UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q
 (Mark One)

x
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934

For the quarterly period ended September 30, 2015

o
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from ______________ to ________________

Commission File Number: 333-122009
 
BUSCAR COMPANY,
(Exact Name of Registrant as Specified in its Charter)
 
Nevada
  
69-0681435
(State or other jurisdiction of
incorporation or organization)
  
(I.R.S. Employer
Identification No.)
 
4766 Admiralty Way
Marina Del Rey, California 90292
 (Address of Principal Executive Offices)  (Zip Code)
 
Registrant's telephone number including area code:  (661) 418-7842

N/A
Former name, former address, and former fiscal year, if changed since last report

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes x    No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).     Yes x    No o

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 definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
 
Larger accelerated filer
o
Accelerated filer
o
 
Non-accelerated filer
o
Smaller reporting company
x
 
Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes o    No x

As of December 21, 2015, there were 73,724,995 shares of the issuer’s common stock, $0.00001 par value per share, outstanding.
 
 
 
 
1
 


BUSCAR COMPANY.
  
(Formerly BUSCAR OIL, INC.)
  
Balance Sheets
  
             
 
            
   
September 30
    
March 31
  
   
2015
    
2015
  
         
(Audited)
  
ASSETS            
             
CURRENT ASSETS
            
Cash
   $ -     $ -  
                 
TOTAL ASSETS
   $ -     $ -  
                 
LIABILITIES & STOCKHOLDERS' DEFICIT
                
                 
CURRENT LIABILITIES
                
Due to Related Party
   $ -     $ 238,254  
Accounts payable and accrued liabilities
     40,656       -  
Contingent liabilities
     177,270       177,270  
                 
TOTAL LIABILITIES
     217,926       415,524  
                 
STOCKHOLDERS' DEFICIT
                
Preferred stock,  par value $0.00001; authorized 20,000,000
                
shares authorized; 8,000,000 shares issued and outstanding
                
at September 30, 2015 and March 31, 2015, respectively
     80       80  
Common stock, par value $0.00001 par value, 500,000,000 shares
                
authorized as of September 30, 2015 and March 31, 2015, respectively,
                
73,724,995 shares issued and outstanding at September 30, 2015 and March 31, 2015 (1)
     737       2  
Common stock payable
     -       390,000  
Additional paid-in capital
     14,684,853       13,930,588  
Accumulated deficit
     (14,903,596 )     (14,736,194 )
                 
TOTAL STOCKHOLDERS' DEFICIT
     (217,926 )     (415,524 )
                 
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT
   $ -     $ -  
                 
(1) All common share amounts and per share amounts in these financial statements reflect the 1-for-300 share reverse split of the issued and outstanding shares of common stock of the Company, effective June 18, 2014, including retroactive adjustment of common share amounts. See note 6.
  
 
 
 
The accompanying notes are an integral part of these condensed unaudited financial statements.
 
 
2
 


BUSCAR COMPANY.
  
 (Formerly BUSCAR OIL, INC.)
  
 Statements of Operations
  
(unaudited)
  
                         
                         
   
For the three month period ended
    
For the six month period ended
  
   
September 30
    
September 30
  
   
2015
    
2014
    
2015
    
2014
  
                         
Costs and expenses:
                        
                         
Management and consulting fees
   $ -     $ 279,714     $ 126,746     $ 365,428  
General and administrative
     10,000       9,640       40,656       40,165  
Total expenses
     10,000       289,354       167,402       405,593  
                                 
Loss from operations
     (10,000 )     (289,354 )     (167,402 )     (405,593 )
                                 
Loss before income taxes
     (10,000 )     (289,354 )     (167,402 )     (405,593 )
Provision for income taxes
     -               -       -  
Net loss
   $ (10,000 )   $ (289,354 )   $ (167,402 )   $ (405,593 )
                                 
Net loss per share: Basic and diluted
   $ (0.00 )   $ (1.29 )   $ (0.00 )   $ (1.80 )
                                 
Weighted average shares outstanding:
                                
Basic and diluted (2)
     73,724,995       225,000       43,056,863       225,000  
                                 
(2) All common share amounts and per share amounts in these financial statements reflect the 1-for-300 share reverse split of the issued and outstanding shares of common stock of the Company, effective June 18, 2014, including retroactive adjustment of common share amounts. See note 6.
  
