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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/21/19 Crown Equity Holdings, Inc. 10-K 12/31/18 54:3.1M Discount Edgar/FA |
Document/Exhibit Description Pages Size
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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 December 31, 2018
¨ 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: 000-29935
CROWN EQUITY HOLDINGS INC. |
Nevada |
| 33-0677140 |
(State or other jurisdiction of incorporation or organization) |
| (IRS Employer Identification Number) |
11226 Pentland Downs Street, Las Vegas, NV 89141
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (702) 683-8946
Securities registered pursuant to Section 12(b) of the Act: None.
Name of each exchange on which registered: None.
Securities registered pursuant to Section 12(g) of the Act: Common Stock
Indicate by check mark if the registrant is a well-seasoned issuer, as defined in Rule 405 of the Securities Act Yes x No ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15d of the Act Yes x No ¨
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or such shorter period of that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ¨ No x
Indicate by checkmark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the previous 12 months (or for such shorter period that the registrant was required to submit and post such files.) Yes x No ¨
Indicate by checkmark if disclosure of delinquent filers to Item 405 of Regulation S-K (§229.405) is not contained herein and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K. ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ¨ | Accelerated filer | ¨ |
Non-accelerated filer | ¨ | Smaller reporting company | x |
(Do not check if smaller reporting company) | Emerging growth company | ¨ | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section7(a)(2)(B) of the Securities Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act,) Yes x No ¨
The aggregate number of shares of the voting stock held by non-affiliates on June 30, 2018 was 1,400,486 The aggregate market value of the common stock held by non-affiliates of the registrant was approximately $1,400,486. For the purposes of the foregoing calculation only, all directors and executive officers of the registrant have been deemed affiliates.
The number of shares outstanding of the Company's $.001 Par Value Common Stock as of November 21, 2019, was 12,052,766.
DOCUMENTS INCORPORATED BY REFERENCE: None.
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DISCLOSURE REGARDING FORWARD LOOKING STATEMENT
Certain statements contained in this Annual Report on Form 10-K may be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, all of which are based upon various estimates and assumptions that the Company believes to be reasonable as of the date hereof. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,” “expect,” “plan,” “project,” “intend,” “anticipate,” “believe,” “seek,” “estimate,” “predict,” “potential,” “pursue,” “target,” “continue,” the negative of such terms or other comparable terminology. These statements involve risks and uncertainties that could cause the Company’s actual future outcomes to differ materially from those set forth in such statements. Such risks and uncertainties include, but are not limited to:
| · | the possibility that certain tax benefits of our net operating losses may be restricted or reduced in a change in ownership or a further change in the federal tax rate; |
| · | the inability to carry out plans and strategies as expected |
| · | limitations on the availability of sufficient credit or cash flow to fund our working capital needs and capital expenditures and debt service; |
| · | difficulty in fulfilling the terms of our convertible note payables, which could result in a default and acceleration of our indebtedness under our convertible note payables; |
| · | the possibility that we issue additional shares of common stock or convertible securities that will dilute the percentage ownership interest of existing stockholders and may dilute the book value per share of our common stock; |
| · | the relatively low trading volume of our common stock, which could depress our stock price; |
| · | competition in the industries in which we operate, both from third parties and former employees, which could result in the loss of one or more customers or lead to lower margins on new projects; |
| · | a general reduction in the demand for our services; |
| · | our ability to enter into, and the terms of, future contracts; |
| · | uncertainties inherent in estimating future operating results, including revenues, operating income or cash flow; |
| · | complications associated with the incorporation of new accounting, control and operating procedures; |
| · | the recognition of tax benefits related to uncertain tax positions; |
You should understand that the foregoing, as well as other risk factors discussed in this document and in Part I Item 1A, under the heading of Risk Factors could cause future outcomes to differ materially from those experienced previously or those expressed in such forward-looking statements. We undertake no obligation to publicly update or revise any information, including information concerning our net operating losses, borrowing availability or cash position, or any forward-looking statements to reflect events or circumstances that may arise after the date of this report. The Forward-looking Statements are provided in this Annual Report on Form 10-K pursuant to the Safe Harbor established under the Private Securities Litigation Reform Act of 1995 and should be evaluated in context of the estimates, assumptions, uncertainties, and uses described herein.
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A) General
Crown Equity Holdings Inc. formerly known as Micro Bio-Medical Waste Systems, Inc. (the "Company") was incorporated on August 31, 1995 as "Visioneering Corporation" under the laws of the State of Nevada.
In December, 2010, the Company formed two wholly owned subsidiaries Crown Tele Services Inc. and CRWE Direct Inc. Crown Tele Services Inc. was formed to provide voice over internet services to clients at a competitive price, CRWE Direct Inc. was formed to provide direct sales to customers.
In December 2011, the Company formed a wholly owned subsidiary CRWE Real Estate Inc. to hold real estate. This entity had no sales during the year. The company sold the above subsidiaries (Crown Tele Services Inc., CRWE Direct, and CRWE Real Estate Inc.) on the 28th of December, 2017.
At the present time, the Company is offering its services to domestic and global companies seeking to become public entities in the United States. It has launched a website, www.crownequityholdings.com, which offers its services in a wide range of fields. The Company provides various consulting services to companies and individuals dealing with corporate structure and operations globally. The Company also provides public relations and news dissemination for publicly and privately held companies.
In 2009, the Company re-focused its primary vision to using its network of websites to provide advertising and marketing services, as a worldwide online media advertising publisher, dedicated to the distribution of quality branding information. The Company offers Internet media-driven advertising services, which cover and connect a wide range of marketing specialties, as well as search engine optimization for clients interested in online media awareness. As part of its operations, the Company has utilized the services of software and hardware technicians in developing its websites and adding additional websites. This allows the Company to disseminate news and press releases for its customers as well as general news and financial information on a much bigger scale than it did previously. The Company markets its services to companies seeking market awareness of them and the services or goods that they offer. The Company then publishes information concerning these companies on its many websites. The Company is paid in cash and/or stock of the customer companies. The condition of online publishing remains at an all-time high and is continuing to evolve and grow. It is to a point where online publishing is a key component of a publishing company's strategy in the print dominated market. No longer is the possession of printed reading material adding value to a reader's experience.
At the moment, the majority of the Company's publishing sites have light to relatively medium traffic. The Company is presently in the process of strengthening its online publishing competitive position with its strategy of producing and obtaining a stronger presence with its community targeted online news and information publishing. The Company has increased its web presence with the dedicated community targeted news and information publishing websites. The Company has increased its readership to create a stronger competitive position within the online publishing industry. The company is continuing its efforts with increasing its readership to obtain advertisers wanting to reach its viewership.
The Company's office is located at 11226 Pentland Downs Street, Las Vegas NV 89141. The Company is provided office space by one of the officers and directors at no charge.
As of December 31, 2018, the Company utilized the services of independent contractors during the year. Montse Zaman, Arnulfo Saucedo-Bardan, and Kenneth Bosket. Officers compensation is detailed in Part III, Item 11 of this filing.
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We have experienced net losses and negative cash flows from operating activities, and can expect such losses and negative cash flows to continue in the foreseeable future. Our ability to continue as a going concern is dependent upon raising capital from financing transactions and future sales.
If we are unable to adapt to changing market conditions, client requirements or emerging industry standards, our business could be adversely affected.
Because of inherent limitations, a system of 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 due to change in conditions.
These broad market fluctuations may adversely affect the market price of our common stock. In addition, if our operating results differ from our announced guidance or the expectations of equity research analysts or investors, the price of our common stock could decrease significantly.
Item 1B: Unresolved Staff Comments
None.
The Company is provided office space by one of the officers and directors at no charge. The Company believes that this office space is sufficient for its needs for the foreseeable future.
The Company was subject to the following judgment:
Lowell Holden vs. Kenneth Bosket, Crown Equity Holdings Inc.
On March 3, 2017, Lowell Holden received a judgment for $39,965 in the Hennepin County District Court in Minneapolis, MN in reference to monies owed for prior services rendered. The Company settled the judgment with a one-time cash payment of $10,000 during the first quarter of 2017.
Item 4: Mine Safety Disclosures
None.
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Item 5: Market for Registrant's Common Equity and Related Shareholder Matters and Issuer Purchases of Equity Securities
The Company's common stock is currently traded on the OTC Electronic Bulletin Board in the United States, having the trading symbol "CRWE" and CUSIP #22834M107. The Company's stock is traded on the OTC Electronic Bulletin Board. As of December 31, 2018, the Company had 11,823,389 shares of its common stock issued and outstanding of which 10,700,455 were held by affiliates.
The following table reflects the high and low quarterly bid prices for the fiscal years ended December 31, 2018 and 2017.
These quotations may reflect inter-dealer prices without retail mark-up/mark-down/commission and may not reflect actual transactions.
