California
|
95-2563023
|
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
|
26 Briarwood
|
||
Irvine, CA
|
92604
|
|
(Address of principal executive offices)
|
(Zip Code)
|
Large accelerated Filer ☐
|
Accelerated filer ☐
|
Non-accelerated filer ☐
|
Smaller reporting company ☒
|
Emerging growth company ☒ |
PART I
|
||
Item 1.
|
3
|
|
Item 2.
|
3
|
|
Item 3.
|
3
|
|
Item 4.
|
3
|
|
PART II
|
||
Item 5.
|
3
|
|
Item 6.
|
4
|
|
Item 7.
|
4
|
|
Item 7A.
|
5
|
|
Item 8.
|
5
|
|
Item 9.
|
13
|
|
Item 9A.
|
13
|
|
Item 9B.
|
14
|
|
PART III
|
||
Item 10.
|
14
|
|
Item 11.
|
15
|
|
Item 12.
|
15
|
|
Item 13.
|
15
|
|
Item 14.
|
16
|
|
Item 15.
|
16
|
|
17
|
2014
|
Low
|
High
|
||||||
Quarter ended September 30
|
$
|
0.015
|
$
|
0.018
|
||||
Quarter ended December 31
|
$
|
0.015
|
$
|
0.0186
|
||||
2015
|
||||||||
Quarter ended March 31
|
$
|
0.015
|
$
|
0.0156
|
||||
Quarter ended June 30
|
$
|
0.015
|
$
|
0.02
|
||||
Quarter ended September 30
|
$
|
0.0151
|
$
|
0.0171
|
||||
Quarter ended December 31
|
$
|
0.0085
|
$
|
0.02
|
||||
2016
|
||||||||
Quarter ended March 31
|
$
|
0.0085
|
$
|
0.0085
|
||||
Quarter ended June 30
|
$
|
0.0085
|
$
|
0.009
|
||||
Quarter ended September 30
|
$
|
0.009
|
$
|
0.009
|
||||
Quarter ended December 31
|
$
|
0.009
|
$
|
0.02
|
||||
2017
|
||||||||
Quarter ended March 31
|
$
|
0.011
|
$
|
0.02
|
||||
Quarter ended June 30
|
$
|
0.011
|
$
|
0.07
|
1. |
Professional fees of $11,796 for auditing and $600 for tax preparation compared to $10,165 and $750, respectively, in the previous year;
|
2. |
General and administrative expenses totaled $10,222 compared to $9,217 in the previous year;
|
3. |
Management fee of $6,000 remained unchanged compared to the previous year’s.
|
ASSETS
|
2017
|
2016
|
||||||
CURRENT ASSETS:
|
||||||||
Cash
|
$
|
147,611
|
$
|
2,065
|
||||
Due from related party
|
-
|
194,104
|
||||||
Total current assets
|
$
|
147,611
|
$
|
196,169
|
||||
TOTAL ASSETS
|
$
|
147,611
|
$
|
196,169
|
||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
||||||||
CURRENT LIABILITIES:
|
||||||||
Accrued professional fees
|
$
|
7,100
|
$
|
6,600
|
||||
Due to related party
|
3,000
|
22,149
|
||||||
Other accrued expenses
|
2,375
|
3,966
|
||||||
Total current liabilities
|
12,475
|
32,715
|
||||||
STOCKHOLDERS' EQUITY:
|
||||||||
Preferred stock, no par value; 50,000,000 shares authorized; 0 shares issued and outstanding
|
-
|
-
|
||||||
Common stock, no par value; 100,000,000 shares authorized; 39,999,942 shares issued and outstanding as of June 30, 2017 and 2016
|
500,000
|
500,000
|
||||||
Accumulated deficit
|
(364,864
|
)
|
(336,546
|
)
|
||||
Total stockholders' equity
|
135,136
|
163,454
|
||||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
|
$
|
147,611
|
$
|
196,169
|
2017
|
2016
|
|||||||
OPERATING EXPENSES:
|
||||||||
Professional fees
|
$
|
12,396
|
$
|
10,915
|
||||
General and administrative
|
10,222
|
9,217
|
||||||
Management fees to related party
|
6,000
|
6,000
|
||||||
Total expenses
|
28,618
|
26,132
|
||||||
OPERATING LOSS
|
(28,618
|
)
|
(26,132
|
)
|
||||
OTHER INCOME:
|
||||||||
Interest from related party
|
1,100
|
16,180
|
||||||
Total other income
|
1,100
|
16,180
