The accompanying notes to the financial statements are an integral part of these statements.
The accompanying notes to the financial statements are an integral part of these statements.
The accompanying notes to the financial statements are an integral part of these statements.
NOTES TO FINANCIAL STATEMENTS
July 31, 2013
NOTE 1 -
ORGANIZATION AND BASIS OF PRESENTATION
Bison Petroleum, Corp. (f/k/a GreenChoice International, Inc.) (the Company) was incorporated on February 9, 2010, under the laws of the State of Nevada. The business purpose of the Company was to market prefabricated log cabin type homes in countries outside North America. The planned operations have ceased. The Company has selected April 30 as its fiscal year end.
NOTE 2 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Development Stage Company
The Company is considered to be in the development stage as defined in ASC 915-10-20,
Development Stage Entity.
The Company is devoting substantially all of its efforts to the execution of its business plan.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America may require management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. There are no such estimates included in these financial statements.
Cash and Cash Equivalents
Cash and cash equivalents consists principally of currency on hand, demand deposits at commercial banks, and liquid investment funds having a maturity of three months or less at the time of purchase. The Company had cash and cash equivalents of $30,437 as of July 31, 2013 and $57 as of April 30, 2013.
Start-up Costs
In accordance with ASC 720-15-25,
Start-up Activities,
the Company expenses all costs incurred in connection with the start-up and organization of the Company.
Common Stock Issued For Other Than Cash
Services purchased and other transactions settled in the Company's common stock are recorded at the estimated fair value of the stock issued if that value is more readily determinable than the fair value of the consideration received.
Net Income or (Loss) Per Share of Common Stock
The Company follows financial accounting standards which provide for basic and diluted earnings per share. Basic earnings per share is computed by dividing income or loss available to common shareholders by the weighted average shares outstanding for the period. Diluted earnings per share reflects the potential dilution due to other securities outstanding which could affect the number of shares upon exercise. The Company has no potentially dilutive securities such as options, warrants, or convertible bonds currently issued and outstanding. Consequently basic and diluted shares are the same, as presented in the Statements of Operations and Comprehensive Loss.
Recently Enacted Accounting Standards
In June 2009 the FASB established the Accounting Standards Codification (Codification or ASC) as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in accordance with generally accepted accounting principles in the United States (GAAP). Rules and interpretive releases of the Securities and Exchange Commission (SEC) issued under authority of federal securities laws are also sources of GAAP for SEC registrants.
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Modifications to the ASC are accomplished by the issuance of Accounting Standards Updates (ASUs). The Company has evaluated ASUs through No. 2013-11. None of the updates for the period have applicability to the Company or their effect on the financial statements would not have been significant.
Office Space and Labor
The Companys sole Officer and Director will provide the labor required to execute the business plan and supply the necessary office space and facilities during the initial period of operations. The Company will recognize the fair value of services and office space so provided as contributed capital in accordance with ASC 225-10-S99-4. From inception (February 9, 2010) through April 30, 2013, the fair value of services and office space provided are estimated to be nil.
NOTE 3 -
PROVISION FOR INCOME TAXES
The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income regardless of when reported for tax purposes. Deferred taxes are provided in the financial statements under ASC 740-10-65-1 to give effect to the temporary differences which may arise from differences in the bases of fixed assets, depreciation methods and allowances based on the income taxes expected to be payable in future years. Minimal development stage deferred tax assets arising as a result of net operating loss carry-forwards have been offset completely by a valuation allowance due to the uncertainty of their utilization in future periods. Operating loss carry-forwards generated during the period from February 9, 2010 (date of inception) through July 31, 2013 of approximately $519,454 will begin to expire in 2031. Using an estimated rate of 35%, deferred tax assets of approximately $181,809 were offset by the valuation allowance.
The Company has no tax positions at July 31, 2013 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility.
The Company recognizes interest accrued relative to unrecognized tax benefits in interest expense and penalties in operating expense.
During the period from February 9, 2010 (inception) to July 31, 2013, the Company recognized no income tax related interest and penalties. The Company had no accruals for income tax related interest and penalties at July 31, 2013. All tax years starting from 2010 are open for examination.
NOTE 4 -
STOCKHOLDERS DEFICIT
On June 5, 2013, the Company changed its name to Bison Petroleum, Corp. and increased its number of authorized shares of common stock from One Hundred Million (100,000,000), par value $ 0.001, to Eight Hundred Million (800,000,000), par value $0.001 and, authorized a forward split of its issued and authorized common shares, whereby every One (1) old share of common stock was exchanged for Eight (8) new shares of the Companys common stock, for shareholders of record as of June 17, 2013, and effective on the OTCBB market for the Companys common stock on June 19, 2013. As a result, the issued and outstanding shares of common stock increased from Four Million Nine Hundred Thousand (4,900,000) shares prior to the forward split to Thirty Nine Million Two Hundred Thousand (39,200,000) shares following the forward split. The split is reflected retrospectively in these financial statements.