As of December 31, 2018, the Company estimates there are approximately 96 "holders of record" of its common stock and estimates that there are approximately 150 beneficial shareholders of its common stock. The Company has authorized 450,000,000 shares of common stock, par value $.001 and 20,001,000 shares of preferred stock, par value $.001, of which 1,000 are designated Series A. The 1,000 Series A preferred stock are outstanding and granted to our President. No other preferred shares are issued and outstanding.
Item 6: Selected Financial Data
We are a smaller reporting company as defined by Rule 12b-2 of Securities and Exchange Act of 1934 and are not required to provide information under this item.
Item 7: Management's Discussion and Analysis of Financial Condition and Results of Operations
OVERVIEW
The following discussion of the financial condition, changes in financial condition and results of operations of the Company for the fiscal years ended December 31, 2018 and 2017 should be read in conjunction with the financial statements of the Company and related notes included therein.
The Company was incorporated on August 31, 1995 as Visioneering Corporation. In 1999, the Company acquired 20/20 Web Design, Inc., a Colorado corporation wholly owned by Crown Partners, Inc. In August, 2009, Crown Partners transferred its shares of the Company to Crown Marketing Corporation ("Crown Marketing") in exchange for marketing and public relation services to be provided by Crown Marketing.
The Company continues to search for additional areas in which it can generate revenue so that the Company will become profitable but there can be no guarantee that profitability will be achieved in the near- or long-term.
The Company will attempt to carry out its business plan as discussed below. The Company's business plan is to continue building its network of online publishing sites, as well as continuing to provide the consulting and services to its client on an as-needed basis. These services include general and financial management to private and public companies with an emphasis on their financial reporting and filing requirements. Such service is subject to the needs of its clients and may vary by company. The Company will attempt to carry out its business plan as described above. The Company cannot predict to what extent its lack of liquidity and capital resources will hinder its business plan prior to the consummation of a business combination.
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LIQUIDITY AND CAPITAL RESOURCES
Since inception, the Company's most significant change in liquidity or capital resources or stockholders' equity has been receipts of proceeds from offerings of its capital stock. The Company's balance sheet as of December 31, 2018 reflects expanded assets and reduced liabilities from the previous year primarily due to company’s common stock purchases and conversion of notes payable to common shares. The revenue transaction does not reflect the ability of the Company to fund itself without outside sources in the future. Further, there exist no agreements or understandings with regard to loan agreements by or with the Officers, Directors, principals, affiliates or shareholders of the Company. In the past, officers and directors of the Company have lent or advanced monies to the Company to fund operations, there are no formal agreements or arrangements for them to continue to do so. As of December 31, 2018, the Company has $13,294 in cash and $42,879 of long-term debt.
At December 31, 2018, the Company had negative working capital of $336,928 which consisted of current assets of $13,294 and current liabilities of $350,222. The current liabilities of the Company at December 31, 2018 are composed of accounts payable and accrued expenses of $207,125, accounts payable to related party of $61,156, deferred revenue – related party of $50,000 , convertible notes payable to related parties net of debt discount of 13,040, convertible notes payable, net of debt discount of $8,498 and current portion of long-term debt of $10,403.
Cash flows used in operating activities during the year ended December 31, 2018 was $52,870 compared to cash flow used of $47,976 for the same period in 2017.
Cash flows provided by investing activities were $0 for the years ended December 31, 2018 and 2017.
Cash flows provided by financing activities was $64,302 for the year ended December 31, 2018 compared to $39,275 for the same period in 2017. The financing activities in 2017 and 2018 consisted of loan proceeds and payments and the sale of common stock.
As of December 31, 2018, the Company had total assets of $63,859 and total liabilities of $393,101. Stockholders' deficit as of December 31, 2018 was $329,242 compared to a deficit of $222,793 at December 31, 2017. The Company will attempt to carry out its plan of business as discussed above. The Company cannot predict to what extent its lack of liquidity and capital resources will hinder its business plan. The Company will need additional capital to fund that proposed operation.
NEED FOR ADDITIONAL FINANCING
The Company's existing capital may not be sufficient to meet the Company's cash needs, including the costs of compliance with the continuing reporting requirements of the Securities Exchange Act of 1934, as amended.
No commitments to provide additional funds have been made by management or other stockholders. Accordingly, there can be no assurance that any funds will be available to the Company to allow it to cover its expenses.
The Company might seek to compensate providers of services by issuances of stock in lieu of cash.
RESULTS OF OPERATIONS - Comparison of the Year Ended December 31, 2018 to the Year Ended December 31, 2017
REVENUES
Sales for the year ended December 31, 2018 were $10,452 compared to $2,849 for the year ended December 31, 2017, an increase of $7,603. Of the $10,452 revenue in 2018, $7,100 was from related parties.
OPERATING EXPENSES
During the year ended December 31, 2018, we incurred $342,372 in operating expenses, compared to $150,129 in the same period ended December 31, 2017, an increase of $192,243 due mainly to stock issued for services.
OTHER INCOME AND EXPENSES
During the year ended December 31, 2018, we incurred other expenses of $42,900, consisting of interest expense of $17,996 and amortization of the beneficial conversion feature of our convertible notes of $24,904. In the year ended December 31, 2017 we had other expenses of $43,864 consisting of interest expense of $4,402 and a loss on extinguishment of debt of $39,462.
NET LOSS
The Company had a net loss for the year ended December 31, 2018 of $374,820 compared to a net loss of $191,144 for the year ended December 31, 2017, the increased loss mainly due to common stock issued for services.
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Item 8: Financial Statements and Supplementary Data
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
| 8 |
| Table of Contents |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and
Stockholders of Crown Equity Holdings, Inc.
Opinion on the Financial Statements
We have audited the accompanying balance sheet of Crown Equity Holdings, Inc. and subsidiaries (the Company) as of December 31, 2018 and the related statement of operations, stockholders’ deficit, and cash flows for the year ended December 31, 2018, and the related notes and schedules (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2018 and the results of its operations and its cash flows for the year ended December 31, 2018, in conformity with accounting principles generally accepted in the United States of America. The financial statements of Crown Equity Holdings, Inc. and subsidiaries as of December 31, 2017, were audited by other auditors whose report dated October 16, 2018 expressed an unqualified opinion on those statements.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company suffered a net loss from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. Management’s plans regarding those matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
/s/ M&K CPAS, PLLC
We have served as the Company’s auditor since 2018.
Houston, Texas
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders
Crown Equity Holdings, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Crown Equity Holdings, Inc. and its subsidiaries (collectively, the “Company”) as of December 31, 2017 and 2016, and the related consolidated statements of operations, stockholders’ deficit, and cash flows for the years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of their operations and their cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
Going Concern Matter
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the Company's auditor since 2006.
Houston, Texas
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CROWN EQUITY HOLDINGS, INC.
|
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| 2018 |
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| 2017 |
| ||
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|
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| ||
Assets | ||||||||
Current assets |
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|
|
|
|
| ||
Cash |
| $ | 13,294 |
|
| $ | 1,862 |
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Total Current Assets |
|
| 13,294 |
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|
| 1,862 |
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|
|
|
|
|
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Property and Equipment, net |
|
| 50,565 |
|
|
| 79,460 |
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Total Assets |
| $ | 63,859 |
|
| $ | 81,322 |
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Liabilities and Stockholders' Deficit | ||||||||
Current liabilities |
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Accounts payable and accrued expenses |
| $ | 207,125 |
|
| $ | 174,378 |
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Accounts payable to related party |
|
| 61,156 |
|
|
| 37,591 |
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Deferred revenue related party |
|
| 50,000 |
|
|
| - |
|
Convertible notes payable to related parties, net of debt discount |
|
| 13,040 |
|
|
| 4,212 |
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Convertible notes payable, net of debt discount |
|
| 8,498 |
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|
| 29,888 |
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Current portion of long-term debt |
|
| 10,403 |
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|
| 10,518 |
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Total Current Liabilities |
|
| 350,222 |
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| 256,587 |
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Non-Current liabilities |
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Long-term debt |
|
| 42,879 |
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| 47,528 |
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Total Liabilities |
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| 393,101 |
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| 304,115 |
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Stockholders' deficit |
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Preferred Stock, 20,000,000 shares authorized, authorized at $.001 par value, none issued or outstanding |
|
| - |
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| - |
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Series A Convertible Preferred Stock, $0.001 par value, 1,000 shares authorized, 1,000 issued and outstanding at December 31, 2018 and 2017 |
|
| 1 |
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|
| 1 |
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Common Stock, 450,000,000 authorized at $0.001 par value; 11,823,389 and 11,461,137 shares issued and outstanding at December 31, 2018 and 2017 |
|
| 11,823 |
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| 11,461 |
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Stock Payable |
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| 18,756 |
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| - |
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Additional paid-in capital |
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| 11,279,211 |
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| 11,029,958 |
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Accumulated deficit |
|
| (11,639,033 | ) |
|
| (11,264,213 | ) |
Total stockholders' deficit |
|
| (329,242 | ) |
|
| (222,793 | ) |
Total liabilities and stockholders' deficit |
| $ | 63,859 |
|
| $ | 81,322 |
|
The accompanying notes are an integral part of these consolidated financial statements.
