| UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| Form 10-K |
| [X] Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
| For the fiscal year ended September 30, 2017 |
| [ ] 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: 333-215066 | |||
| FERD | |||
| (Exact name of registrant as specified in its charter) | |||
| Nevada | 2390 | 38-4008286 | |
| (State or Other Jurisdiction of Incorporation | (Primary Standard Industrial Classification | (IRS Employer Identification Number) | |
| or Organization) | Number) | ||
Via Amerigo Vespucci 19, Int. 6, 30173
Venice, Italy
+390418520009
ferd@ferdcorp.com
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
None
Securities registered under Section 12(b) of the Exchange Act
None
Securities registered under Section 12(g) of the Exchange Act
1
| Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No x |
| Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. |
| Yes No x |
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. Yesx No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to this Form 10-K. Nox
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”, “non-accelerated filer”, “emerging growth
company” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
Accelerated filer
Non-accelerated filer
Emerging growth company
Smaller reporting companyx
| Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes | Nox |
| State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: | 3,750,000 |
| common shares issued and outstanding as of December 19, 2017. | |
2
| TABLE OF CONTENTS | ||
| Page | ||
| PART I | ||
| Item 1. | Description of Business. | 4 |
| Item 1A. | Risk Factors. | 6 |
| Item 1B. | Unresolved Staff Comments. | 6 |
| Item 2 | Properties. | 7 |
| Item 3. | Legal proceedings. | 7 |
| Item 4. | Mine Safety Disclosures. | 7 |
| PART II | ||
| Item 5. | Market for Common Equity and Related Stockholder Matters. | 7 |
| Item 6. | Selected Financial Data. | 8 |
| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 8 |
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk. | 9 |
| Item 8. | Financial Statements and Supplementary Data. | 9 |
| Item 9. | Changes In and Disagreements With Accountants on Accounting and Financial Disclosure. | 20 |
| Item 9A (T). | Controls and Procedures | 20 |
| Item 9B. | Other Information. | 21 |
| PART III | ||
| Item 10 | Directors, Executive Officers, Promoters and Control Persons of the Company. | 21 |
| Item 11. | Executive Compensation. | 22 |
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. | 23 |
| Item 13. | Certain Relationships and Related Transactions, and Director Independence. | 23 |
| Item 14. | Principal Accounting Fees and Services. | 23 |
| PART IV | ||
| Item 15. | Exhibits | 24 |
| Signatures | ||
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PART I
Item 1. Description of Business
Forward-looking statements
Statements made in this Form 10-K that are not historical or current facts are "forward-looking statements" made pursuant to the safe
harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934.
These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate,"
"approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for
such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as
of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future.
However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause
actual results and events to differ materially from historical results of operations and events and those presently anticipated or
projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after
the date of such statement or to reflect the occurrence of anticipated or unanticipated events.
Financial information contained in this report and in our financial statements is stated in United States dollars and are prepared in
accordance with United States generally accepted accounting principles.
General
Our company was incorporated on July 1, 2016 in the State of Nevada with an established fiscal year end of September 30. We are a
development-stage company formed to produce artificial flowers made of fabric. During the year ended September 30, 2017, we have
revenues of $26,162 from selling our fabric flowers to our customers and a gross profit of $16,397.
We have developed twelve months’ business plan, purchased and set up our flower making tools, signed a lease agreement for 1-year
dated October 15, 2016. We signed sales contracts with Venice Event Group and FreshDecor DI. Our director, Leonid Skupchenko, is
in charge of our production process.
Fabric flowers are an indispensable and beautiful decoration for most events. Weddings, celebrations, holidays are often decorated
with such flowers. The flowers are mostly used for personal adornment and creating bouquets. Artificial flowers made of fabric can be
used many times without harm to the nature and look as new. This is a very beautiful and diverse decoration for people and for
interior. For the ultimate in quality and beauty, we will use colorful silk, paints and special equipment and some additional
components.
Ferd can supply our fabric flower decorations to any celebratory event by collaborating with event agencies. We can work with private
clients by providing individual orders in retail and with corporate clients, such as flower shops and event agencies, in wholesale
distribution. Ferd plans to provide its products to flower and wedding festivals and exhibitions to reach out our potential clients there
as well.
Ferd is in verbal negotiations with potential customers, Venice First Srl and Brilliant Wedding Venice. Both are large event agencies.
Once we attract a sufficient number of additional customers, we plan to expand our business to large production volumes to be able to
decorate huge events and celebrations.
Product
We need a few items to produce fabric flowers. We use silk as a primarily fabric. Silk gives the flowers the opportunity to be beautiful
and look like real. In addition, we need the wires to create a flower stem and we need special stamens also. We will also need glue and
special dyes. To this list we can add tools such as knives, scissors etc. Flowers will be manufactured using a special kit with soldering
iron. We do not use synthetic and harmful dyes. We will use silk and specialty dyes and materials. Because of this, the flowers cannot
be environmentally unfriendly to humans.
Production machine
For producing fabric flowers, we need special equipment. First of all, it is a special kit with soldering iron. The tool set includes brass
nozzles with different shapes. The nozzles are fully made of brass. Brass tools for fabric flowers with a soldering iron are much more
practical and durable.