 
 
 
 
 
 
 
 The accompanying notes are an integral part of these condensed unaudited financial statements.
 
 
3
 
 
 
BUSCAR COMPANY.
  
 (Formerly BUSCAR OIL, INC.)
  
 Statements of Cash Flows
  
 (Unaudited)
  
             
             
    For the six months ended  
 
  
September 30,
2015
    
September 30,
2014
  
             
Operating Activities:
            
Net loss
   $ (167,402 )   $ (405,593 )
Non- cash adjustment to reconcile net loss to cash used in operating activities:
          
Share based compensation
     132,000       -  
Net change in:
                
Accounts payable and accrued liabilities
     40,656       321,428  
Due to related party
     (5,254 )     84,140  
Cash Used in Operating Activities
     -       (25 )
                 
Financing Activities:
                
                 
Net Decrease in Cash
     -       (25 )
                 
Cash, beginning of period
     -       25  
Cash, end of period
   $ -     $ -  
                 
Interest Paid
   $ -     $ -  
                 
Taxes Paid
   $ -     $ -  
 
The significant non cash investing and financing activities for the period  ended September 30, 2015 included:
 a) The issuance of 7,200,000 shares in exchange for $390,000 of debt settlement
 b) The issuance of 65,000,000 shares in exchange for $300,000 of debt settlement
 c) The issuance of 1,300,000 shares in exchange for $65,000 of debt settlement
 
There were no significant non cash investing and financing activities for the period  ended September 30, 2014
 
 
 
 
 The accompanying notes are an integral part of these condensed unaudited financial statements.
 
 
4
 

 
Buscar Company.
(Formerly Buscar Oil Inc.)
Notes to Financial Statements
(Unaudited)
 
Note 1 - Business
 
The Company's business is the buying, selling and racing of thoroughbreds that can race in the allowance and stakes levels of thoroughbred racing; however, the Company will initially begin in the claiming level of thoroughbred racing.  The Company’s main focus will be acquiring horses that will be capable of racing in stake races throughout the Country.
 
Allowance races are a race other than claiming for which the racing secretary drafts certain conditions (see below for more details).  Stakes races are the top level races.  The purse money is significantly higher in allowance and stakes level races.  Claiming refers to the process by which a licensed person may purchase a horse entered in a race designated as a “claiming race” for a predetermined price. When a horse has been claimed, its new owner assumes title after the starting gate opens although the former owner is entitled to all purse money earned in that race.  Claiming races are lowest level in thoroughbred racing. Stakes and allowance races are races in which the horses are not for sale.  The Company also engages in the business of thoroughbred research.
 
Note 2 - Summary of Significant Accounting Policies
 
The financial statements have, in management's opinion, been properly prepared within the framework of the significant accounting policies summarized below:
 
The accompanying financial statements of Buscar Company (formerly Buscar Oil, Inc.) (the "Company") have been prepared in accordance with accounting  principles  generally accepted in the  United  States  of  America  and the  rules of the  Securities  and Exchange  Commission  ("SEC”).
 
Income Taxes
 
We account for income taxes under the asset and liability method.  Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount expected to be realized.
 
As a result of the implementation of certain provisions of ASC 740, Income Taxes (“ASC 740”), which clarifies the accounting and disclosure for uncertainty in tax positions, as defined, ASC 740 seeks to reduce the diversity in practice associated with certain aspects of the recognition and measurement related to accounting for income taxes.  We adopted the provisions of ASC 740 as of January 1, 2007, and have analyzed filing positions in each of the federal and state jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions.  We have identified the U.S. federal and California as our "major" tax jurisdictions.  Generally, we remain subject to Internal Revenue Service examination of our 2010 through 2013 U.S. federal income tax returns, and remain subject to California Franchise Tax Board examination of our 2010 through 2013 California Franchise Tax Returns.  However, we have certain tax attribute carryforwards which will remain subject to review and adjustment by the relevant tax authorities until the statute of limitations closes with respect to the year in which such attributes are utilized.
 