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CROWN EQUITY HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
The accompanying notes are an integral part of these consolidated financial statements.
CROWN EQUITY HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017
|
| Preferred Stock |
|
| Common Stock |
|
| Common Stock |
|
| Additional Paid-In |
|
| Accumulated |
|
| Total Stockholders' |
| ||||||||||||||
|
| Shares |
|
| Amount |
|
| Shares |
|
| Amount |
|
| Payable |
|
| Capital |
|
| Deficit |
|
| (Deficit) |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Balances, December 31, 2016 |
|
| 1,000 |
|
| $ | 1 |
|
|
| 11,341,831 |
|
| $ | 11,342 |
|
| $ | - |
|
| $ | 10,887,369 |
|
| $ | (11,073,069 | ) |
| $ | (184,357 | ) |
Common stock issued for services |
|
| - |
|
|
| - |
|
|
| 30,998 |
|
|
| 31 |
|
|
| - |
|
|
| 57,906 |
|
|
| - |
|
|
| 57,937 |
|
Common stock issued for cash |
|
| - |
|
|
| - |
|
|
| 62,000 |
|
|
| 62 |
|
|
| - |
|
|
| 30,938 |
|
|
| - |
|
|
| 31,000 |
|
Common stock issued for settlement of debt |
|
| - |
|
|
| - |
|
|
| 26,308 |
|
|
| 26 |
|
|
| - |
|
|
| 52,589 |
|
|
| - |
|
|
| 52,615 |
|
Debt discount due to beneficial conversion feature |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
|
|
|
|
| 11,156 |
|
|
| - |
|
|
| 11,156 |
|
Net loss |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| (191,144 | ) |
|
| (191,144 | ) |
Balances at December 31, 2017 |
|
| 1,000 |
|
| $ | 1 |
|
|
| 11,461,137 |
|
| $ | 11,461 |
|
|
|
|
|
| $ | 11,029,958 |
|
| $ | (11,264,213 | ) |
| $ | (222,793 | ) |
Common stock issued for services |
|
| - |
|
|
| - |
|
|
| 316,252 |
|
|
| 316 |
|
|
|
|
|
|
| 171,449 |
|
|
| - |
|
|
| 171,765 |
|
Common stock issued for cash |
|
| - |
|
|
| - |
|
|
| 46,000 |
|
|
| 46 |
|
|
|
|
|
|
| 22,954 |
|
|
| - |
|
|
| 23,000 |
|
Common Stock Subscribed for services |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 18,756 |
|
|
| - |
|
|
| - |
|
|
| 18,756 |
|
Debt discount due to beneficial conversion feature |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| -- |
|
|
| 54,850 |
|
|
| - |
|
|
| 54,850 |
|
Net loss |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
|
|
|
|
| - |
|
|
| (374,820 | ) |
|
| (374,820 | ) |
Balances at December 31, 2018 |
|
| 1,000 |
|
| $ | 1 |
|
|
| 11,823,389 |
|
| $ | 11,823 |
|
| $ | 18,756 |
|
| $ | 11,279,211 |
|
| $ | (11,639,033 | ) |
| $ | (329,242 | ) |
The accompanying notes are an integral part of these consolidated financial statements.
CROWN EQUITY HOLDINGS, INC.
CONSOLDIATED STATEMENTS OF CASH FLOWS
|
| For the Years Ended |
| |||||
|
|
| ||||||
|
| 2018 |
|
| 2017 |
| ||
|
|
|
|
|
|
| ||
Cash flows from operating activities |
|
|
|
|
|
| ||
Net (loss) |
| $ | (374,820 | ) |
| $ | (191,144 | ) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
|
|
Depreciation expense |
|
| 28,895 |
|
|
| 7,223 |
|
Common stock issued for services |
|
| 190,521 |
|
|
| 57,937 |
|
Loss on settlement of debt |
|
| - |
|
|
| 39,462 |
|
Amortization of beneficial conversion features |
|
| 24,904 |
|
|
| 2,181 |
|
Changes in operating assets and liabilities |
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
| 4,063 |
|
|
| 9,357 |
|
Accounts payable – related party |
|
| 23,567 |
|
|
| 27,008 |
|
Deferred revenue – related party |
|
| 50,000 |
|
|
| - |
|
Net cash (used in) operating activities |
|
| (52,870 | ) |
|
| (47,976 | ) |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
| - |
|
|
| - |
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
Proceeds from convertible notes payable |
|
| 3,000 |
|
|
| 5,531 |
|
Proceeds from sale of stock |
|
| 23,000 |
|
|
| 31,000 |
|
Payments on convertible notes payable - related party |
|
| (8,784 | ) |
|
| (1,026 | ) |
Proceeds from convertible notes payable - related party |
|
| 51,850 |
|
|
| 6,470 |
|
Payments on notes payable |
|
| (4,764 | ) |
|
| (2,700 | ) |
Net cash provided by financing activities |
|
| 64,302 |
|
|
| 39,275 |
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash |
|
| 11,432 |
|
|
| (8,701 | ) |
|
|
|
|
|
|
|
|
|
Cash, beginning of period |
|
| 1,862 |
|
|
| 10,563 |
|
|
|
|
|
|
|
|
|
|
Cash, end of period |
| $ | 13,294 |
|
| $ | 1,862 |
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE: |
|
|
|
|
|
|
|
|
Interest paid |
| $ | - |
|
| $ | - |
|
Income taxes paid |
|
| - |
|
|
| - |
|
|
|
|
|
|
|
|
|
|
NONCASH INVESTING AND FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
|
Common stock issued for settlement of debt and interest |
| $ | - |
|
| $ | 2,000 |
|
Common stock issued for debt and interest conversion |
|
| - |
|
|
| 13,153 |
|
Debt issued for settlement payment made by related party on behalf of the Company |
|
| - |
|
|
| - |
|
Debt issued for fixed assets |
|
| - |
|
|
| 86,730 |
|
Debt discount resulting from convertible notes |
|
| 54,850 |
|
|
| 11,156 |
|
The accompanying notes are an integral part of these consolidated financial statements.
| 14 |
| Table of Contents |
CROWN EQUITY HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 – NATURE OF BUSINESS AND SUMMARY OF ACCOUNTING POLICIES
Nature of Business
Crown Equity Holdings Inc. ("Crown Equity" or the "Company") was incorporated in August 1995 in Nevada. The Company offers through its digital network of websites, advertising branding, marketing solutions and other services to boost customer awareness, as well as merchant visibility as a worldwide online multi-media publisher. The Company focuses on the distribution of information for the purpose of bringing together its audience with the advertisers that want to reach them. Its advertising services cover and connect a range of marketing specialties, as well as provide search engine optimization for clients interested in online media awareness. Crown Equity Holdings' objective is making its endeavor known as CRWE WORLD into a global online news and information source, as well as a global one stop shop for various distinct products and services. The Company also offers services to companies seeking to become public entities in the United States, as well as providing various consulting services to companies and individuals dealing with corporate structure and operations globally.
In 2010, the Company formed two subsidiaries Crown Tele Services, Inc. and CRWE Direct, Inc. Crown Tele Services Inc. will provide voice over IP messaging at a competitive price to other competitors and CRWE Direct will provide its client with direct sales of products. This entity was divested at the end of 2017.
In 2011, the Company formed a wholly owned subsidiary CRWE Real Estate Inc. CRWE Real Estate Inc. will hold real estate. CRWE Real Estate Inc., Crown Tele Services, Inc. and CRWE Direct, Inc. were sold in December of 2016 for aggregate consideration of $100, resulting in a gain of $5,967.
In 2016, the company sale of the subsidiaries is not considered to be a strategic shift since there were minimal activities during the year in the subsidiaries.
Assets |
|
| - |
|
Intercompany |
|
| - |
|
Total Assets sold |
|
| - |
|
|
|
|
|
|
Cash |
|
| 100 |
|
Payable assumed by buyer |
|
| 5,867 |
|
Total Consideration |
|
| 5,967 |
|
|
|
|
|
|
Gain on sale of subsidiaries |
|
| 5,967 |
|
Basis of Preparation
The accompanying consolidated financial statements include the financial information of Crown Equity Holdings Inc. (“Crown Equity”, the “Company”) have been prepared in accordance with the instructions to financial reporting as prescribed by the Securities and Exchange Commission (the “SEC”). The preparation of these consolidated financial statements and accompanying notes in conformity with U.S. generally accepted accounting principles (“GAAP”). In the opinion of management, the consolidated financial statements contained in this report include all known accruals and adjustments necessary for a fair presentation of the financial position, results of operations, and cash flows for the periods reported herein.
Reclassifications
Certain prior period amounts have been reclassified to conform to current period presentation.