4
We purchased tools for making fabric flowers from India called the “Optimal Kit”. This kit contains all working heads for all kinds of
flowers and variations, as well as two full-size florist sponges, additional small balls.
“Optimal Kit” includes 21 items:
-Soldering iron with temperature control (dimmer) - Chrysanthemum tool 1 groove;
60W; - Chrysanthemum tool 2 groove;
- Ball 0.15” (4mm); - Chrysanthemum tool 3 groove;
- Ball 0.23” (6mm); - Spoon tool 0.19” (5mm);
- Radius ball 0.39” (10mm); - Spoon tool 0.23” (6mm);
- Radius ball 0.59” (15mm); - Spoon tool 0.27” (7mm);
- Radius ball 0.78” (20mm); - Shaped head "flower";
- Radius ball 0.98” (25mm); - Draw plate #1 with 2 openings 4mm and 2mm
- Radius ball 1.18” (30mm); - Soft sponge 7.8x5.9x1.2” (200E150E30mm) with cotton save
- Japan hook; sheet;
- Knife to make veins; -Hard sponge 6.3x0.3x0.7” (160E100E20mm) with cotton save
- Wooden tools stand. sheet;
Radius balls are made of brass and heats quickly. The hook is made of stainless steel for greater strength. Soldering iron with a
wooden handle, specially designed to work with fabrics and working heads, easy to hold in hand and very durable. This kit includes
soldering iron for mains voltage of 110V and 220V. Working heads are attached to the iron and secured with a thumbscrew, which
excludes their mobility.
Raw Materials
For producing fabric flowers we bought special raw materials from our supplier Pushpa Co. The main material for flowers is silk
fabric and in addition to this we use dyes of different colors to make flowers more colorful and beautiful. We have special brushes for
drawing with these dyes on fabric. For natural view of flowers we use stamens, wires and fabric die cuts. In addition to this we are
applying special floral glue, tapes and tubes to make bouquets of flowers.
In addition to the Main tool-kit we need a wide range of equipment and materials:
- Silk fabrics
- Tweezers with wooden plates
- Brushes made of wool deer
- Floral glue (soft, hard)
- Dyes
- Stamens
- Fabric Die Cuts
- Tapes and tubes
- Wire
- Scissors
Target Market
A lot of celebrations and weddings in the world are held in each country on a daily basis. People always try to decorate their events
and celebrations. In any event the flowers are the best solution. Fabric flowers allow it to do without harming nature. Ferd can supply
decorating of any celebratory event by collaborating with event agencies also. We can work with private and corporate clients on any
event. Ferd can fulfill orders of making flowers for decorating of large buildings and open spaces. We plan to deliver our product to
flower shops and flower festivals and exhibitions. We are currently selling our products locally and nationally. Further when our
Company growth we plan to distribute our products internationally. Ferd is currently in verbal stage negotiations with potential
customers Venice First Srl and Brilliant Wedding Venice event agencies, which are interested in our service and we intend to sign
service agreements to supply our products for multiple events with them in the very near future.
Industry analysis and competition
Many companies are experimenting with industrial materials. Because of this, the flowers can be environmentally unfriendly to
humans. We do not use synthetic and harmful dyes. We will use silk and specialty dyes and materials. We plan to create not only the
usual flowers, but custom-made in different shapes and colors for our clients also. Every client can make the order with a special
design and colors of flowers. Our main competitor in this industry is Prima Company and FloristaVenezia. We will start to compete
5
with them in the quality of our product and the individual approach to each client. Ferd will provide our customers with a sense of
originality and beauty in our products that will separate us from our competitors.
Markets
Our product is popular around the world. No celebration is complete without flowers. We can provide our products for every event
such as weddings, celebrations, birthdays, anniversaries, fashion shows, flower exhibitions, wedding festivals and related events. We
will work with flower shops, individual orders and event agencies that organize parties and events, weddings and celebrations. So we
will be able to reach our potential clients and expand our customer base, and enter the local market. We can provide our products for
decorating houses for any events, it can be interior decorating and exterior or nearest house territory.
Marketing
To promote our products, we will use a website with information and images of our products and cooperation with other specialized
sites and online stores. We will cooperate with event agencies that specialized on organization and decoration of any celebration
events and weddings. As well as possible we plan to use local advertising like billboards, search for local buyers. We will search both
- wholesale and retail customers. Of course in addition we are going to appear at the special exhibition devoted to the celebrations and
flowers. As we said we will deliver our product to flower shops and flower festivals and exhibitions too.
We planning to affix every product, including those distributed via retail points, with a business card with information about Ferd,
information about the product and contact details. We will develop discount system for our partners and clients. We can also make
individual and unique kind of our product designed by our customers. Ferd is planning to open its own online store in future.
Employees
Our production line can be operated by one person. Our director, Leonid Skupchenko, has some craft skills and can create fabric
flowers with our flower making tool-kit. He also has a creative mind that is an asset for our business and he can very easily create our
products. Our sole officer and director, Leonid Skupchenko, is a part time employee and is currently devoting approximately 20 hours
a week to our operations, but can commit more time if needed.