Basic and Diluted Loss Per Share
 
Basic loss per share is computed using the weighted average number of shares outstanding during the period. Diluted loss per share has not been provided as it would be anti-dilutive.
 
 
 
5
 
 
 
Stock-Based Compensation
 
We periodically issue stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. We account for stock option and warrant grants issued and vesting to employees based on Financial Accounting Standards Board (FASB) ASC Topic 718, “Compensation – Stock Compensation”, whereas the award is measured at its fair value at the date of grant and is amortized ratably over the service period. We account for stock option and warrant grants issued and vesting to non-employees in accordance with ASC Topic 505, “Equity”, whereas the value of the stock compensation is based upon the measurement date as determined at either (a) the date at which a performance commitment is reached, or (b) at the date at which the necessary performance to earn the equity instruments is complete.
 
Recent Accounting Pronouncements
 
In 2014, the FASB has issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The amendments in this ASU remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, including the removal of Topic 915, Development Stage Entities, from the FASB Accounting Standards Codification™. In addition, the ASU: (a) adds an example disclosure in Topic 275, Risks and Uncertainties, to illustrate one way that an entity that has not begun planned principal operations could provide information about the risks and uncertainties related to the company’s current activities; and (b) removes an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity. We have early adopted ASU No. 2014-10 and have removed all incremental financial reporting for development stage enterprises.
 
Note 3 - Going Concern
 
These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. At September 30, 2015, the Company had not yet achieved profitable operations, has accumulated losses of $14,903,596 (March 31, 2015- $14,736,194) since its inception, has a working capital deficiency of $217,926 (March 31, 2015 -$415,524) and expects to incur further losses in the development of its business, all of which raise substantial doubt about the Company's ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available or on terms acceptable to the Company.
 
Note 4 – Due to Related Party
 
For the period ended September 30, 2015 related parties paid $300,000 on behalf of the Company for its accounting, consulting and legal fees. All of these fees have been accrued.  As of September 30, 2015, NIL is outstanding to them.  The amount due does not bear any interest and is due on demand.
 
On August 1, 2014 the Company entered into an Executive Employment Agreement with Mr. Troy Grant. Starting on August 1, 2014, the Company shall pay Mr. Grant a base salary of $22,000 per month, full or part, plus applicable bonuses as are awarded by the Board of Directors from time to time based on performance, which may either be paid in stock or cash at the discretion of the Board. $198,000 has been expensed to date.
 
On August 1, 2014 the Company entered into an office rental agreement with Mr. Grant for 700 square feet of office space located at his residence in Nova Scotia, Canada. The Company shall occupy the Premises on a month-to-month basis for $500 per month. Rent shall accrue from August 1, 2014 until July 31, 2015, and on such date, the Tenant shall pay owner the sum outstanding ($500 monthly) for all accrued rents. $4,000 has been expensed to date.
 
 
 
 
6
 
 
 
The shares for the amount accrued were issued in June 2015.  As of September 30, 2015, the Company has paid this expense.
 
Shares for the $300,000 accrued were issued in June 2015 (See note 6). As of September 30, 2015, the Company had no payable due to related parties
 
Note 5 – Commitments and Contingencies
 
As of September 30, 2015, the Company had a total of $217,926 of outstanding liabilities. As of this date, the Company recognized $177,270 of outstanding liabilities related to previous Company directors, Robert Sawatsky and Kelly Fielder. The Company’s legal counsel believes that the outstanding liabilities are expected to be paid back to the previous Company directors, Robert Sawatsky and Kelly Fielder, who had originally loaned money to the Company. However, there has been no resolution of this event.
 
Note 6 – Equity
 
On June 18, 2014, upon receiving approval from the Financial Industry Regulatory Authority, Troy Grant, the Company’s sole director and majority shareholder approved certain actions (the “Actions”) that included:
(i)         An amendment to the Company’s Articles of Incorporation changing Colorado Gold Mines’ name to Buscar Oil, Inc.
(ii)        A 1-for-300 share Reverse Split of the Company’s issued and outstanding common stock. Common share amounts and per share amounts in these financial statements have been retroactively adjusted to reflect this reverse split.
 