Adoption of New Accounting Standard
Crown Equity adopted Accounting Standard Update 2014-09, Revenue from Contracts with Customers, at the start of the first quarter of 2018 using the modified retrospective approach and recorded a cumulative effect adjustment to retained earnings based on the current terms and conditions for open contracts as of January 1, 2018. The adoption of the standard did not have a material impact on the Company’s Consolidated Financial Statements. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods.
| 15 |
| Table of Contents |
Accounting Standards Not Yet Adopted
We expect to adopt these provisions on January 1, 2019, including interim periods subsequent to the date of adoption. We are currently evaluating the impact it will have on our Consolidated Financial Statements.
In February 2016, the FASB issued ASU 2017-02 “Leases”, which is codified in ASC 842 “Leases” and supersedes current lease guidance in ASC 840. These provisions require lessees to put a right-of-use asset and lease liability on their balance sheet for operating and financing leases that have a term of more than one year. Expense will be recognized in the income statement similar to current accounting guidance. For lessors, the ASU modifies the classification criteria and the accounting for sales-type and direct financing leases. Entities will need to disclose qualitative and quantitative information about their leases, including characteristics and amounts recognized in the financial statements. These provisions are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. We expect to adopt these provisions on January 1, 2019, including interim periods subsequent to the date of adoption. Entities are required to use a modified retrospective approach upon adoption to recognize and measure leases at the beginning of the earliest comparative period presented in the financial statements.
In September 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation, to simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments for employees, with certain exceptions. Under the new guidance, the cost for nonemployee awards may be lower and less volatile than under current US GAAP because the measurement generally will occur earlier and will be fixed at the grant date. This update is effective for annual financial reporting periods, and interim periods within those annual periods, beginning after December 15, 2018, although early adoption is permitted.
Crown Equity does not expect the adoption of any recently issued accounting pronouncements to have a significant impact on their financial position, results of operations or cash flows.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires the use of estimates and assumptions by management in determining the reported amounts of assets and liabilities, disclosures of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are primarily used in our revenue recognition, long-lived asset impairments and adjustments, deferred tax, stock-based compensation, and reserves for legal matters.
Cash and Cash Equivalents
Crown Equity considers all highly liquid investments purchased with an original maturity of three months or less to be cash and cash equivalents.
Stock-Based Compensation
The Company accounts for stock-based compensation to employees in accordance with ASC 718 requiring employee equity awards to be accounted for under the fair value method. Accordingly, share-based compensation is measured at grant date, based on the fair value of the award and is recognized as expense over the requisite employee service period. The Company accounts for stock-based compensation to other than employees in accordance with ASC 505-50. Equity instruments issued to other than employees are valued at the earlier of a commitment date or upon completion of the services, based on the fair value of the equity instruments and is recognized as expense over the service period. The Company estimates the fair value of share-based payments using the Black-Scholes option-pricing model for common stock options and the closing price of the company's common stock for common share issuances.
| 16 |
| Table of Contents |
Revenue Recognition
The core principles of revenue recognition under ASC 606 include the following five criteria:
1. | Identify the contract with the customer | |
|
|
|
|
| Contract with our customers may be oral, written, or implied. A written and signed invoice stating the terms and conditions is the Company’ preferred method. The terms of a written contract may be contained within the body of an invoice or in an email. No work is commenced without an understanding between the Company and our client that a valid contract exists. |
2. | Identify the performance obligations in the contract | |
|
|
|
|
| Our sales and account management teams define the scope of services to be offered, to ensure all parties are in agreement and obligations are being delivered to the customer as promised. The performance obligation may not be fully identified in a mutually signed contract, but may be outlined in email correspondence, face-to-face meetings, additional proposals or scopes of work, or phone conversations. |
3. | Determine the transaction price | |
|
|
|
|
| Pricing is discussed and identified by the operations team prior to submitting an invoice to the customer. |
4. | Allocate the transaction price to the performance obligations in the contract | |
|
|
|
|
| If a contract involves multiple obligations, the transaction pricing is allocated accordingly, during the performance obligation phase. |
5. | Recognize revenue when (or as) we satisfy a performance obligation | |
|
|
|
|
| The Company uses digital marketing that includes digital advertising, SEO management and digital ad support. We provide whether presenting a vibrant but simple message about our clients that will enlighten their audience or deploying an influential digital marketing campaign on our online site or across one or multiple social media platforms. Revenue is recognized when ads are run on Company’s advertising platform.
The company generates analytical reports monthly or as required to show how the ad dollars were spent and how the targeting resulted in click-through. The report satisfies the performance obligation, regardless of the outcome or effectiveness of the campaign. |
Sales are recognized when promised services are started in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Sales for service contracts generally are recognized as the services are being provided.
Revenue is based on providing through the Company’s server services, Managed Information Technology, 24/7 support, which includes designing, developing, testing, maintaining functionality, infrastructure monitoring, managing and hosting, combined with revenue received from the display of click based and impressions ads located on the Company’s websites, domain name registration, publishing and distribution of news and press releases.
|
| December 31, |
|
|
| |||
|
| 2018 |
|
| 2017 |
| ||
|
|
|
|
|
|
| ||
Deferred Revenue |
| $ | 50,000 |
|
| $ | - |
|
| 17 |
| Table of Contents |
Deferred revenue is based on cash received or billings in excess of revenue recognized until revenue recognition criteria are met. Client prepayments are deferred and recognized over future periods as services are delivered or performed.
Accounts Receivable and Allowance for Doubtful Accounts
The Company establishes an allowance for bad debts through a review of several factors including historical collection experience, current aging status of the customer accounts, and financial condition of our customers. The Company does not generally require collateral for our accounts receivable. There were no accounts receivable and allowance for doubtful accounts as of December 31, 2018 and 2017.
Risk Concentrations
In 2017, the Company’s revenues received were 84.37% from one customer from the displaying of click based and impressions ads located on the company’s websites; 14.49% came from name domain registrations through (CRWE Domains) the company’s domain website, and 1.14% from a couple of press releases through (CRWE Press Releases) and one article through CRWE WORLD; which are both part of the company’s news and press release publishing and distribution services.
In 2018, 68% of the Company’s revenues were received through a related party for Managed Information Technology services and 24/7 support which included designing, developing, testing, maintain functionality, infrastructure monitoring, managing, and hosting. 28% of the third party revenues were from the displaying of click based and impressions ads located on the company’s websites. The Company does not hold cash in excess of federally insured limits.
General and Administrative Expenses
Crown Equity's general and administrative expenses consisted of the following types of expenses during 2018 and 2017: Compensation expense, payroll expense, rent, travel and entertainment, legal and accounting, utilities, web sites, office expenses, depreciation and other administrative related expenses.
Property and Equipment
Property and equipment are carried at the cost of acquisition or construction and depreciated over the estimated useful lives of the assets. Costs associated with repair and maintenance are expensed as incurred. Costs associated with improvements which extend the life, increase the capacity or improve the efficiency of our property and equipment are capitalized and depreciated over the remaining life of the related asset. Gains and losses on dispositions of equipment are reflected in operations. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets.
Impairment of Long-Lived Assets
The Company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that the historical-cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the asset by comparing the undiscounted future net cash flows expected to result from the asset to its carrying value. If the carrying value exceeds the undiscounted future net cash flows of the asset, an impairment loss is measured and recognized. An impairment loss is measured as the difference between the net book value and the fair value of the long-lived asset. Fair value is determined based on either expected future cash flows at a rate we believe incorporates the time value of money. No indications of impairments were identified in 2018 or 2017.
Basic and Diluted Net (Loss) per Share
| 18 |
| Table of Contents |
When an entity has a net loss, it is prohibited from including potential common shares in the computation of diluted per share amounts. Accordingly, we have utilized basic shares outstanding to calculate both basic and diluted loss per share for the years ended December 31, 2018 and 2017. The number of potential anti-dilutive shares excluded from the calculation shares for the year ended December 31, 2018 is 113,377.
Income Taxes
Uncertain tax position
The Company also follows the guidance related to accounting for income tax uncertainties. In accounting for uncertainty in income taxes, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more likely than not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant tax authority. No liability for unrecognized tax benefits was recorded as of December 31, 2018 and 2017.
Fair Value of Financial Instruments
The ASC guidance for fair value measurements and disclosure establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below:
Level 1 Inputs – Quoted prices for identical instruments in active markets.
Level 2 Inputs – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.
Level 3 Inputs – Instruments with primarily unobservable value drivers. The Company has no Level 3 Inputs.
The Company's financial instruments consist of cash and cash equivalents, accounts payable and debt. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these consolidated financial statements.
Research and Development
The Company spent no money for research and development cost for the years ended December 31, 2018 and 2017
Advertising Cost
The Company spent no money for advertisement for the years ended December 31, 2018 and 2017.
Depreciation expense was $28,895 and 7,223 for the years ended December 31, 2018 and 2017, respectively.
| 19 |
| Table of Contents |
NOTE 2 – GOING CONCERN
As shown in the accompanying consolidated financial statements, Crown Equity an accumulated deficit of $11,639,033 since its inception and had a working capital deficit of $336,928, negative cash flows from operations and limited business operations as of December 31, 2018. These conditions raise substantial doubt as to Crown Equity's ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might be necessary if Crown Equity is unable to continue as a going concern.