Office
We have signed a one year lease agreement with Berto Giordani, for a 45 square meter office space located at 1811 S. CROCE,
Venezia, VE 30135, Italy. We are committed to monthly rent payments of approximately $450 per month and the lease terms can be
extended past the one year term upon providing 30 days’ notice to extend before the end of the lease agreement.
Insurance
We do not maintain any insurance and do not intend to maintain insurance in the future. Because we do not have any insurance, if we
are made a party of a products liability action, we may not have sufficient funds to defend the litigation. If that occurs a judgment
could be rendered against us that could cause us to cease operations.
Government Regulation
We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to export
and import of products for production and operation of any facility in any jurisdiction which we would conduct activities. We do not
believe that regulation will have a material impact on the way we conduct our business. We do not need to receive any government
approvals necessary to conduct our business; however, we will have to comply with all applicable export and import regulations.
Item 1A. Risk Factors
Not applicable to smaller reporting companies.
Item 1B. Unresolved Staff Comments
Not applicable to smaller reporting companies.
6
Item 2. Description of Property
We do not own any real estate or other properties.
Item 3. Legal Proceedings
We know of no legal proceedings to which we are a party or to which any of our property is the subject which are pending, threatened
or contemplated or any unsatisfied judgments against us.
Item 4. Mine Safety Disclosures
Not applicable.
PART II
Item 5. Market for Common Equity and Related Stockholder Matters
Market Information
There is a limited public market for our common shares. Our common shares are not quoted on the OTC Bulletin Board at this
time. Trading in stocks quoted on the OTC Bulletin Board is often thin and is characterized by wide fluctuations in trading prices due
to many factors that may be unrelated to a company’s operations or business prospects. We cannot assure you that there will be a
market in the future for our common stock.
OTC Bulletin Board securities are not listed or traded on the floor of an organized national or regional stock exchange. Instead, OTC
Bulletin Board securities transactions are conducted through a telephone and computer network connecting dealers in stocks. OTC
Bulletin Board issuers are traditionally smaller companies that do not meet the financial and other listing requirements of a regional or
national stock exchange.
As of September 30, 2017, no shares of our common stock have traded
Number of Holders
As of September 30, 2017, the 3,750,000 issued and outstanding shares of common stock were held by a total of 33 shareholders of
record.
Dividends
No cash dividends were paid on our shares of common stock during the fiscal year ended September 30, 2017 and 2016.
Recent Sales of Unregistered Securities
The Company has 75,000,000 shares of common stock authorized with a par value of $0.001 per share of common stock.
On August 22, 2016, the Company issued 2,800,000 shares of common stock to a director for cash proceeds of $2,800 at $0.001 per
share.
For the year ended September 30, 2017, the Company issued 950,000 shares of common stock for cash proceeds of $19,000 at $0.02
per share.
There were 3,750,000 shares of common stock issued and outstanding as of September 30, 2017.
Purchase of our Equity Securities by Officers and Directors
On August 22, 2016, the Company offered and sold 2,800,000 restricted shares of common stock to our president and director, Leonid
Skupchenko, for a purchase price of $0.001 per share, for aggregate offering proceeds of $2,800, pursuant to Section 4(2) of the
Securities Act of 1933 as he is a sophisticated investor and is in possession of all material information relating to us. Further, no
commissions were paid to anyone in connection with the sale of these shares and general solicitation was not made to anyone.
Other Stockholder Matters
None.
7
Item 6. Selected Financial Data
Not applicable to smaller reporting companies.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere
in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our
actual results could differ materially from those discussed in the forward-looking statements. Our audited financial statements are
stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.
RESULTS OF OPERATIONS
Revenue and cost of goods sold
For the year ended September 30, 2017 the Company generated total revenue of $26,162 from selling products to its customers. The
cost of goods sold for the year ended September 30, 2017 was $9,766, which represents the cost of raw materials. We did not have
any revenue transactions during the period ended September 30, 2016 as we had not commenced operations until fiscal 2017.
Operating expenses
Total operating expenses for the year ended September 30, 2017 were $32,916. The operating expenses for the year ended September
30, 2017 included general and administrative of $14,986, professional fees of $12,530, and rent expense of $5,400. Total operating
expenses for the year ended September 30, 2016 were $1,824, which was comprised of general and administrative expense. The
increase in our operating expenses was due to the fact that we commenced operations during the current year, including incurring
significant professional fees relating to our SEC registration process.
Net Loss
We had a net loss of $16,520 or $0.01 loss per share for the year ended September 30, 2017 compared to a net loss of $1,824 and loss
per share of $nil for the period from July 1, 2016 (date of incorporation) to September 30, 2016.
Liquidity and capital resources
As at September 30, 2017, our total assets were $12,749 compared to $8,669 as at September 30, 2016. The increase in total assets is
due to an increase in cash of $2,677 from proceeds from issuance of common shares net of operating expenses paid, and inventory of
$2,753 for additional purchases of materials during the year due to the commencement of our operations during the year. The
increases were offset by a decrease in prepaid rent of $1,350.
As at September 30, 2017, we had liabilities of $9,293 compared to liabilities of $7,693 at September 30, 2016. We owed $1,500 in
accounts payable for professional fees and received an additional $100 from our President and Director for funding our operating costs
during the year.