As of July 31, 2013, the Company has 800,000,000 shares of common stock authorized, par value of $.001 per share, with 39,366,667 shares issued and outstanding.
All common share amounts (except par value and par value per share amounts) have been retroactively restated to reflect the eight for one forward split, effective June 19, 2013.
The following details the stock transactions for the Company:
On February 10, 2010, the Company authorized the sale of 12,000,000 shares of its common stock to its founding president for $.00125 per share for a total of $15,000 cash to provide initial working capital. The stock subscription was fully paid as of June 11, 2010.
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On May 18, 2011, the Company received paid subscriptions for 4,000,000 shares at $0.00125 per share for a total of $5,000. The proceeds were used for administrative expenses.
On July 14, 2011, the Company received paid subscriptions for another 4,000,000 shares at $0.00125 per share for $5,000, which was used for administrative expenses. During August, September, and October 2011, the Company sold 8,800,000 shares at $0.00125 per share for proceeds of $11,000 to be used for administrative expenses.
The offering included in the Companys S-1 filing is closed and all certificates were issued as of October 31, 2011.
On January 7, 2013, the Company issued a total of 1,333,336 shares of common stock to one private investor for cash in the amount of $0.0375 per share for a total of $50,000.
On April 17, 2013, the Company issued a total of 800,000 shares of common stock to one private investor for cash in the amount of $0.0375 per share for a total of $30,000.
On May 6, 2013, the Company issued a total of 266,664 shares of common stock to one private investor for cash in the amount of $0.0375 per share for a total of $10,000.
On May 29, 2013, the Company issued a total of 8,000,000 shares of common stock to Antonio Martinez-Guzman, its sole officer and director, valued at $300,000 or $0.0375 per share as payment for services rendered to the Company. $15,000 was for payment of prior services and $285,000 was for services in the current year.
On July 25, 2013, the Company issued a total of 166,667 shares of common stock to one private investor for cash in the amount of $0.30 per share for a total of $50,000.
NOTE 5 -
LOANS FROM STOCKHOLDERS
The Companys former President and former sole director along with another stockholder have advanced funds for organizational and administrative expenses.
During the year ended April 30, 2013, the Companys former president and former sole director along with another stockholder agreed to forgive debt outstanding totaling $37,468, which has been recorded as contributed capital.
The Companys President and sole director has advanced funds for organizational and administrative expenses. The total of these advances as of July 31, 2013, is $11,465. The loans are unsecured and payable on demand. Consequently, the loans are reported as current liabilities.
NOTE 6 -
FOREIGN CURRENCY TRANSLATION
Since the Company previously operated in Canada there was potential for transactions in Canadian dollars. From inception, the only transactions were $7 net expense from conversion of Canadian currency paid for stock. Assets and liabilities, if denominated in Canadian dollars, are revalued to United States dollars as of the reporting date. The effect of such change in exchange rates is reported as a Cumulative Currency Translation Adjustment and included in Other Comprehensive Gains or (Losses) which, to date, have been nominal.
NOTE 7 -
GOING CONCERN
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern. The Company has incurred an operating deficit since its inception, is in the development stage and has generated no operating revenue. These items raise substantial doubt about the Companys ability to continue as a going concern. In view of these matters, realization of the assets of the Company is dependent upon the Companys ability to meet its financial requirements through equity financing and the success of future operations. These financial statements do not include adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.
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NOTE 8 -
RELATED PARTY TRANSACTIONS
During the period ended July 31, 2013, the Companys President rendered invoices of $27,337 to the Company for Consulting Services and expenses paid on behalf of the Company. The President received $43,495 (including $15,000 of common stock) during the period to July 31, 2013, leaving an unpaid balance of $24,624, shown on the balance sheet as accounts payable officer.
NOTE 9 -
COMMITMENTS
The Company has entered into a lease agreement for a monthly rent of $700 on an office space for a period of July 11, 2013 through January 31, 2014 and $1,874 was paid for rent and service retainer during the quarter.
NOTE 10 -
SUBSEQUENT EVENTS
The Company has evaluated events through the date the financial statements were issued. There are no subsequent events required to be reported, except as follows:
On August 9, 2013, the Company entered into a Lease Purchase Agreement with Nelan Advisors Corporation ("Nelan"), whereby Nelan sold certain oil and gas leases issued by the State of Wyoming to the Company. The Company is a successor in interest to Nelan, which is a successor in interest to Gas Ventures LLC, the record owner of these leases. The Company will issue 1,000,000 shares of its common stock on the recording of the leases.
On September 18, 2013, the Company completed a private placement of 166,667 shares of its common stock at $0.30 per share for a total offering price of $50,000. With the purchase of these shares, Nelan, the subscriber, now owns 2,566,665 shares or approximately 6.33% of the Companys total outstanding shares, based on 40,533,334 shares being outstanding, which assumes that the 1,000,000 shares to be issued to Nelan under the aforesaid Lease Purchase Agreement and these 166,667 subscribed shares have been issued. Accordingly, Nelan may be deemed to be a related party.
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