Crown Equity continues to review its expense structure reviewing costs and their reduction to move towards profitability. Management plans to continue raising funds through debt and equity financing to grow the business to profitability. This financing may be insufficient to fund expenditures or other cash requirements. There can be no assurance that additional financing will be available to the Company on acceptable terms or at all. These financial statements do not give effect to adjustments to assets would be necessary for the Company be unable to continue as going concern
NOTE 3 – PROPERTY AND EQUIPMENT
The Company’s policy is to capitalize all property purchases over $1,000 and depreciates the assets over their useful lives of 3 to 7 years.
Property consists of the following at December 31, 2018 and 2017:
|
| 2018 |
|
| 2017 |
| ||
Computers – 3 year estimated useful life |
| $ | 86,684 |
|
| $ | 86,684 |
|
Less – Accumulated Depreciation |
|
| (28,895 | ) |
|
| (7,224 | ) |
Property and Equipment, net |
| $ | 58,789 |
|
| $ | 79,460 |
|
Depreciation has been provided over each asset’s estimated useful life. Depreciation expense was $28,895, and 7,224 for the twelve months ended December 31, 2018 and 2017, respectively.
NOTE 4 – CAPITAL LEASES
During 2017, the Company borrowed an aggregate $58,047 under the following third party capital lease transactions:
The Company is obligated for payments under capital leases as follows:
Minimum Lease Payments |
| December 31, 2018 |
|
| December 31, 2017 |
| ||
|
|
|
|
|
|
| ||
2018 |
|
| - |
|
|
| 10,518 |
|
2019 |
|
| 10,403 |
|
|
| 10,779 |
|
2020 |
|
| 11,887 |
|
|
| 11,887 |
|
2021 |
|
| 12,412 |
|
|
| 12,412 |
|
2022 |
|
| 12,450 |
|
|
| 12,450 |
|
2023 |
|
| 6,130 |
|
|
| - |
|
Thereafter |
|
| - |
|
|
| - |
|
Total |
|
| 53,282 |
|
|
| 58,046 |
|
¨ | A $1,505 note from a third party for the lease of fixed assets, bearing interest at 17%, amortized over 36 months with monthly payments of $54. The lease has a bargain purchase option of $1 at the end of the lease term. | |
| ||
¨ | A $56,542 note from a third party for the lease of fixed assets, bearing interest at 17%, amortized over 60 months with monthly payments of $1,186. The lease has a bargain purchase option of $1 at the end of the lease term. |
| 20 |
| Table of Contents |
NOTE 5 – NOTES PAYABLE AND CONVERTIBLE NOTE PAYABLES
During 2018, third party convertible note payables of $8,531 were not settled for cash or through the issuance of common stock shares.
As of December 31, 2018 and 2017, the Company had unamortized discount of $38,920 and $0 respectively.
The Company analyzed the below convertible notes for derivatives noting none. The Company evaluated these convertible notes for beneficial conversion features and concluded that the beneficial conversion features resulted in a debt discount in the amount of $54,850, as of December 31, 2018.
Chris Knudsen
As of December 31, 2018, there have been no additional notes, payment or conversion related to the notes. The interest on the August 21, 2018 note for $631, October 2, 2018 note for $200 and the October 24, 2018 note are $27, $6 and $5 respectfully.
| 21 |
| Table of Contents |
Kevin Wiltz
As of December 31, 2018, there have been no additional notes, payment or conversion related the notes. The interest on the November 27, 2017 note for $1,500 was $197.
Richard LeAndro
On December 5, 2017 and January 4, 2018 the Company entered into convertible promissory notes with Mr. LeAndro for a loan in the amount of $3,000 on both notes. The notes carry an interest of 12% per annum. As of December 31, 2018, there have been no additional notes, payment or conversion related to the notes. The interest on the December 5, 2017 note for $3,000 and January 4, 2018 note for $3,000 were $386 and $356 respectfully.
The holder has the right to convert principal and accrued interest into Common shares at a rate of $0.50 per share or receive cash. At the time of the issuance of these notes, the conversion price was less than the trading price of the stock. Therefore, the Company recorded a discount for the beneficial conversion feature of the note, which has been amortized over the life of the note using the straight-line method. There have been no payments or conversions for this note as of December 31, 2018. The notes mature on December 5, 2018 and January 3, 2019 respectively.
Arnulfo Saucedo-Bardan
On March 11, 2017, and October 26, 2017, the Company entered into convertible promissory notes for with Arnulfo Saucedo-Bardan for loan in the amounts of $620 and $1,240 respectively. The notes carry interest at 12% per annum. The holder has the right to convert principal of the notes and accrued interest into Common shares at a rate of $0.50 per share or receive cash. At the time of the issuance of these notes, the conversion price was less than the trading price of the stock. During 2017, $606 of the $620 note was paid leaving a balance $14. As of December 31, 2018 both notes were paid.
OCHC, LLC
On August 11, 2018, October 2, 2018, October 24, 2018, November 16, 2018 and December 4, 2018, the Company entered into convertible promissory notes for with OCHC, LLC for loans in the amounts of $631 each of the mentioned dates. The notes carry interest at 12% per annum. The holder has the right to convert principal of the notes and accrued interest into Common shares at a rate of $0.50 per share or receive cash. At the time of the issuance of these notes, the conversion price was less than the trading price of the stock. None of the notes were paid or converted and the interest in reference to each note are $29, $19, $14, $9 and $6 as of December 31, 2018 respectively.
Munti Consulting, LLC
On October 3, 2018 and December 19, 2018, the Company entered into convertible promissory notes for with Munti Consulting, LLC for loans in the amounts of $35,000 and 10,000. The notes carry interest at 10% per annum. The holder has the right to convert principal of the notes and accrued interest into Common shares at a rate of $0.50 per share or receive cash. At the time of the issuance of these notes, the conversion price was less than the trading price of the stock. None of the notes were paid or converted and the interests in reference to note are $853 as of December 31, 2018 respectively.
On December 30, 2015, April 12, 2017, November 15, 2017, November 27, 2017, November 30, 2017 and January 19, 2018 the Company entered into convertible promissory notes with Mike Zaman for a loans in the amount of $1,458, $350, $500, $460, $1,000 and $450, respectively. The balance on the $1,458 note was $718 at December 31, 2018. The notes carry interest at 12% per annum. The holder has the right to convert principal of the note and accrued interest into Common shares at a rate of $0.50 per share or receive cash. At the time of the issuance of these notes, the conversion price was less than the trading price of the stock. Therefore, the Company recorded a discount for the beneficial conversion feature of the notes, which has been amortized over the life of the note using the straight-line method. Payments of $500, $500 and $1,500 were made on July 3, 2018, July 11, 2018 and August 28, 2018 respectively, and no conversions for these notes as of December 31, 2018.
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| Table of Contents |
On January 20, 2018, January 24, 2018, February 22, 2018, February 23, 2018, February 28, 2018, April 11, 2018 and June 7, 2018, the Company entered into convertible promissory notes for with Montse Zaman for loan in the amount of $20, $400, $25, $40, $1,300, $700 and $760 respectively. The notes carry interest at 12% per annum. The holder has the right to convert principal of the notes and accrued interest into Common shares at a rate of $0.50 per share or receive cash. At the time of the issuance of these notes, the conversion price was less than the trading price of the stock. Therefore, the Company recorded a discount for the beneficial conversion feature of the note, which has been amortized over the life of the note using the straight-line method. Interest on Montse Zaman notes were $109 for the year end December, 2018 and $10 for the year ended December, 2017. Payments of $150, $500, $2,000, $500, $500, and $1,500 were made on January 10, 2018, July 3, 2018, July 27, 2018, August 29, 2018, October 3, 2018 and October 18, 2018 respectively, and no conversions for these notes as of December 31, 2018. The notes mature on February 28, 2019, April 11, 2019 and June 7, 2019 respectively.
NOTE 6 – COMMITMENTS AND CONTINGENCIES
The Company is obligated for payments under third and related party notes payable and automobile lease payments.
NOTE 7 – RELATED PARTY TRANSACTIONS
The Company is provided office space by one of the officers and directors at no charge. The Company believes that this office space is sufficient for its needs for the foreseeable future.
As of December 31, 2018, the company has $50,000 related party deferred revenue for nine months of Advertising services for client in July 1, 2018 through April 1, 2019.
As of December 31, 2017, the Company had a payable of $27,008 to Vinot Sambandam, an officer of the Company for services performed.
As of December 31, 2017, the Company had a payable of $10,583 to Montse Zaman, director for expenses paid on behalf of the Company. The payable is unsecured, bears no interest and due on demand.
As of December 31, 2017, the aggregate outstanding balance of notes payable to related parties was $4,212, net of unamortized discount of $4,648 consisting of loans.