On April 3, 2014 the Company sold 800,000 post-split shares of its common stock to Terry Christopher at a per share price of $.05 or an aggregate of $40,000.   On April 3, 2014, the Company sold 500,000 post-split shares of its common stock to Robin Ross at a per share price of $.05 or an aggregate of $25,000. All proceeds were used to settle current obligations. These shares were issued in June 2015.

On April 1, 2014 the Company entered into a consulting services contract with Theo van der Linde. The contract terminated on October 31, 2014. Mr. van der Linde shall receive 3,000,000 shares of the Company’s common stock representing payment of $100,000 for services rendered for the term of the agreement. Such shares shall be valued at the price of $.03 per common share. $100,000 has been expensed. The Company issued these shares in June 2015.

On April 1, 2014 the Company entered into a consulting services contract with Jack Bakker. The contract terminated on October 31, 2014. Mr. Bakker shall receive 3,000,000 shares of the Company’s common stock representing payment of $100,000 for services rendered for the term of the agreement. Such shares shall be valued at the price of $.03 per common share. $100,000 has been expensed. The Company issued these shares in June 2015.

On September 1, 2014 the Company entered into an Executive Employment Agreement with Mr. Terry Christopher. Mr. Christopher a geologist served as an advisor to the Company since September of 2014. Mr. Christopher will be entitled to receive 1,200,000 shares of the Company’s common stock as part of the agreement. The Shares shall be valued at a price of $0.05 per common share. $150,000 has been expensed to date and the Company issued these shares in June 2015.

On June 8, 2015, Troy Grant, the Company’s chief executive officer and sole member of the Board of Directors was issued 65,000,000 shares of restricted Common Stock in exchange for accrued salaries, bonus and expenses of $300,000. As previously stated in the Company’s 10-Qs and 10-Ks on August 1, 2014 the Company entered into an Executive Employment Agreement with Mr. Troy Grant. Whereby, the Company shall pay Mr. Grant a base salary of $22,000 per month, plus applicable bonuses as are awarded by the Board of Directors from time to time based on performance, which may either be paid in stock or cash at the discretion of the Board. No shares have been issued to Mr. Grant prior to June 9, 2015 with regard to deferred salary and bonus.
 
Per the agreements these individuals cannot own in excess of 9.99% of any class of stock of the company.
 
 
 
7
 
 
 
Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operation
 
Buscar Company. (“Buscar”, “we”, “us”, “our”, the "Company") was incorporated in Nevada as Cascade Springs Ltd. on January 19, 2010.  In 2012, we amended our Articles of Incorporation to change our name to Colorado Gold Mines, Inc. On June 18, 2014, changed our name to Buscar Oil, Inc. On May 19, 2015, the Company changed it’s name to Buscar Company.  Buscar is domiciled in the state of Colorado, and its corporate headquarters are located in Los Angeles, CA. The Company selected March 31 as its fiscal year end.
 
The Company's business is the buying, selling and racing of thoroughbreds that can race in the allowance and stakes levels of thoroughbred racing; however, the Company will initially begin in the claiming level of thoroughbred racing. The Company intends to acquire in its claiming division before acquiring horses for its allowance/stakes division. These horses will provide the Company with revenue and a foundation to build out a stakes level stable. The Company’s main focus will be acquiring horses that will be capable of racing in stake races throughout the Country.
 
Allowance races are a race other than claiming for which the racing secretary drafts certain conditions (see below for more details). Stakes races are the top level races. The purse money is significantly higher in allowance and stakes level races. Claiming refers to the process by which a licensed person may purchase a horse entered in a race designated as a “claiming race” for a predetermined price. When a horse has been claimed, its new owner assumes title after the starting gate opens although the former owner is entitled to all purse money earned in that race. Claiming races are lowest level in thoroughbred racing. Stakes and allowance races are races in which the horses are not for sale. The Company also engages in the business of thoroughbred research.
 