|
||||||
LOSS BEFORE INCOME TAXES
|
(27,518
|
)
|
(9,952
|
)
|
||||
INCOME TAX EXPENSE
|
(800
|
)
|
(800
|
)
|
||||
NET LOSS
|
$
|
(28,318
|
)
|
$
|
(10,752
|
)
|
||
NET LOSS PER COMMON SHARE
|
||||||||
BASIC AND DILUTED
|
$
|
(0.00
|
)
|
$
|
(0.00
|
)
|
||
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
|
||||||||
BASIC AND DILUTED
|
39,999,942
|
39,999,942
|
Common Stock
|
Additional
Paid-in
|
Accumulated
|
Total
Stockholders’
|
|||||||||||||||||
Shares
|
Amount
|
Capital
|
Deficit
|
Equity
|
||||||||||||||||
Balance, June 30, 2015
|
39,999,942
|
$
|
500,000
|
$
|
-
|
$
|
(325,794
|
)
|
$
|
174,206
|
||||||||||
Net Loss
|
(10,752
|
)
|
(10,752
|
)
|
||||||||||||||||
Balance, June 30, 2016
|
39,999,942
|
500,000
|
-
|
(336,546
|
)
|
163,454
|
||||||||||||||
Net Loss
|
(28,318
|
)
|
(28,318
|
)
|
||||||||||||||||
Balance, June 30, 2017
|
39,999,942
|
$
|
500,000
|
$
|
-
|
$
|
(364,864
|
)
|
$
|
135,136
|
2017
|
2016
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net loss
|
$
|
(28,318
|
)
|
$
|
(10,752
|
)
|
||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Changes in operating assets and liabilities:
|
||||||||
Interest due from related party
|
(1,100
|
)
|
(16,180
|
)
|
||||
Due to related party
|
(18,500
|
)
|
6,624
|
|||||
Accrued professional fees
|
500
|
(3,400
|
)
|
|||||
Other accrued expenses
|
(1,566
|
)
|
(767
|
)
|
||||
Net cash used in operating activities
|
(48,984
|
)
|
(24,475
|
)
|
||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Cash received from related party
|
195,204
|
18,975
|
||||||
Net cash provided by investing activities
|
195,204
|
18,975
|
||||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Repayment to related party
|
(674
|
)
|
-
|
|||||
Net cash used in financing activities
|
(674
|
)
|
-
|
|||||
Net increase/ (decrease) in cash
|
145,546
|
(5,500
|
)
|
|||||
CASH, BEGINNING OF YEAR
|
2,065
|
7,565
|
||||||
CASH, END OF YEAR
|
$
|
147,611
|
$
|
2,065
|
||||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
|
||||||||
Income taxes paid
|
$
|
800
|
$
|
800
|
||||
Interest paid
|
$
|
-
|
$
|
-
|
||||
NON-CASH TRANSACTIONS
|
||||||||
Operation expenses paid by related party
|
$
|
25
|
$
|
25
|
1.
|
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
Level 1 |
Financial assets and liabilities for which values are based on unadjusted quoted prices for identical assets or liabilities in an active market that management has the ability to access.
|
Level 2 |
Financial assets and liabilities for which values are based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the asset or liability (commodity derivatives and interest rate swaps).
|
Level 3 |
Financial assets and liabilities for which values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset or liability.
|
2.
|
RELATED PARTY TRANSACTIONS
|
3. |
INCOME TAXES
|
4. |
Commitments and Contingencies
|
Name
|
Age
|
Position
|
Dr. Sun Tze Whang
|
73
|
Chairman of the Board and Chief Executive Officer
|
Kit Heng Tan
|
67
|
Chief Financial Officer/Principal Accounting Officer and Secretary
|
ITEM 12.
|
Beneficial Owner
|
Shares Owned
Beneficially
and of Record
|
Percent of Class
|
||||||
Carlee Electronics Pte. Ltd.