As of December 31, 2018 and 2017, the outstanding balance of accounts payable to related parties was $61,156 and 437,591 respectively.
As of December 31, 2018, the outstanding balance of convertible notes payable to related parties, $51,926 net of unamortized discount of $38,887. For more details see note 4.
As of December 31, 2018 and 2017, the company had an expense of $8,160 and $5,448 respectively to Mike Zaman, a director and CEO of the Company for automobile lease agreements.
During the year ended December 31, 2017, the Company paid an aggregate of $5,830 of expenses on behalf of two related entities with common officers and directors. The Company holds investments in these entities. $1,800 was paid back during the year which was treated as a reduction of expenses previously paid.
NOTE 8 – STOCKHOLDERS' EQUITY
Common Stock
As of December 31, 2018, the stock payable for services outstanding was $18,756.
As of December 31, 2018, 316,252 shares were issued for $171,765 services rendered per agreement. These were valued using the market value on the date of grant.
As of December 31, 2018, the Company issued 46,000 shares for $23,000 in cash proceeds for sale of the common shares. These shares were sold at the price of $0.50 per share on the date of grant.
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During 2017, the Company issued:
| ¨ | 62,000 common shares issued for cash proceeds of $31,000, |
| ¨ | 30,998 common shares issued for services to an officer of the Company with a value of $57,937, |
| ¨ | 26,308 shares issued for conversion of $9,500 note payable plus $3,653 of accrued interest, which resulted in a loss on debt conversion of $39,462. |
Equity Incentive Plan
The Company’s 2006 Equity Incentive Plan, as amended and restated (the “Equity Incentive Plan”), provides for grants of stock options as well as grants of stock, including restricted stock. Approximately 3.0 million shares of common stock are authorized for issuance under the Equity Incentive Plan, of which 3.0 million shares were available for issuance as of December 31, 2018.
Preferred Stock
The Company has designated 1,000 shares of its preferred stock as Series A Preferred Stock. Each share of Series A Preferred shall have no dividend, voting or other rights except for the right to elect Class I Directors. As of December 31, 2018, the Company has 1,000 shares of Series A Preferred Stock outstanding
NOTE 9 – INCOME TAXES
The Company follows ASC 740, Accounting for Income Taxes. During 2009, there was a change in control of the Company. Under section 382 of the Internal Revenue Code such a change in control negates much of the tax loss carry forward and deferred income tax. Deferred income taxes reflect the net tax effects of (a) temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes, and (b) net operating loss carry forwards. For federal income tax purposes, the Company uses the accrual basis of accounting, the same that is used for financial reporting purposes.
The Company did not have taxable income during 2018 or 2017.
The Company's deferred tax assets consisted of the following as of December 31, 2018 and 2017:
|
| 2018 |
|
| 2017 |
| ||
Net operating loss |
| $ | 399,821 |
|
| $ | 575,978 |
|
Valuation allowance |
|
| (399,821 | ) |
|
| (575,978 | ) |
Net deferred tax asset |
| $ | - |
|
| $ | - |
|
As of December 31, 2018 and 2017, the Company's accumulated net operating loss carry forward was approximately $1,903,911 and $1,744,516 respectively and will begin to expire in the year 2032. The deferred tax assets have been adjusted to reflect the recently enacted corporate tax rate of 21%.
2014 Federal income tax returns have not been examined and reported upon by the Internal Revenue Service; returns of the years since 2014 are still open.
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NOTE 10 – SUBSEQUENT EVENTS
On January 9, 2019, Steven A. Cantor resigned as Chairman of the Board, and Deborah Robinson resigned as one of its directors and Chief Marketing Officer. Mike Zaman was appointed to Chairman of the Board. Management has evaluated subsequent events as of the date of the Consolidated Financial Statements and has determined that all events are disclosed herein.
During 2019 company issued an additional total of 229,377 shares of common shares, subsequent to December 31, 2018, which are broken down as follows:
116,000 shares were issued for cash proceeds of $58,000 and 113,377 shares were issued for the conversions of notes payable $56,688
All notes with the exception of Munti Consulting, LLC have 10% annual interest, due within one year and are convertible at $0.50 per share.
Notes converted were as follows:
Five notes from OCHC, LLC on August 21, 2018 for $631, October 2, 2018 for $631, October 24, 2018 for $631, November 16, 2018 for $631 and December 4, 2018 for $631. Shares issued were 1,263, 1,263, 1,263, 1,263 and 1,263, respectively. The notes were converted within the terms of the agreement.
Three notes from Chris Knudsen on July 7, 2017 for $630.77, August 8, 2017 for $200 and September 18, 2017 for $200. Shares issued were 1,262,400 and 400, respectively.
One note from Kevin Wiltz on November 27, 2017 for $1,500 which 3,000 shares were issued. The notes were converted within the terms of the agreement.
Two notes from Richard W. LeAndro on December 5, 2017 for $3,000 and January 4, 2018 for $3,000. Shares issued were 6,000 and 6,000, respectively. The notes were converted within the terms of the agreement.
Two notes from Munti Consulting, LLC on October 2, 2018 for $35,000 and December 19, 2018 for $10,000. Shares issued were 70,000 and 20,000, respectively. The notes were converted within the terms of the agreement.
Sales of Company stock subsequent to December 31, 2018:
On January 23, 2019 and February 25, 2019, Richard W. LeAndro purchased $2,000 for 4,000 shares and $3,000 for 6,000 shares, respectively.
On April 23, 2019, Glen J. Rineer purchased $3,000 for 6,000 shares of Company stock.
On April 30, 2019, May 31, 2019, July 1, 2019, August 1, 2019 and September 3, 2019 Munti Consulting, LLC purchased $10,000 for each month , respectively for a total purchase of $50,000 for 100,000 shares of Company stock.
On May 10, 2019, Brian D. Colvin resigned as director and Vice President, as well as Arnulfo Saucedo-Bardan resigned as director and Chief Operating Officer. Montse Zaman appointed Chief Operating Officer as she maintains her Secretary/Treasurer position.
Management has evaluated subsequent events as of the date of the Consolidated Financial Statements and has determined that all events are disclosed herein.
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Item 9: Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
There were no disagreements with accountants on accounting and financial disclosure during the relevant period.
Item 9A: Controls & Procedures
Changes in Internal Controls over Financial Reporting
We have not made any changes in our internal controls over financial reporting that occurred during the period covered by this report on Form 10-K that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Evaluation of Disclosure Controls and Procedures
For purposes of this section, the term disclosure controls and procedures means controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Securities Exchange Act of 1934, as amended (the "Act") (15 U.S.C. 78a et seq.) 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 submits under the Act is accumulated and communicated to the issuer's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. As of the end of the period covered by this Annual Report, we carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on this evaluation, our CEO and CFO has concluded that the Company's disclosure controls and procedures are not effective because of the identification of a material weakness in our internal control over financial reporting which is identified below, which we view as an integral part of our disclosure controls and procedures.
Management's Annual Report on Internal Control Over Financial Reporting
Our management, including our Chief Executive Officer and Chief Financial Officer, is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act that designed 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. Because of inherent limitations, a system of 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 due to change in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Our management conducted an evaluation of the effectiveness of our internal control over financial reporting using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013). Based on its evaluation, our management concluded that there are material weaknesses in our internal control over financial reporting. A material weakness is a deficiency, or a combination of control 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.
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The material weaknesses relate to the following:
| - | Lack of segregation of duties in financial reporting, as our financial reporting and all accounting functions are performed by our Officers. Our Officers do not possess accounting expertise and our company does not have an audit committee. |
| - | Lack of a formal review process that includes multiple levels of review, as all accounting and financial reporting functions are performed by our Officers and the work is not reviewed by anyone. |
| - | Lack of expertise in accounting for and valuation of equity and marketable securities transactions. |
| - | Lack of controls over the identification and approval of related parties and transactions. |
These weaknesses are due to the company's lack of working capital to hire additional staff. To remedy the material weaknesses, we intend to engage another accountant to assist with financial reporting as soon as our finances will allow.
This annual report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to the attestation by the Company's registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management's report in this annual report.
The Company's management carried out an assessment of the effectiveness of the Company's internal control over financial reporting as of December 31, 2018. The Company's management based its evaluation on criteria set forth in the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that assessment, management has concluded that the Company's internal control over financial reporting was not effective as of December 31, 2018.
None.