The Company is a developmental stage company. Additionally, the Company's management has expressed substantial doubt about our ability to continue as a going concern. The Company needs to raise additional capital to continue operations and to implement its plan of operations. The Company has insufficient capital to continue operations for the next 12 months. The Company requires up to $40,000 to continue its current operations for the next 12 months.. The company needs to raise capital in the amount of $1,600,000 to fully execute on its business plan on claiming at least 12-15 thoroughbreds over the next 18 months. The Company initially needs to raise $200,000 to begin implementing its business plan and acquiring thoroughbreds to race in claiming races. The Company needs the additional $1,400,000 to acquire a total of 8 thoroughbreds for its claiming division and 3-5 for its allowance/stakes division. The Company has not secured the financing necessary to execute timetables and/or acquisitions stated above. Furthermore, there is no guarantee that the Company will be able to raise the funds discussed in this paragraph.
 
Our auditors have issued a going concern opinion and the reasons noted for issuing the opinion are our lack of revenues and capital.
 
Factors that make this offering highly speculative or risky are:
 
● We require funding for our operations and have not located and may not be able to obtain financing in the future;
● There is a very limited market for our common shares;
● We have no revenues or sales;
● We are start -up business;
● We will likely issue shares in the future for services and to raise capital which will dilute investors and our existing stockholders;
● We are a penny stock;
● We have a poor financial condition and are undercapitalized;
● Our officers and directors have no experience in running a public company.
 
Because we are a small company that has never generated revenues and do not have any capital, we must raise money.   If we can’t raise any capital, we will have to cease operations.

Liquidity and Capital Resources

As of September 30, 2015, we did not have any cash available. We plan to raise additional debt and equity financing to meet our obligations as they become due.
 
 
 
8
 

 
Off-Balance Sheet Arrangements

We did not have any off balance sheet arrangements as of September 30, 2015.

Item 4.  Controls and Procedures.
 
Evaluation of Disclosure Controls and Procedures
 
An evaluation was carried out under the supervision and with the participation of our management, including our Principal Executive Officer and Principal Financial Officer, of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report on Form 10-Q.  Disclosure controls and procedures are procedures designed with the objective of ensuring that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, such as this Form 10-Q, is recorded, processed, summarized and reported, within the time period specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and is communicated to our management, including our Principal Executive Officer and Principal Financial Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.  Based on that evaluation, our management concluded that, as of September 30, 2015, our disclosure controls and procedures were not effective.
 
Significant Deficiencies in Disclosure Controls And Procedures
 
The Company is a small organization with limited personnel. The Company was unable to implement an effective system of disclosure controls and procedures as of the evaluation date. Nevertheless, management believes that this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Report.

 Changes in Internal Control Over Financial Reporting
 
There were no changes in our internal control over financial reporting during the quarter ended September 30, 2015, that materially affected or are reasonably likely to materially affect our internal control over financial reporting.
 
PART II
 
Item 6.  Exhibits
 

  
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amended report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 
BUSCAR COMPANY, INC.
  
       
 
By:
/s/ Troy Grant
  
December 21, 2015
  
Troy Grant
  
   
Financial and Accounting Officer (interim)
 
 
 
9


EXHIBIT 31.1
 
 
CERTIFICATIONS
 
I, Troy Grant, certify that;

1.   I have reviewed this quarterly report on Form 10-Q of Buscar Oil, Inc.;

2.   Based on my knowledge, this report, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by the report;

3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.   The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.   The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
 
December 21, 2015
By:
/s/ Troy Grant  
    Troy Grant  
    Principal Executive Officer  
 
 


EXHIBIT 31.2
 
 
CERTIFICATIONS
 
I, Troy Grant, certify that;

1.   I have reviewed this quarterly report on Form 10-Q of Buscar Oil, Inc.;

2.   Based on my knowledge, this report, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by the report;

3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.   The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
5.   The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
 
December 21, 2015
By:
/s/ Troy Grant  
    Troy Grant  
    Principal Financial Officer  
 



EXHIBIT 32


In connection with the Quarterly Report of Buscar Company (the “Company”) on Form 10-Q for the period ending September 30, 2015, as filed with the Securities and Exchange Commission (the “Report”), Troy Grant, the Principal Executive and Financial Officer of the Company, certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of his knowledge:

(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)
The information contained in the Report fairly presents, in all material respects the financial condition and results of the Company.
 