Cash Flows from Operating Activities
For the year ended September 30, 2017, we used $16,423 of cash for operating activities which included purchasing of inventory and
overhead operating costs net of funds received from the sale of our products. During the year ended September 30, 2016, we used
cash of $6,720 for operating activities. The increase is due to the fact that we had more operations during the current year compared
to prior year, including costs incurred for our SEC registration process.
Cash Flows from Investing Activities
Since our inception, we have not had any investing activities.
8
Cash Flows from Financing Activities
For the year ended September 30, 2017, we received $19,100 comprised of $19,000 from the issuance of common shares and $100
from a loan from our President and Director. During the year ended September 30, 2016, we received $10,493 from financing
activities which included $7,693 from our President and Director and $2,800 from the issuance of shares of common stock.
We cannot guarantee that we will manage to sell all the shares required. We will attempt to raise the necessary funds to proceed with
all phases of our plan of operation.
As of the date of this report, the current funds available to the Company will not be sufficient to continue maintaining a reporting
status. The Company’s sole officer and director, Leonid Skupchenko, has concluded a verbal agreement with the Ferd in order to fund
completion of the registration process and to maintain the reporting status with SEC.
Our auditors have issued a “going concern” opinion, meaning that there is substantial doubt we can continue as an on-going business
for the next twelve months unless we obtain additional capital. Our only sources for cash at this time are investments by others in this
offering, selling our paper dung products and loans from our director. We must raise cash to implement our plan and stay in business.
Management believes that current trends toward lower capital investment in start-up companies pose the most significant challenge to
the Company’s success over the next year and in future years. Additionally, the Company will have to meet all the financial disclosure
and reporting requirements associated with being a publicly reporting company. The Company’s management will have to spend
additional time on policies and procedures to make sure it is compliant with various regulatory requirements, especially that of Section
404 of the Sarbanes-Oxley Act of 2002. This additional corporate governance time required of management could limit the amount of
time management has to implement is business plan and impede the speed of its operations.
Limited operating history; need for additional capital
There is no historical financial information about us upon which to base an evaluation of our performance. We are in a start-up stage
of operations and have generated limited revenues since inception. We cannot guarantee that we will be successful in our business
operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital
resources and possible cost overruns due to price and cost increases in services and products.
Off-Balance Sheet Arrangements
The Company does not have any off balance sheet arrangements that have or are reasonably likely to have a current or future effect on
the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk
Not applicable to smaller reporting companies.
Item 8. Financial Statements and Supplementary Data
9
| FERD | ||
| FINANCIAL STATEMENTS | ||
| YEARS ENDED SEPTEMBER 30, 2017 AND 2016 | ||
| Table of Contents | ||
| Page | ||
| Report of Independent Registered Public Accounting Firm | 11 | |
| Condensed Balance Sheets as of September 30, 2017 and 2016 | 12 | |
| Condensed Statements of Operations for the year ended September 30, 2017 and 2016 | 13 | |
| Statement of Changes in Stockholders’ Equity as of September 30, 2017 and 2016 | 14 | |
| Condensed Statements of Cash Flows for the year ended September 30, 2017 and 2016 | 15 | |
| Notes to Financial Statements | 16 | |
10
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of Ferd
We have audited the accompanying balance sheets of Ferd (the “Company”) as of September 30, 2017 and 2016 and
the related statements of operations and comprehensive loss, stockholders’ equity, and cash flows for the year ended
September 30, 2017 and for the period from July 1, 2016 (date of incorporation) to September 30, 2016. These
financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion
on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. The Company is not required to have,
nor were we engaged to perform, an audit of its internal control over financial reporting. An audit includes
consideration of internal control over financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal
control over financial reporting. Accordingly, we express no such opinion. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position
of the Company as of September 30, 2017 and 2016 and the results of its operations and its cash flows for the year
ended September 30, 2017 and for the period from July 1, 2016 (date of incorporation) to September 30, 2016, in
conformity with accounting principles generally accepted in the United States.
The accompanying financial statements have been prepared assuming the Company will continue as a going
concern. As discussed in Note 1 to the financial statements, the Company has not generated any revenues and has
incurred an operating loss since inception. These factors raise substantial doubt about the Company’s ability to
continue as a going concern. Management’s plans in regard to these matters are also discussed in Note 1 to the
financial statements. The financial statements do not include any adjustments that might result from the outcome of
this uncertainty.