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| Table of Contents |
Item 10: Directors and Executive Officers, and Corporate Governance
Identification of Directors and Executive Officers of the Company
The following table sets forth the names and ages of all directors and executive officers of the Company and all persons nominated or chosen to become a director, indicating all positions and offices with the Company held by each such person and the period during which they have served as a director:
The principal executive officers and directors of the Company are as follows:
Name | Age | Positions Held and Tenure | ||
| ||||
63 | Director since 11/2013; appointed President/CEO since 7/2015 | |||
| ||||
66 | Director since 06/2008; appointed to CFO since 6/2016 | |||
| ||||
44 | Director, Secretary and Treasurer since 02/2008 | |||
| ||||
Arnulfo Saucedo Bardan | 47 | Director from 02/2008 thru 01/2013 and since 11/2013 | ||
| ||||
Brian P. Colvin | 50 | Director since 6/2017; appointed Vice President 6/2017 | ||
| ||||
Deborah P. Robinson | 65 | Director since 6/2017; appointed Chief Marketing Officer in 6/2017 | ||
| ||||
Vinoth Sambandam |
| 37 |
| Appointed CTO in 01/2017 |
| ||||
Steven Cantor |
| 37 |
| Director and Appointed Chairman in 07/2017 |
There are no family relationship between or among any Officer and Director except that Arnulfo Saucedo-Bardan and Montse Zaman are brother and sister and Mike Zaman and Montse Zaman are husband and wife.
The Directors named above will serve until the next annual meeting of the Company's stockholders. Thereafter, Directors will be elected for one-year terms at the annual stockholders' meeting. Officers will hold their positions at the pleasure of the Board of Directors, absent any employment agreement, of which none currently exist or is contemplated. There is no arrangement or understanding between the Directors and Officers of the Company and any other person pursuant to which any Director or Officer was or is to be selected as a Director or Officer of the Company.
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| Table of Contents |
The Directors and Officers of the Company will devote their time to the Company's affairs on an "as needed" basis. As a result, the actual amount of time which each will devote to the Company's affairs is unknown and is likely to vary substantially from month to month.
The Company has no audit or compensation committee.
Business Experience: The following is a brief account of the business experience for the past five years of the directors and executive officers, indicating their principal occupations and employment during that period, and the names and principal businesses of the organizations in which such occupations and employment were carried out.
MIKE ZAMAN - Mike Zaman is the President and CEO of the company. He was born in Tehran, Iran and moved to Florida in the 1980's where he attended Florida International University to study Computer Science. Since becoming a U.S. citizen, he has been a corporate, marketing and sales consultant for many numerous companies and has advised or consulted in the process of mergers, acquisitions, as well as the raising of capital for private and public entities. He was appointed as the Company's Chief Marketing Officer in October of 2013.
KENNETH BOSKET - Kenneth Bosket is a director and CFO of the Company. Mr. Bosket has been member of the Company’s team since June, 2008. Mr. Bosket retired in 2004 after 30 years with Sprint (Telecommunication Division). Mr. Bosket is a former Board Member and President of Bridge Counseling Associates, a mental health and substance abuse service company. His experience includes implementing appropriate procedures for positioning his organization's goals with successful teaming relationships, marketing and over 30 years of extensive customer service, as well as managing various departments, and being a western division facilitator working directly for a President of Sprint. Mr. Bosket earned a Masters of Business Administration from the University of Phoenix and a Bachelor's of Business Administration from National University.
VINOTH SAMBANDAM - Vinoth Sambandam, is the Chief Technology Officer, with several years of technical (IT) experience and has a background in BPO sector. Mr. Sambandam did his B.tech Information Technology in Dhanalakshmi College of Engineering in Chennai, India.
MONTSE ZAMAN - Montse Zaman is the corporate secretary of the Company. She worked for Zaman & Company, a private business consulting firm, as an administrative assistant. In 2008, she joined the Company. Ms. Zaman has extensive organizational experience. She has a Bachelor degree in Communications from the Instituto Superior De Ciencia Y Tecnologia A.C. in Mexico.
ARNULFO SAUCEDO-BARDAN - Arnulfo Saucedo-Bardan is a director as well as executive editor. He is an entrepreneur from Torreon Coahuila, Mexico. In 2005, he opened and operated a small independent Mexican food restaurant in Mexico, City, until December of 2007. In 2008, he joined the Crown Equity Holdings Inc. team as CEO and later elected as the company's Chairman until January of 2013. Mr. Saucedo – Bardan has a Bachelor Degree in engineering from the Instituto Tecnologico De La Laguna in Torreon Coahuila.
BRIAN P. COLVIN - Brian Colvin is the Vice President of the company. He is an entrepreneur, as well as the co-founder of PrimeColo, Inc., X Connect DC, LLC., and American Research and Development, Inc. Brian has a combine vast background history of over 25 years in I.T., Telecommunications, and Finance.
DEBORAH P. ROBINSON - Deborah Robinson has expanded her career from Canada, Australia, India, United Kingdom to the United States with over 25 years prior experience as a Principal, Managing Direct and Business Development Marketing Director for various industries. Deborah received her Business Management degree from Sheridan College in Toronto, Canada.
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CONFLICTS OF INTEREST
The Officers and Directors of the Company will devote most of their time to the Company however; there will be occasions when the time requirements of the Company's business conflict with the demands of their other business and investment activities. Such conflicts may require that the Company attempt to employ additional personnel. There is no assurance that the services of such persons will be available or that they can be obtained upon terms favorable to the Company.
There is no procedure in place which would allow the Officers and Directors to resolve potential conflicts in an arms-length fashion. Accordingly, they will be required to use their discretion to resolve them in a manner which they consider appropriate.
The Company's Officers and Directors may actively negotiate or otherwise consent to the purchase of a portion of their common stock as a condition to, or in connection with, a proposed merger or acquisition transaction. It is anticipated that a substantial premium over the initial cost of such shares may be paid by the purchaser in conjunction with any sale of shares by the Company's Officers and Directors which is made as a condition to, or in connection with, a proposed merger or acquisition transaction. The fact that a substantial premium may be paid to the Company's Officers and Directors to acquire their shares creates a potential conflict of interest for them in satisfying their fiduciary duties to the Company and its other shareholders. Even though such a sale could result in a substantial profit to them, they would be legally required to make the decision based upon the best interests of the Company and the Company's other shareholders, rather than their own personal pecuniary benefit.
The Company previously adopted a Code of Ethics in 2004. The Company has revised the Code of Ethics and is adopting a new Code of Ethics which applies to its directors as well as to its officers including its principal executive officer, principal financial officer, and principal accounting officer. A copy of the Code of Ethics is attached as an Exhibit to this Report and is also available on the Company's website, www.crownequityholdings.com . A copy of the Code of Ethics is also available at no charge to anyone who may send a request in writing to the Company, addressed to its CEO, at, Las Vegas, NV 89141.
Identification of Certain Significant Employees - The Company does not employ any persons who make or are expected to make significant contributions to the business of the Company.
Item 11: Executive Compensation
During fiscal 2018 the Company paid its officers and directors an aggregate of $5,984. During fiscal 2017 the Company paid its officers and directors (Kenneth Bosket, Arnulfo Saucedo-Bardan and Vinoth Sambandam) an aggregate of $47,758. The remaining directors made the decision to serve as officers and/or directors without compensation upon appointment. In 2017, the company added board member who made the decision to serve as officers and directors without compensation upon appointment.
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The following tables sets for the compensation for all officers and directors during the past three years:
DIRECTORS OFFICERS COMPENSATION
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| Table of Contents |
Directors are entitled to reimbursement for reasonable travel and other out-of-pocket expenses incurred in connection with attendance at meeting of the Board of Directors.
The Company has no material bonus or profit-sharing plans pursuant to which cash or non-cash compensation is or may be paid to the Company's directors or executive officers.
The Company has no compensatory plan or arrangements, including payments to be received from the Company, with respect to any executive officer or director, where such plan or arrangement would result in any compensation or remuneration being paid resulting from the resignation, retirement or any other termination of such executive officer's employment or from a change-in-control of the Company or a change in such executive officer's responsibilities following a change-in-control and the amount, including all periodic payments or installments where the value of such compensation or remuneration exceeds $100,000 per executive officer.
During the last completed fiscal year, no funds were set aside or accrued by the Company to provide pension, retirement or similar benefits for Directors or Executive Officers.
The Company has no written employment agreements.
In December, 2007, the Company adopted the Crown Equity Holdings, Inc. Consultants and Employees Stock Plan for 2007. Under the Plan, 50,000 shares are reserved for issuance to employees, officers, directors, advisors and consultants. As of December 31, 2013, 28,855 shares had been issued under the Plan. During 2014, an additional 20,500 shares were issued under the Consultants and Employees Stock Plan.
In October, 2014, the Company adopted a new Crown Equity Holdings, Inc. Consultants and Employees Stock Plan for 2014. As of December 31, 2014, no shares were issued from this plan.
Termination of Employment and Change of Control Arrangement. Except as noted herein, the Company has no compensatory plan or arrangements, including payments to be received from the Company, with respect to any individual named above from the latest or next preceding fiscal year, if such plan or arrangement results or will result from the resignation, retirement or any other termination of such individual's employment with the Company, or from a change in control of the Company or a change in the individual's responsibilities following a change in control.