 
December 21, 2015
By:
/s/ Troy Grant  
    Troy Grant  
    Principal Executive, Financial  
    and Accounting Officer  
 
 
 
 
 
 

 





v3.3.1.900
Document and Entity Information
 6 Months Ended
Sep. 30, 2015
USD ($)
shares
Document and Entity Information:  
Entity Registrant Name Buscar Company
Document Type 10-Q
Document Period End Date Sep. 30, 2015
Trading Symbol cgld
Amendment Flag false
Entity Central Index Key 0001518380
Current Fiscal Year End Date --03-31
Entity Common Stock, Shares Outstanding | shares 73,724,995
Entity Public Float | $ $ 0
Entity Filer Category Smaller Reporting Company
Entity Current Reporting Status Yes
Entity Voluntary Filers No
Entity Well-known Seasoned Issuer No
Document Fiscal Year Focus 2016
Document Fiscal Period Focus Q2


v3.3.1.900
Balance Sheets (Unudited for September 30, 2015) - USD ($)
Sep. 30, 2015
Mar. 31, 2015
CURRENT ASSETS    
Cash $ 0 $ 0
TOTAL CURRENT ASSETS 0 0
TOTAL ASSETS 0 0
CURRENT LIABILITIES    
Due to Related Party 0 238,254
Accounts payable and accrued liabilities 40,656 0
Contingent liabilities 177,270 177,270
TOTAL CURRENT LIABILITIES 217,926 415,524
TOTAL LIABILITIES 217,926 415,524
STOCKHOLDERS' DEFICIT    
Preferred stock 80 80
Common stock [1] 737 2
Common stock payable 0 390,000
Additional paid-in capital 14,684,853 13,930,588
Accumulated deficit (14,903,596) (14,736,194)
TOTAL STOCKHOLDERS' DEFICIT (217,926) (415,524)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 0 $ 0
[1] All common share amounts and per share amounts in these financial statements reflect the 1-for-300 share reverse split of the issued and outstanding shares of common stock of the Company, effective June 18, 2014, including retroactive adjustment of common share amounts. See note 6.


v3.3.1.900
Statement of Financial Position - Parenthetical - $ / shares
Sep. 30, 2015
Mar. 31, 2015
Statement of Financial Position    
Preferred Stock, Par Value $ 0.00001 $ 0.00001
Preferred Stock, Shares Authorized 20,000,000 20,000,000
Preferred Stock, Shares Issued 8,000,000 8,000,000
Preferred Stock, Shares Outstanding 8,000,000 8,000,000
Common Stock, Par Value $ 0.00001 $ 0.00001
Common Stock, Shares Authorized 500,000,000 500,000,000
Common Stock, Shares Issued 73,724,995 73,724,995
Common Stock, Shares Outstanding 73,724,995 73,724,995


v3.3.1.900
Statements of Operations (Unaudited) - USD ($)
 3 Months Ended 6 Months Ended
Sep. 30, 2015
Sep. 30, 2014
Sep. 30, 2015
Sep. 30, 2014
Costs and expenses:        
Management and consulting fees $ 0 $ 279,714 $ 126,746 $ 365,428
General and administrative 10,000 9,640 40,656 40,165
Total expenses 10,000 289,354 167,402 405,593
Loss from operations (10,000) (289,354) (167,402) (405,593)
Loss before income taxes (10,000) (289,354) (167,402) (405,593)
Provision for income taxes 0 0 0 0
Net loss $ (10,000) $ (289,354) $ (167,402) $ (405,593)
Net loss per share: Basic and diluted $ (0.00) $ (1.29) $ (0.00) $ (1.80)
Weighted average shares outstanding: Basic and diluted [1] 73,724,995 225,000 43,056,863 225,000
[1] All common share amounts and per share amounts in these financial statements reflect the 1-for-300 share reverse split of the issued and outstanding shares of common stock of the Company, effective June 18, 2014, including retroactive adjustment of common share amounts. See note 6.