/s/ SATURNA GROUP CHARTERED PROFESSIONAL ACCOUNTANTS LLP
Saturna Group Chartered Professional Accountants LLP
Vancouver, Canada
December 19, 2017
| FERD | ||||
| Balance sheets | ||||
| (Expressed in US dollars) Year ended September 30, 2017 | ||||
| September 30, | September 30, | |||
| 2017 | 2016 | |||
| $ | $ | |||
| Assets | ||||
| Current assets | ||||
| Cash | 6,450 | 3,773 | ||
| Inventory (Note 3) | 4,949 | 2,196 | ||
| Prepaid expenses (Note 6) | 1,350 | 2,700 | ||
| Total assets | 12,749 | 8,669 | ||
| Liabilities | ||||
| Current liabilities | ||||
| Accounts payable | 1,500 | – | ||
| Due to a related party (Note 4) | 7,793 | 7,693 | ||
| Total liabilities | 9,293 | 7,693 | ||
| Nature of operations and continuance of business (Note 1) | ||||
| Commitment (Note 6) | ||||
| Stockholders’ equity | ||||
| Common stock, Authorized: 4,000,000 common shares, $0.001 par value, | ||||
| 3,750,000 and 2,800,000 shares issued and outstanding, respectively | 3,750 | 2,800 | ||
| Additional paid-in capital | 18,050 | – | ||
| Deficit | (18,344 | ) | (1,824 | ) |
| Total stockholders’ equity | 3,456 | 976 | ||
| Total liabilities and stockholders’ equity | 12,749 | 8,669 | ||
(The accompanying notes are an integral part of these financial statements)
12
| FERD | ||||
| Statements of operations and comprehensive loss | ||||
| (Expressed in US dollars) Year ended September 30, 2017 | ||||
| Period from | ||||
| July 1, 2016 | ||||
| (date of | ||||
| Year ended | incorporation) to | |||
| September 30, 2017 September 30, 2016 | ||||
| $ | $ | |||
| Sales revenue | 26,162 | – | ||
| Cost of goods sold | (9,765 | ) | – | |
| Gross margin | 16,397 | – | ||
| Expenses | ||||
| General and administrative | 14,986 | 1,824 | ||
| Professional fees | 12,530 | – | ||
| Rent | 5,400 | – | ||
| Total expenses | 32,916 | 1,824 | ||
| Net loss and comprehensive loss for the period | (16,520 | ) | (1,824 | ) |
| Loss per share, basic and diluted | (0.01 | ) | – | |
| Weighted average shares outstanding | 3,261,074 | 1,200,001 | ||
(The accompanying notes are an integral part of these financial statements)
13
FERD
Statement of stockholders’ equity
(Expressed in US dollars) Period from July 1, 2016 (date of incorporation) to September 30, 2017
| Additional | Total | |||||||||
| Share capital | Paid-in | stockholders’ | ||||||||
| Number of | Amount | Capital | Deficit | equity | ||||||
| shares | $ | $ | $ | $ | ||||||
| Balance, July 1, 2016 (date of incorporation) | 1 | 1 | (1 | ) | – | – | ||||
| Cancellation of founder’s share | (1 | ) | (1 | ) | 1 | – | – | |||
| Issuance of common stock for cash | 2,800,000 | 2,800 | – | – | 2,800 | |||||
| Net loss for the period to September 30, 2016 | – | – | – | (1,824 | ) | (1,824 | ) | |||
| Balance, September 30, 2016 | 2,800,000 | 2,800 | – | (1,824 | ) | 976 | ||||
| Issuance of common stock for cash | 950,000 | 950 | 18,050 | – | 19,000 | |||||
| Net loss for the year to September 30, 2017 | – | – | – | (16,520 | ) | (16,520 | ) | |||
| Balance, September 30, 2017 | 3,750,000 | 3,750 | 18,050 | (18,344 | ) | 3,456 | ||||
(The accompanying notes are an integral part of these financial statements)
14
| FERD | ||||
| Statements of cash flows | ||||
| (Expressed in US dollars) Year ended September 30, 2017 | ||||
| Period from | ||||
| July 1, 2016 | ||||
| Year ended | (date of | |||
| September 30, | incorporation) to | |||
| 2017 | September 30, 2016 | |||
| $ | $ | |||
| Operating activities | ||||
| Net loss | (16,520 | ) | (1,824 | ) |
| Changes in operating assets and liabilities: | ||||
| Inventory | (2,753 | ) | (2,196 | ) |
| Prepaid expenses | 1,350 | (2,700 | ) | |
| Accounts payable and accrued liabilities | 1,500 | – | ||
| Net cash used by operating activities | (16,423 | ) | (6,720 | ) |
| Financing activities | ||||
| Proceeds from a related party | 100 | 7,693 | ||
| Proceeds from issuance of common stock | 19,000 | 2,800 | ||
| Net cash provided by financing activities | 19,100 | 10,493 | ||
| Increase in cash | 2,677 | 3,773 | ||
| Cash, beginning of period | 3,773 | – | ||
| Cash, end of period | 6,450 | 3,773 | ||
| Supplemental disclosures: | ||||
| Interest paid | – | – | ||
| Income taxes paid | – | – | ||
(The accompanying notes are an integral part of these financial statements)
15
FERD
Notes to the financial statements
Years ended September 30, 2017 and 2016
(Expressed in US dollars)
| 1. | Nature of Operations and Continuance of Business | |
| Ferd | (the “Company”) was incorporated in the State of Nevada on July 1, 2016. The Company is in the business of | |
| producing | and selling fabric flowers. | |
| These | financial statements have been prepared on a going concern basis, which implies the Company will continue to | |
| realize | its assets and discharge its liabilities in the normal course of business. The continuation of the Company as a going | |
| concern | is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain | |
| necessary | equity financing to continue operations, and ultimately the attainment of profitable operations. As at September | |
| 30, | 2017, the Company has negative cash flows from operating activities and an accumulated deficit of $18,344 since | |
| inception. | These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These | |
| financial | statements do not include any adjustments to the recoverability and classification of recorded asset amounts and | |
| classification | of liabilities that might be necessary should the Company be unable to continue as a going concern. | |
| 2. | Significant Accounting Policies | |
| (a) | Basis of Presentation | |
| These financial statements and related notes are prepared in accordance with accounting principles generally accepted in the United States and are expressed in US dollars. The Company’s fiscal year-end is September 30. | ||
| (b) | Use of Estimates and Judgments | |
| The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. It also requires management to exercise its judgment in the processing of applying the Company’s accounting policies. The Company regularly evaluates estimates and assumptions related to valuation of inventory and deferred income tax valuation allowances. The Company bases its estimates and assumptions on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The impacts of such estimates and judgments are pervasive throughout the financial statements, and may require accounting adjustments based on future occurrences. Revisions to accounting estimates and judgments are recognized in the period in which the estimate is revised and future periods if the revision affects both current and future periods. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. | ||
| (c) | Cash and Cash Equivalents | |
| The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents. | ||
| (d) | Income Taxes | |
| The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, “Income Taxes”. The asset and liability method provides that deferred income tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred income tax assets and liabilities are measured | ||
| using | the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The | |
| Company | records a valuation allowance to reduce deferred income tax assets to the amount that is believed more | |
| likely | than not to be realized. | |
16
FERD
Notes to the financial statements
Years ended September 30, 2017 and 2016
(Expressed in US dollars)
| 2. | Significant Accounting Policies (continued) | |
| (e) | Financial Instruments and Fair Value Measures | |
| ASC 820, “Fair Value Measurements and Disclosures”, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: | ||
Level 1
Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or
liabilities.