Section 16(a) Beneficial Ownership Reporting Compliance. During the year ended December 31, 2018, the following persons were officers, directors and more than ten-percent shareholders of the Company's common stock:
Name | Position | Filed Reports | ||
| ||||
Officer, Director | Yes |
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Item 12: Security Ownership of Certain Beneficial Owners and Management and Related Stock Matters
There were 11,823,389 shares of the Company' common stock issued and outstanding on December 31, 2018. There are 20,000,100 shares of preferred stock, par value $.001, of which 1,000 are designated as Series A. The 1,000 Series A preferred shares are outstanding at December 31, 2018. No other Preferred Shares are outstanding at December 31, 2018.authorized with none outstanding. The following tabulates holdings of shares of the Company by each person who, subject to the above, at the date of this Report, holds or record or is known by Management to own beneficially more than five percent (5%) of the Common Shares of the Company and, in addition, by all directors and officers of the Company individually and as a group.
Preferred Stock
Names and Addresses |
| Number of Preferred Shares Owned Beneficially |
|
| Percent of Preferred Beneficially Owned Shares |
| ||
|
|
|
|
|
|
| ||
Mike Zaman (1) |
|
| 1,000 |
|
|
| 100 | % |
11226 Pentland Downs Street |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
_______________
| (1) | Denotes Officer and/or Director |
Common Stock
Names and Addresses |
| Number of Shares Owned Beneficially |
|
| Percent of Beneficially Owned Shares |
| ||
|
|
|
|
|
|
| ||
Montse Zaman (1) |
|
| 10,012,057 |
|
|
| 85.05 | % |
11226 Pentland Downs Street |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Ken Bosket (1) |
|
| 21,022 |
|
|
| 0 | % |
1453 Flintrock Road |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Mike Zaman (1) |
|
| 7,476 |
|
|
| 0 | % |
11226 Pentland Downs Street |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Arnulfo Saucedo Bardan (1) |
|
| 1,611 |
|
|
| 0 | % |
11226 Pentland Downs Street |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Vinoth Sambandam (1) |
|
| 43,494 |
|
|
| 0 | % |
L41A Bharathy Thasan Colony |
|
|
|
|
|
|
|
|
KK Nagar, Chennai, 600 078 India |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All directors and officers as a group |
|
| 10,085,660 |
|
|
| 85.65 | % |
_______________
(1) | Denotes officer or director. |
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Change in Control. There are no arrangements known to the Company, including any pledge by any person of securities of the Company, the operation of which may at a subsequent date result in a change of control of the Company.
Equity Compensation Plan Information
The Company utilizes the shares available under the Plan described above to issue shares of stock as compensation to employees, consultants and officers and directors. At the end of each quarter, the Board of Directors of the Company determines the amount of shares to be issued pursuant to the Plan.
Item 13: Certain Relationships and Related Transactions
As in 2017, in 2018 the Company was provided office space by one of the officers and directors at no charge. The Company believes that this office space is sufficient for its needs for the foreseeable future.
As of December 31, 2017, the Company had a payable of $27,008 to Vinot Sambandam, an officer of the Company. The amounts due are for services performed.
As of December 31, 2017, the Company had a payable of $37,591 due to Montse Zaman. The payable is unsecured, bears no interest and due on demand.
As of December 31, 2017, the Company had a payable of $2,198 note payable to Montse Zaman. The payable is unsecured, and due on demand.
As of December 31, 2017, the Company had a payable of $1,134 note payable to Arnulfo Saucedo-Bardan. The payable is unsecured, and due on demand.
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As of December 31, 2017, the Company had a payable of $5,528 note payable to Mike and Zaman. The payable is unsecured, and due on demand.
As of December 31, 2018, the Company had a payable of $9,988 to Vinot Sambandam, an officer of the Company. The amounts due are for services performed.
As of December 31, 2018, the Company had a payable of $293 due to Montse Zaman. The payable is unsecured, bears no interest and due on demand.
As of December 31, 2018, the Company had a payable of $718 note payable to Mike Zaman. The payable is unsecured, and due on demand.
As of December 31, 2018, the Company had a payable of $3,157 note payable to Brian Colvin. The payable is unsecured, and due on demand.
As of December 31, 2018, the Company had a payable of $45,000 note payable to Munti Consulting LLC. The payable is unsecured, and due on demand.
Item 14: Principal Accounting Fees and Services
On December 19, 2018, the Company engaged M&K CPAS PLLC as the Company’s independent registered accounting firm commencing with the quarter ending March 31, 2018 through and including the fiscal year ending December 31, 2018.
During the fiscal year ended December 31, 2017, MaloneBailey, LLP were our independent register accounting firm. The following table presents for each of the last two fiscal years the aggregate fees billed in connection with the audits of our financial statements and other professional services rendered by our independent registered public accounting firm MaloneBailey, LLP, Certified Public Accountants and Consultants.
|
| 2018 |
|
| 2017 |
| ||
Audit fees |
| $ | 35,500 |
|
| $ | 15,500 |
|
Audit related fees |
|
| - |
|
|
| - |
|
Tax fees |
|
| - |
|
|
| - |
|
All other fees |
|
| - |
|
|
| - |
|
Audit fees represent the professional services rendered for the audit of our annual financial statements and the review of our financial statements included in quarterly reports, along with services normally provided by the accounting firm in connection with statutory and regulatory filings or engagements. Audit-related fees represent professional services rendered for assurance and related services by the accounting firm that are reasonably related to the performance of the audit or review of our financial statements that are not reported under audit fees.
Tax fees represent professional services rendered by the accounting firm for tax compliance, tax advice, and tax planning. All other fees represent fees billed for products and services provided by the accounting firm, other than the services reported for in the other categories.
| 35 |
| Table of Contents |
EXHIBITS FILED WITH THIS REPORT
Exhibits required by Item 601 of Regulation S-K. The following exhibits are filed as a part of, or incorporated by reference into, this Report.
Exhibit Number | Description | |
101.INS ** | XBRL Instance Document | |
101.SCH ** | XBRL Taxonomy Extension Schema Document | |
101.CAL ** | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF ** | XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB ** | XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE ** | XBRL Taxonomy Extension Presentation Linkbase Document |
_______________
* | Exhibit filed herewith |
** | XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections. |
| 36 |
| Table of Contents |
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned; thereunto duly authorized, in the City of Las Vegas, State of Nevada, on November 21, 2019.
CROWN EQUITY HOLDINGS, INC. | |||
By: | /s/ Mike Zaman | ||
Chief Executive Officer | |||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on November 21, 2019.
Signature | Title | ||
/s/ Mike Zaman | Director, Chief Executive Officer | ||
/s/ Montse Zaman | Director, Secretary, Treasurer | ||
/s/ Kenneth Bosket | Director, Chief Financial Officer (Principal | ||
Financial Officer), Principal Accounting Officer |
37 |
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 11/21/19 | |||
| 9/3/19 | ||||
| 8/1/19 | ||||
| 7/1/19 | ||||
| 6/7/19 | ||||
| 5/31/19 | ||||
| 5/10/19 | 8-K | |||
| 4/30/19 | ||||
| 4/23/19 | ||||
| 4/11/19 | ||||
| 4/1/19 | ||||
| 2/28/19 | ||||
| 2/25/19 | ||||
| 1/23/19 | ||||
| 1/9/19 | 8-K | |||
| 1/3/19 | ||||
| 1/1/19 | ||||
| For Period end: | 12/31/18 | |||
| 12/19/18 | 8-K | |||
| 12/15/18 | ||||
| 12/5/18 | ||||
| 12/4/18 | ||||
| 11/16/18 | ||||
| 10/24/18 | ||||
| 10/18/18 | ||||
| 10/16/18 | 10-K | |||
| 10/3/18 | ||||
| 10/2/18 | ||||
| 8/29/18 | ||||
| 8/28/18 | ||||
| 8/21/18 | ||||
| 8/11/18 | ||||
| 7/27/18 | ||||
| 7/11/18 | ||||
| 7/3/18 | ||||
| 7/1/18 | ||||
| 6/30/18 | 10-Q | |||
| 6/7/18 | ||||
| 4/11/18 | ||||
| 3/31/18 | 10-Q | |||
| 2/28/18 | ||||
| 2/23/18 | ||||
| 2/22/18 | ||||
| 1/24/18 | ||||
| 1/20/18 | ||||
| 1/19/18 | ||||
| 1/10/18 | ||||
| 1/4/18 | ||||
| 1/1/18 | ||||
| 12/31/17 | 10-K | |||
| 12/5/17 | ||||
| 11/30/17 | ||||
| 11/27/17 | ||||
| 11/15/17 | ||||
| 10/26/17 | ||||
| 9/18/17 | ||||
| 8/8/17 | ||||
| 7/7/17 | ||||
| 4/12/17 | ||||
| 3/11/17 | ||||
| 3/3/17 | ||||
| 12/31/16 | 10-K, NT 10-K | |||
| 12/30/15 | ||||
| 12/31/14 | 10-K, NT 10-K | |||
| 12/31/13 | 10-K | |||
| 8/31/95 | ||||
| List all Filings | ||||