159 Gul Circle
Singapore 629617
|
25,800,000
|
64.5%
|
||||||
Officers and directors as a group (two persons)
|
(1)
|
(1)
|
a. |
The following financial statements are filed as part of this report:
|
b. |
No financial statement schedules are filed as part of this report.
|
c. |
The following exhibits are filed as part of this report:
|
Exhibit No.
|
Description
|
|
Certification of Chief Executive Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002
|
||
Certification of Chief Financial Officer/ Principal Accounting Officer pursuant to Section302 of Sarbanes-Oxley Act of 2002
|
||
Section 1350 Certification
|
d. |
The following XBRL documents are filed as part of this report:
|
101.INS
|
XBRL Instance Document
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
INTERDYNE COMPANY
|
||
(Registrant)
|
||
By:
|
/s/ Kit H. Tan
|
|
Kit H. Tan
|
||
Chief Financial Officer/
|
||
Principal Accounting Officer
|
Signature & Title
|
Capacity
|
Date
|
/s/ Sun Tze Whang
|
||
Sun Tze Whang
|
Director and
|
September 13, 2017
|
Chief Executive Officer
|
Chief Executive Officer
|
|
/s/ Kit H. Tan
|
||
Kit H. Tan
|
Director and
|
September 13, 2017
|
Chief Financial Officer/
|
Chief Financial Officer/
|
|
Principal Accounting Officer
|
Principal Accounting Officer
|
1. |
I have reviewed this Annual Report Form 10-K for the fiscal year ended June 30, 2017 of Interdyne Company;
|
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 financing 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 financing reporting, or caused such internal control over financing 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;
|
d. |
Disclosed in this Report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5. |
The registrant's other certifying officer 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.
|
By:
|
/s/ Sun Tze Whang
|
|
Sun Tze Whang
|
||
Chief Executive Officer
|
1. |
I have reviewed this Annual Report Form 10-K for the fiscal year ended June 30, 2017 of Interdyne Company;
|
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 financing reporting (as defined in Exchange Act Rules 13-a-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 financing reporting, or caused such internal control over financing 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;
|
d. |
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5. |
The registrant's other certifying officer 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.
|
By:
|
/s/ Kit H. Tan
|
|
Kit H. Tan
|
||
Chief Financial Officer/
|
||
Principal Accounting Officer
|
September 13, 2017
|
||
By:
|
/s/ Sun Tze Whang
|
|
Sun Tze Whang
|
||
Chief Executive Officer
|
||
September 13, 2017
|
||
By:
|
/s/ Kit H. Tan
|
|
Kit H. Tan
|
||
Chief Financial Officer/
|
||
Principal Accounting Officer
|
Document and Entity Information - USD ($) |
12 Months Ended | ||
---|---|---|---|
Jun. 30, 2017 |
Sep. 13, 2017 |
Dec. 31, 2016 |
|
Document And Entity Information | |||
Entity Registrant Name | INTERDYNE CO | ||
Entity Central Index Key | 0000051011 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --06-30 | ||
Entity a Well-known Seasoned Issuer | No | ||
Entity a Voluntary Filer | No | ||
Entity's Reporting Status Current | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 284,000 | ||
Entity Common Stock, Shares Outstanding | 39,999,942 | ||
Trading Symbol | ITDN | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2017 |
Balance Sheets - USD ($) |
Jun. 30, 2017 |
Jun. 30, 2016 |
---|---|---|
CURRENT ASSETS: | ||
Cash | $ 147,611 | $ 2,065 |
Due from related party | 194,104 | |
Total current assets | 147,611 | 196,169 |
TOTAL ASSETS | 147,611 | 196,169 |
CURRENT LIABILITIES: | ||
Accrued professional fees | 7,100 | 6,600 |
Due to related party | 3,000 | 22,149 |
Other accrued expenses | 2,375 | 3,966 |
Total current liabilities | 12,475 | 32,715 |
STOCKHOLDERS' EQUITY: | ||
Preferred stock, no par value; 50,000,000 shares authorized; 0 shares issued and outstanding | ||
Common stock, no par value; 100,000,000 shares authorized; 39,999,942 shares issued and outstanding as of June 30, 2017 and 2016 | 500,000 | 500,000 |
Accumulated deficit | (364,864) | (336,546) |
Total stockholders' equity | 135,136 | 163,454 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 147,611 | $ 196,169 |