Level 2
Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for
the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for
identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets);
or model-derived valuations in which significant inputs are observable or can be derived principally from, or
corroborated by, observable market data.
Level 3
Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that
are significant to the measurement of the fair value of the assets or liabilities.
The Company’s financial instruments consist principally of cash, accounts payable, and amounts due to a related
party. Pursuant to ASC 820, the fair value of cash is determined based on “Level 1” inputs, which consist of
quoted prices in active markets for identical assets. The recorded values of all other financial instruments
approximate their current fair values because of their nature and respective maturity dates or durations.
| (f) | Revenue Recognition |
| The Company derives revenue from the sale of fabric flowers. In accordance with ASC 605, “Revenue Recognition”, revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred, the amount is fixed and determinable, and collectability is reasonably assured. | |
| (g) | Inventory |
| Inventory is comprised of raw materials relating to the production and distribution of fabric flowers, and is recorded at the lower of cost or net realizable value on a first-in first-out basis. The Company establishes inventory reserves for estimated obsolete or unsaleable inventory equal to the difference between the cost of inventory and the estimated realizable value based upon assumptions about future and market conditions. | |
| (h) | Loss Per Share |
| The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. As at September 30, 2017 and 2016, there were no potentially dilutive debt or equity instruments issued or outstanding. | |
| (i) | Comprehensive Loss |
| ASC 220, “Comprehensive Income” establishes standards for the reporting and display of comprehensive income and its components in the financial statements. As at September 30, 2017 and 2016, the Company had no items that affected comprehensive loss. |
17
FERD
Notes to the financial statements
Years ended September 30, 2017 and 2016
(Expressed in US dollars)
| 2. | Significant Accounting Policies (continued) | |
| (j) | Foreign Currency Translation | |
| The Company’s functional and reporting currency is the US dollar. Transactions may occur in foreign currencies and management has adopted ASC 830, “Foreign Currency Translation Matters”. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Non- monetary assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the date of the transaction. Average monthly rates are used to translate revenues and expenses. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the statement of operations. | ||
| (k) | Recent Accounting Pronouncements | |
| The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. | ||
| 3. | Inventory | |
| As | at September 30, 2017, the Company has $4,949 (2016 – $2,196) of inventory comprised of raw materials of fabric | |
| flowers. | ||
| 4. | Related Party Transactions | |
| As | at September 30, 2017, the Company owed $7,793 (2016 – $7,693) to the President of the Company, which is | |
| unsecured, | non-interest bearing, and due on demand. | |
| 5. | Common Stock | |
| (a) | On August 22, 2016, the Company issued 2,800,000 shares of common stock to the President of the Company for proceeds of $2,800. | |
| (b) | On April 27, 2017, the Company issued 950,000 shares of common stock for proceeds of $19,000. | |
| 6. | Commitment | |
| On | September 20, 2016, the Company entered into a one year office lease agreement with an unrelated party for $450 per | |
| month | commencing October 1, 2016. On April 1, 2017, the Company extended the lease until January 1, 2018 and prepaid | |
| an | additional $4,050 on the lease. As at September 30, 2017, the Company recorded prepaid rent expense of $1,350 (2016 | |
| - | $2,700). | |
18
FERD
Notes to the financial statements
Years ended September 30, 2017 and 2016
(Expressed in US dollars)
7. Income Taxes
The Company is subject to United States federal and state income taxes at a rate of 34% per annum. The reconciliation of
the provision for income taxes at the statutory rate compared to the Company’s income tax expense as reported is as
follows:
| 2017 | 2016 | |||
| $ | $ | |||
| Income tax recovery at statutory rate | (5,617 | ) | (620 | ) |
| Valuation allowance change | 5,617 | 620 | ||
| Provision for income taxes | – | – |
The significant components of deferred income tax assets and liabilities as at September 30, 2017 are as follows:
| 2017 | 2016 | |||
| $ | $ | |||
| Net operating losses carried forward | 6,237 | 620 | ||
| Valuation allowance | (6,237 | ) | (620 | ) |
| Net deferred income tax asset | – | – |
As at September 30, 2017, the Company has net operating losses carried forward of $18,344, which are available to offset
future years’ taxable income. These losses expire as follows:
| $ | ||
| 2036 | 1,824 | |
| 2037 | 16,520 | |
| 18,344 |
19
Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure
None
Item 9A(T) Controls and Procedures
Management’s Report on Internal Controls over Financial Disclosure Controls and Procedures
Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in
Exchange Act Rule 13a-15(f)). The Company’s internal control over financial reporting is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with accounting principles generally accepted in the United States of America. Because of its inherent
limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any
evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in
conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision and with
the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted
an evaluation of the effectiveness of the Company’s internal control over financial reporting as of September 30, 2017 using
the criteria established in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of
the Treadway Commission ("COSO").
