dotz Nano Ltd. And Subsequent Termination And Cancellation

On December 11, 2015, the Company entered into a merger agreement with Dotz Nano Ltd. ("Dotz"), a private Israeli-based company, and Intellisense (Israel) Ltd. ("Merger Sub"), an Israeli company and direct wholly-owned subsidiary of the Company. Pursuant to the merger agreement, the Merger Sub was to merge with and into Dotz and Dotz was to continue as the surviving corporation. On May 17, 2016, the Company entered into a Termination Agreement with Dotz and Merger Sub ("TA") whereby the contemplated transaction with Dotz shall be terminated, cancelled, annulled and of no further force. Pursuant to the terms of the TA, the Company recognized a termination fee of $50,000, which is recorded as other income during the three months ended June 30, 2016. $25,000 of the termination fee was received subsequent to June 30, 2016 and reflected as other receivable on the accompanying balance sheet as of June 30, 2016. Upon execution of the TA, we delivered ownership of all the shares of the Merger Sub, via a Share Transfer Deed.

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NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Policies)

3 Months Ended

Jun. 30, 2016

Nature Of Operations And Basis Of Presentation Policies

Basis of Presentation

The unaudited interim financial statements contained in this quarterly report have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and the rules of the Securities and Exchange Commission ("SEC") for interim financial information and do not include all of the information or disclosures required by U.S. GAAP for annual financial statements. Accordingly, these unaudited interim financial statements should be read in conjunction with the audited financial statements and notes thereto contained in the Company's Annual Report on Form 10-K as of and for the year ended March 31, 2016, as filed on June 29, 2016. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year, or any other period.

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NOTES PAYABLE (Tables)

3 Months Ended

Jun. 30, 2016

Notes Payable Tables

Schedule of notes payable

Notes payable consisted of the following as of:

	June 30, 2016		March 31, 2016
Note payable, 12% interest per annum, due on August 8, 2016. Unsecured	$	10,000	$	10,000
Note payable, 12% interest per annum, due on August 27, 2016. Unsecured		10,000		10,000
	$	20,000	$	20,000

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GOING CONCERN AND MANAGEMENT'S PLANS (Details Narrative) - USD ($)	3 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Mar. 31, 2016
Going Concern And Managements Plans Details Narrative
Net income	$ 37,723	$ (9,672)
Accumulated deficit	(93,573)		$ (131,296)
Working capital	$ (20,425)		$ (58,148)

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RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	3 Months Ended
	Jun. 30, 2016	Mar. 31, 2016
Related Party Transactions Details Narrative
Accounts payable related party	$ 9,339	$ 1,861
Due to related party	3,085	$ 3,085
Related party fees	$ 9,216

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NOTES PAYABLE (Details) - USD ($)	Jun. 30, 2016	Mar. 31, 2016
Notes Payable Details
Note payable, 12% interest per annum, due on August 8, 2016. Unsecured	$ 10,000	$ 10,000
Note payable, 12% interest per annum, due on August 27, 2016. Unsecured	10,000	10,000
Note payable	$ 20,000	$ 20,000