Balance Sheets (Parenthetical) - $ / shares |
Jun. 30, 2017 |
Jun. 30, 2016 |
---|---|---|
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | ||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 39,999,942 | 39,999,942 |
Common stock, shares outstanding | 39,999,942 | 39,999,942 |
Statements of Operations - USD ($) |
12 Months Ended | |
---|---|---|
Jun. 30, 2017 |
Jun. 30, 2016 |
|
OPERATING EXPENSES: | ||
Professional fees | $ 12,396 | $ 10,915 |
General and administrative | 10,222 | 9,217 |
Management fees to related party | 6,000 | 6,000 |
Total expenses | 28,618 | 26,132 |
OPERATING LOSS | (28,618) | (26,132) |
OTHER INCOME: | ||
Interest from related party | 1,100 | 16,180 |
Total other income | 1,100 | 16,180 |
LOSS BEFORE INCOME TAXES | (27,518) | (9,952) |
INCOME TAX EXPENSE | (800) | (800) |
NET LOSS | $ (28,318) | $ (10,752) |
NET LOSS PER COMMON SHARE | ||
BASIC AND DILUTED | $ (0.00) | $ (0.00) |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | ||
BASIC AND DILUTED | 39,999,942 | 39,999,942 |
Statements of Shareholders' Equity - USD ($) |
Common Stock [Member] |
Additional Paid-In Capital [Member] |
Accumulated Deficit [Member] |
Total |
---|---|---|---|---|
Balance at Jun. 30, 2015 | $ 500,000 | $ (325,794) | $ 174,206 | |
Balance, shares at Jun. 30, 2015 | 39,999,942 | |||
Net Loss | (10,752) | (10,752) | ||
Balance at Jun. 30, 2016 | $ 500,000 | (336,546) | 163,454 | |
Balance, shares at Jun. 30, 2016 | 39,999,942 | |||
Net Loss | (28,318) | (28,318) | ||
Balance at Jun. 30, 2017 | $ 500,000 | $ (364,864) | $ 135,136 | |
Balance, shares at Jun. 30, 2017 | 39,999,942 |
Statements of Cash Flows - USD ($) |
12 Months Ended | |
---|---|---|
Jun. 30, 2017 |
Jun. 30, 2016 |
|
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (28,318) | $ (10,752) |
Changes in operating assets and liabilities: | ||
Interest due from related party | (1,100) | (16,180) |
Due to related party | (18,500) | 6,624 |
Accrued professional fees | 500 | (3,400) |
Other accrued expenses | (1,566) | (767) |
Net cash used in operating activities | (48,984) | (24,475) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Cash received from related party | 195,204 | 18,975 |
Net cash provided by investing activities | 195,204 | 18,975 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment to related party | (674) | |
Net cash used in financing activities | (674) | |
Net increase/ (decrease) in cash | 145,546 | (5,500) |
CASH, BEGINNING OF YEAR | 2,065 | 7,565 |
CASH, END OF YEAR | 147,611 | 2,065 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Income taxes paid | 800 | 800 |
Interest paid | ||
NON-CASH TRANSACTIONS | ||
Operation expenses paid by related party | $ 25 | $ 25 |
Nature of Business and Summary of Significant Accounting Policies |
12 Months Ended | |||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2017 | ||||||||||||
Accounting Policies [Abstract] | ||||||||||||
Nature of Business and Summary of Significant Accounting Policies |
Nature of Business - Interdyne Company (the “Company”) was incorporated in October 1946 in the state of California. The Company is a dormant shell currently seeking new opportunities. On November 22, 1988, the Company filed a voluntary petition for reorganization under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Central District of California. On May 17, 1990, the Company’s Amended Plan of Reorganization (the “Plan”) was confirmed by Bankruptcy Court, and the Plan became effective May 29, 1990. On July 20, 1990, the Bankruptcy Court approved a stipulation for nonmaterial modifications to the Plan. All claims and interest have been settled in accordance with the terms of the Plan. On August 22, 1990, the Board of Directors approved a change in the Company’s year-end to June 30, pursuant to the Plan.
Related party – The Company follows ASC 850, “Related Party Disclosure”, for the identification of related parties and disclosure of related party transactions. A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.
Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated.
Concentrations of Credit Risk – The Company does not have any asset that exposes it to credit risk.
Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of a receivable due from an affiliate. Due to a guarantee of the amount by a different credit-worthy affiliate, an allowance for possible losses has not been made.
Income Taxes – The Company accounts for income taxes in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) codified within Accounting Standards Codification (“ASC”) Topic No. 740-10, Income Taxes. Deferred income taxes are recognized for the temporary differences between the tax basis of assets and liabilities and their financial reporting amounts. The Company assesses, on an annual basis, the realizability of its deferred tax assets. A valuation allowance for deferred tax assets is established if, based upon available evidence, it is more likely than not that all or a portion of the deferred tax assets will not be realized.
Use of Estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts and timing of revenues and expenses, the reported amounts and classification of assets and liabilities, and the disclosure of contingent assets and liabilities. These estimates and assumptions are based on the Company’s historical results as well as management’s future expectations. The Company’s actual results may vary from those estimates and assumptions.
Reclassifications – Certain prior year amounts have been reclassified to conform with the current year presentation. These reclassifications had no impact on net earnings and financial position.
Net Loss per Share – The Company adopted ASC No. 260, “Earnings Per Share”, that requires the reporting of both basic and diluted earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. In accordance with ASC No. 260, “Earnings Per Share”, any anti-dilutive effects on net income (loss) per share are excluded. The Company has no potentially dilutive securities outstanding for any years presented.. Weighted average shares for computing net loss per share were 39,999,942 for each of the years presented.
Fair value of Financial Instruments- The Company applies the provisions of accounting guidance, FASB Topic ASC 825 that requires all entities to disclose the fair value of financial instruments, both assets and liabilities recognized and not recognized on the balance sheet, for which it is practicable to estimate fair value, and defines fair value of a financial instrument as the amount at which the instrument could be exchanged in a current transaction between willing parties.
Fair value Measurement- Our financial instruments consist principally of cash, due from related party, accrued professional fee, due to related party and other accrued expenses. ASC 820, Fair Value Measurements and Disclosures and ASC 825, Financial Instruments establish a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and enhances disclosure requirements for fair value measurements.
Fair Value Hierarchy
The Company has categorized its financial instruments, based on the priority of inputs to the valuation technique, into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).
Financial assets and liabilities recorded on the balance sheet are categorized based on the inputs to the valuation techniques as follows:
When the inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement in its entirety. The carrying amounts of cash, accrued professional fees and other accrued expenses approximate fair value because of the short-term nature of these items. Per ASC Topic 820 framework these are considered Level 3 inputs where estimates are unobservable by market participants outside of the Company and must be estimated using assumptions developed by the Company.
It is not, however, practical to determine the fair value of amounts due from related party and due to related party because the transactions cannot be assumed to have been consummated at arm’s length, the terms are not deemed to be market terms, there are no quoted values available for these instruments, and an independent valuation would not be practical due to the lack of data regarding similar instruments, if any, and the associated potential costs.
Recent Accounting Pronouncements –Management has reviewed all recent accounting pronouncements and determined that none will have a material impact on the Company’s present or future financial statements. |
Related Party Transactions |
12 Months Ended | ||
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Jun. 30, 2017 | |||
Related Party Transactions [Abstract] | |||
Related Party Transactions |
In prior years, the Company made advances to Acculogic, Inc., an affiliated company through common ownership and management. The advances bear interest at a rate of 8.5% per annum, payable on demand. The balance including interest was guaranteed by AMT Datasouth Corp., an affiliated company controlled by the Chief Executive Officer of the Company. The balance due from Acculogic Inc. as of June 30, 2016 was $194,104 including interests. On July 25, 2016, the total amount due from Acculogic, Inc. has been repaid in full and consequently the guarantee ceased to be valid.