A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there
is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be
prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of
September 30, 2017, the Company determined that there were control deficiencies that constituted material weaknesses, as
described below.
1. We do not have an Audit Committee – While not being legally obligated to have an audit committee, it is the
management’s view that such a committee, including a financial expert member, is an utmost important entity level control
over the Company’s financial statement. Currently the Board of Directors acts in the capacity of the Audit Committee, and
does not include a member that is considered to be independent of management to provide the necessary oversight over
management’s activities.
2. We did not maintain appropriate cash controls – As of September 30, 2017, the Company has not maintained
sufficient internal controls over financial reporting for the cash process, including failure to segregate cash handling and
accounting functions, and did not require dual signature on the Company’s bank accounts. Alternatively, the effects of poor
cash controls were mitigated by the fact that the Company had limited transactions in their bank accounts.
3. We did not implement appropriate information technology controls – As at September 30, 2017, the Company retains
copies of all financial data and material agreements; however there is no formal procedure or evidence of normal backup of the
Company’s data or off-site storage of data in the event of theft, misplacement, or loss due to unmitigated factors.
Accordingly, the Company concluded that these control deficiencies resulted in a reasonable possibility that a material
misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the company’s
internal controls.
As a result of the material weaknesses described above, management has concluded that the Company did not maintain
effective internal control over financial reporting as of September 30, 2017 based on criteria established in Internal Control-
Integrated Framework issued by COSO.
Saturna Group Chartered Professional Accountants LLP, our independent registered public accounting firm, were not required
to and have not provided an assessment of our internal controls for the years ended September 30, 2017 and 2016.
System of Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in
Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by
us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the
time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation,
controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or
20
submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal
executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate
to allow timely decisions regarding required disclosure.
An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the
design and operation of our disclosure controls and procedures as of September 30, 2017. Based on that evaluation, our
management concluded that our disclosure controls and procedures were not effective as of such date to ensure that
information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed,
summarized and reported within the time periods specified in SEC rules and forms.
Changes in Internal Control over Financial Reporting
There was no change in the Company’s internal control over financial reporting during the quarterly period covered by this
report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial
reporting.
Item 9B. Other Information.
None.
PART III
Item 10. Directors, Executive Officers, Promoters and Control Persons of the Company
Our executive officer's and director's and their respective ages are as follows:
| Name | Age | Positions | |
| Leonid Skupchenko | 25 | President, Chief Executive Officer, Chief | Financial |
| Officer, Secretary, Treasurer and Director |
Set forth below is a brief description of the background and business experience of our executive officers and directors for the
past five years.
Leonid Skupchenko
Mr. Skupchenko has served as our President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and
Director since our inception on July 1, 2016. Our director, Leonid Skupchenko worked in textile and clothing manufacturing
company Bocchese S.p.A. from May 2012 to June 2015. Leonid Skupchenko is not working for Bocchese S.p.A. at the
moment. Position held was cloth design development manager. His main activities and responsibilities were developing
sketches, cooperation with warehouses and orders composing, negotiations with suppliers, controlling sewing process and
design line.
Term of office
All directors hold office until the next annual meeting of the stockholders of the Company and until their successors have been
duly elected and qualified. The Company's Bylaws provide that the Board of Directors will consist of a minimum of one
member. Officers are elected by and serve at the discretion of the Board of Directors.
Director independence
Our board of directors is currently composed of one member, and he does not qualify as an independent director in accordance
with the published listing requirements of the NASDAQ Global Market (the Company has no plans to list on the NASDAQ
Global Market). The NASDAQ independence definition includes a series of objective tests, such as that the director is not, and
has not been for at least three years, one of our employees and that neither the director, nor any of his family members has
engaged in various types of business dealings with us. In addition, our board of directors has not made a subjective
determination as to our director that no relationships exist which, in the opinion of our board of directors, would interfere with
the exercise of independent judgment in carrying out the responsibilities of a director, though such subjective determination is
required by the NASDAQ rules. Had our board of directors made these determinations, our board of directors would have
21
reviewed and discussed information provided by directors and us with regard to our director's business and personal activities
and relationships as they may relate to our management and us.
Significant employees and consultants
We currently have one employee, our sole officer, Leonid Skupchenko.
Audit committee and conflicts of interest
Since we do not have an audit or compensation committee comprised of independent directors, the functions that would have
been performed by such committees are performed by our directors. The Board of Directors has not established an audit
committee and does not have an audit committee financial expert, nor has the Board of Directors established a nominating
committee. The Board is of the opinion that such committees are not necessary since the Company is a start-up stage company
and has only one director, and to date, such directors have been performing the functions of such committees. Thus, there is a
potential conflict of interest in that our directors and officers have the authority to determine issues concerning management
compensation, nominations, and audit issues that may affect management decisions.
Other than as described above, we are not aware of any other conflicts of interest with any of our executive officers or
directors.
Stockholders communications with the board of directors
We have not implemented a formal policy or procedure by which our stockholders can communicate directly with our board of
directors. Nevertheless, every effort will be made to ensure that the board of directors hears the views of stockholders, and that
appropriate responses are provided to stockholders in a timely manner. During the upcoming year, our board of directors will
continue to monitor whether it would be appropriate to adopt such a process.
Item 11. Executive Compensation
The following table sets forth information regarding each element of compensation that we paid or awarded to our named
executive officers for fiscal 2017 and 2016:
| Name | Period | Salary | Bonus | Stock | Option | Non-Equity | Nonqualified | All Other | Total |
| and | ($) | ($) | Awards | Awards | Incentive Plan | Deferred | Compensation | ($) | |
| Principal | ($)* | ($)* | Compensation | Compensation | ($) | ||||
| Position | ($) | ($) | |||||||
| Leonid | 2017 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Skupchenko, | |||||||||
| President | |||||||||
| 2016 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Our sole officer and director have not received monetary compensation since our inception to the date of this prospectus. We
currently do not pay any compensation to any officer or any member of our board of directors.
Employment agreements
The Company is not a party to any employment agreement and has no compensation agreement with any officer or director.
Director compensation
The following table sets forth director compensation as of September 30, 2017:
| Name | Fees | Stock | Opinion | Non-Equity | Nonqualified | All Other | Total |
| Earned or Paid in | Awards | Awards | Incentive Plan | Deferred | Compensation | ($) | |
| Cash | ($) | ($) | Compensation | Compensation | ($) | ||
| ($) | ($) | Earnings | |||||
| ($) |
22
| Leonid Skupchenko, | 0 | 0 0 | 0 | 0 0 | 0 |
| President |
We have not compensated our directors for their service on our Board of Directors since our inception. There are no
arrangements pursuant to which directors will be compensated in the future for any services provided as a director.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The following table lists, as of the date of this prospectus, the number of shares of common stock of our Company that are
beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the
outstanding common stock; (ii) each officer and director of our Company; and (iii) all officers and directors as a group.
Information relating to beneficial ownership of common stock by our principal shareholders and management is based upon
information furnished by each person using "beneficial ownership" concepts under the rules of the Securities and Exchange
Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting
power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to
vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that
person has a right to acquire beneficial ownership within 60 days. Under the Securities and Exchange Commission rules, more
than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial
owner of securities as to which he or she may not have any pecuniary beneficial interest. Except as noted below, each person
has sole voting and investment power.
The percentages below are calculated based on 3,750,000 shares of our common stock issued and outstanding as of September
30, 2017. We do not have any outstanding warrant, options or other securities exercisable for or convertible into shares of our
common stock.
| Title of class | Name and Address of | Amount and Nature | Percent | of | |
| Beneficial Owner | of Beneficial Ownership | Common Stock | |||
| Common Stock | Leonid Skupchenko | 2,800,000 | 74.67 | % | |
Item 13. Certain Relationships and Related Transactions
Mr. Skupchenko is considered to be a promoter, and currently is the only promoter, of Ferd as that term is defined in the rules
and regulations promulgated under the Securities and Exchange Act of 1933.
On August 22, 2016, we offered and sold 2,800,000 shares of common stock to Leonid Skupchenko, our President, Chief
Executive Officer, Chief Financial Officer, Secretary, Treasurer and a Director, at a purchase price of $0.001 per share, for
aggregate proceeds of $2,800.
As of September 30, 2017, Leonid Skupchenko has loaned us $7,793. The loan does not have any term, carries no interest and
is not secured.
Item 14. Principal Accountant Fees and Services
During fiscal years ended September 30, 2017 and 2016, we incurred approximately $8,000 and $nil in fees respectively to our
principal independent accountants for professional services rendered in connection with the audit of our September 30, 2016
financial statements and for the reviews of our financial statements for the quarters ended December 31, 2016, March 31, 2017,
and June 30, 2017.
23
PART IV
Item 15. Exhibits
The following exhibits are included as part of this report by reference:
| 31.1 | Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a). |
| 31.2 | Certification of Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a). |
| 32.1 | Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002. |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized in the Venice, Italy on December 20, 2017.
| Ferd | ||
| By: | /s/ | Leonid Skupchenko |
| Name: | Leonid Skupchenko | |
| Title: | President, Treasurer, Secretary and Director | |
| (Principal Executive, Financial and Accounting Officer) | ||
24