An officer of the Company charged a management fee totaling $6,000 for each of the years ended June 30, 2017 and 2016 for the use of a home office, accounting and other services. During the years ended June 30, 2017 and 2016, the officer also paid operating expense of $25 and $25, respectively, on behalf of the Company to support the Company’s operation. During the year ended June 30, 2017, the Company repaid $674 to this officer for the expense paid on behalf of the Company. The balance due to this officer was $3,000 and $22,149 as of June 30, 2017 and June 30, 2016, respectively. The amounts due to this officer are unsecured, bearing no interest and are repayable on demand. |
Income Taxes |
12 Months Ended | ||
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Jun. 30, 2017 | |||
Income Tax Disclosure [Abstract] | |||
Income Taxes |
Income taxes for the years ended June 30, 2017 and 2016 represent state minimum franchise tax of $800. The Company had net operating loss carryovers for federal income tax purposes totaling approximately $98,797 and $70,480, as of the years ended June 30, 2017 and 2016, respectively. The ultimate realization of such loss carryovers will be dependent on the Company attaining future taxable earnings. Based on the level of historical operating results and projections of future taxable earnings, management believes that it is more likely than not that the Company will not be able to utilize the benefits of these carryovers. Therefore, a full valuation allowance has been recorded against the gross deferred tax assets arising from the June 30, 2017 and 2016 loss carryovers based on 34% enacted federal tax rate in the amount of $33,591 and $23,964, respectively. If not utilized, the carryovers expire beginning in fiscal 2026.
The Company files income tax returns in the U.S. federal jurisdiction and in the state of California. With few exceptions, the Company is no longer subject to U.S. federal and state tax examinations by tax authorities for the years ending June 30, 2011 and earlier. According to Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”), ownership changes may limit the amount of the NOL carry forwards that can be utilized annually to offset future taxable income and tax, respectively. |
Commitments and Contingencies |
12 Months Ended | ||
---|---|---|---|
Jun. 30, 2017 | |||
Commitments and Contingencies Disclosure [Abstract] | |||
Commitments and Contingencies |
In March 2017, the Company received a letter from the County of Santa Clara, California, which claimed that the Company is delinquent on its property taxes relating to tax year 1988/1989 in the amount of $80,238.07 including penalties which should be paid immediately. The Company believes that these property taxes were related to the period prior to the filing of the reorganization of the Company under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Central District of California on November 22, 1988 and the eventual confirmation of the Company’s Amended Plan of Reorganization (the “Plan”) by the Bankruptcy Court on May 17, 1990, and thus have been settled in accordance with the terms of the Plan and are therefore invalid. The Company has informed the County of Santa Clara that if it wants to assert its claim, it would have to petition to the Bankruptcy Court for relief. The Company does not recognize the said claim and therefore has not recorded any tax liabilities related to this claim. If the County of Santa Clara claim is adjudicated to be valid and the Company is liable, the tax liabilities imposed could have a material effect on the Company’s result of operations and financial position. |
Nature of Business and Summary of Significant Accounting Policies (Policies) |
12 Months Ended | |||||||||
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Jun. 30, 2017 | ||||||||||
Accounting Policies [Abstract] | ||||||||||
Nature of Business |
Nature of Business - Interdyne Company (the “Company”) was incorporated in October 1946 in the state of California. The Company is a dormant shell currently seeking new opportunities. On November 22, 1988, the Company filed a voluntary petition for reorganization under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Central District of California. On May 17, 1990, the Company’s Amended Plan of Reorganization (the “Plan”) was confirmed by Bankruptcy Court, and the Plan became effective May 29, 1990. On July 20, 1990, the Bankruptcy Court approved a stipulation for nonmaterial modifications to the Plan. All claims and interest have been settled in accordance with the terms of the Plan. On August 22, 1990, the Board of Directors approved a change in the Company’s year-end to June 30, pursuant to the Plan. |
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Related Party |
Related party – The Company follows ASC 850, “Related Party Disclosure”, for the identification of related parties and disclosure of related party transactions. A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.
Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated. |
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Concentrations of Credit Risk |
Concentrations of Credit Risk – The Company does not have any asset that exposes it to credit risk.
Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of a receivable due from an affiliate. Due to a guarantee of the amount by a different credit-worthy affiliate, an allowance for possible losses has not been made. |
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Income Taxes |
Income Taxes – The Company accounts for income taxes in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) codified within Accounting Standards Codification (“ASC”) Topic No. 740-10, Income Taxes. Deferred income taxes are recognized for the temporary differences between the tax basis of assets and liabilities and their financial reporting amounts. The Company assesses, on an annual basis, the realizability of its deferred tax assets. A valuation allowance for deferred tax assets is established if, based upon available evidence, it is more likely than not that all or a portion of the deferred tax assets will not be realized. |
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Use of Estimates |
Use of Estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts and timing of revenues and expenses, the reported amounts and classification of assets and liabilities, and the disclosure of contingent assets and liabilities. These estimates and assumptions are based on the Company’s historical results as well as management’s future expectations. The Company’s actual results may vary from those estimates and assumptions. |
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Reclassifications |
Reclassifications – Certain prior year amounts have been reclassified to conform with the current year presentation. These reclassifications had no impact on net earnings and financial position. |
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Net Loss Per Share |
Net Loss per Share – The Company adopted ASC No. 260, “Earnings Per Share”, that requires the reporting of both basic and diluted earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. In accordance with ASC No. 260, “Earnings Per Share”, any anti-dilutive effects on net income (loss) per share are excluded. The Company has no potentially dilutive securities outstanding for any years presented.. Weighted average shares for computing net loss per share were 39,999,942 for each of the years presented. |
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Fair Value of Financial Instruments |
Fair value of Financial Instruments- The Company applies the provisions of accounting guidance, FASB Topic ASC 825 that requires all entities to disclose the fair value of financial instruments, both assets and liabilities recognized and not recognized on the balance sheet, for which it is practicable to estimate fair value, and defines fair value of a financial instrument as the amount at which the instrument could be exchanged in a current transaction between willing parties. |
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Fair Value Measurement |
Fair value Measurement- Our financial instruments consist principally of cash, due from related party, accrued professional fee, due to related party and other accrued expenses. ASC 820, Fair Value Measurements and Disclosures and ASC 825, Financial Instruments establish a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and enhances disclosure requirements for fair value measurements.
Fair Value Hierarchy
The Company has categorized its financial instruments, based on the priority of inputs to the valuation technique, into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).
Financial assets and liabilities recorded on the balance sheet are categorized based on the inputs to the valuation techniques as follows:
When the inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement in its entirety. The carrying amounts of cash, accrued professional fees and other accrued expenses approximate fair value because of the short-term nature of these items. Per ASC Topic 820 framework these are considered Level 3 inputs where estimates are unobservable by market participants outside of the Company and must be estimated using assumptions developed by the Company.
It is not, however, practical to determine the fair value of amounts due from related party and due to related party because the transactions cannot be assumed to have been consummated at arm’s length, the terms are not deemed to be market terms, there are no quoted values available for these instruments, and an independent valuation would not be practical due to the lack of data regarding similar instruments, if any, and the associated potential costs. |
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Recent Accounting Pronouncements |
Recent Accounting Pronouncements –Management has reviewed all recent accounting pronouncements and determined that none will have a material impact on the Company’s present or future financial statements. |
Nature of Business and Summary of Significant Accounting Policies (Details Narrative) - shares |
12 Months Ended | |
---|---|---|
Jun. 30, 2017 |
Jun. 30, 2016 |
|
Accounting Policies [Abstract] | ||
Weighted average shares for computing net loss per share | 39,999,942 | 39,999,942 |
Related Party Transactions (Details Narrative) - USD ($) |
12 Months Ended | |
---|---|---|
Jun. 30, 2017 |
Jun. 30, 2016 |
|
Related Party Transactions [Abstract] | ||
Percentage of annual interest rate earned on advances to affiliated company | 8.50% | |
Due from related party, balances | $ 194,104 | |
Management fees charged by related party | 6,000 | 6,000 |
Officer paid operating expense | 25 | 25 |
Repaid to officer for expense | 674 | |
Accrued management fees payable to related party | $ 3,000 | $ 22,149 |
Income Taxes (Details Narrative) - USD ($) |
12 Months Ended | |
---|---|---|
Jun. 30, 2017 |
Jun. 30, 2016 |
|
Income tax, representing state minimum franchise tax | $ 800 | $ 800 |
Percentage of federal tax rate | 34.00% | 34.00% |
Deferred tax assets federal tax | $ 33,591 | $ 23,964 |
Operating loss carryovers expire date | 2026 | |
Federal Income Tax [Member] | ||
Operating loss carryovers net | $ 98,797 | $ 70,480 |
Commitments and Contingencies (Details Narrative) |
Jun. 30, 2017
USD ($)
|
---|---|
Commitments and Contingencies Disclosure [Abstract] | |
Santa Clara County property tax claim related to pre-1990 Chapter 11 filing, settled under Plan and unaccrued | $ 80,238 |
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