v3.3.1.900
Statements of Cash Flows (Unaudited) - USD ($)
 3 Months Ended 6 Months Ended
Sep. 30, 2015
Sep. 30, 2014
Sep. 30, 2015
Sep. 30, 2014
Operating Activities:        
Net loss $ (10,000) $ (289,354) $ (167,402) $ (405,593)
Non-cash adjustment to reconcile net loss to cash used in operating activities:        
Share based compensation     132,000 0
Accounts payable and accrued liabilities (increase/decrease)     40,656 321,428
Due to related party (increase/decrease)     (5,254) 84,140
Cash Used in Operating Activities     0 (25)
Financing Activities:        
Cash Used in Financing Activities     0 0
Net Decrease in Cash     0 (25)
Cash, beginning of period     0 25
Cash, end of period 0 0 0 0
Interest Paid     0 0
Taxes Paid $ 0 $ 0 $ 0 $ 0


v3.3.1.900
Note 1 - Business
 6 Months Ended
Sep. 30, 2015
Notes  
Note 1 - Business

Note 1 - Business

 

The Company's business is the buying, selling and racing of thoroughbreds that can race in the allowance and stakes levels of thoroughbred racing; however, the Company will initially begin in the claiming level of thoroughbred racing.  The Company’s main focus will be acquiring horses that will be capable of racing in stake races throughout the Country.

 

Allowance races are a race other than claiming for which the racing secretary drafts certain conditions (see below for more details).  Stakes races are the top level races.  The purse money is significantly higher in allowance and stakes level races.  Claiming refers to the process by which a licensed person may purchase a horse entered in a race designated as a “claiming race” for a predetermined price. When a horse has been claimed, its new owner assumes title after the starting gate opens although the former owner is entitled to all purse money earned in that race.  Claiming races are lowest level in thoroughbred racing. Stakes and allowance races are races in which the horses are not for sale.  The Company also engages in the business of thoroughbred research.


v3.3.1.900
Note 2 - Summary of Significant Accounting Policies
 6 Months Ended
Sep. 30, 2015
Notes  
Note 2 - Summary of Significant Accounting Policies

Note 2 - Summary of Significant Accounting Policies

 

The financial statements have, in management's opinion, been properly prepared within the framework of the significant accounting policies summarized below:

 

The accompanying financial statements of Buscar Company (formerly Buscar Oil, Inc.) (the "Company") have been prepared in accordance with accounting  principles  generally accepted in the  United  States  of  America  and the  rules of the  Securities  and Exchange  Commission  ("SEC”).

 

Income Taxes

 

We account for income taxes under the asset and liability method.  Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount expected to be realized.

 

As a result of the implementation of certain provisions of ASC 740, Income Taxes (“ASC 740”), which clarifies the accounting and disclosure for uncertainty in tax positions, as defined, ASC 740 seeks to reduce the diversity in practice associated with certain aspects of the recognition and measurement related to accounting for income taxes.  We adopted the provisions of ASC 740 as of January 1, 2007, and have analyzed filing positions in each of the federal and state jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions.  We have identified the U.S. federal and California as our "major" tax jurisdictions.  Generally, we remain subject to Internal Revenue Service examination of our 2010 through 2013 U.S. federal income tax returns, and remain subject to California Franchise Tax Board examination of our 2010 through 2013 California Franchise Tax Returns.  However, we have certain tax attribute carryforwards which will remain subject to review and adjustment by the relevant tax authorities until the statute of limitations closes with respect to the year in which such attributes are utilized.

 

Basic and Diluted Loss Per Share

 

Basic loss per share is computed using the weighted average number of shares outstanding during the period. Diluted loss per share has not been provided as it would be anti-dilutive.

 

Stock-Based Compensation

 

We periodically issue stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. We account for stock option and warrant grants issued and vesting to employees based on Financial Accounting Standards Board (FASB) ASC Topic 718, “Compensation – Stock Compensation”, whereas the award is measured at its fair value at the date of grant and is amortized ratably over the service period. We account for stock option and warrant grants issued and vesting to non-employees in accordance with ASC Topic 505, “Equity”, whereas the value of the stock compensation is based upon the measurement date as determined at either (a) the date at which a performance commitment is reached, or (b) at the date at which the necessary performance to earn the equity instruments is complete.

 

Recent Accounting Pronouncements

 

In 2014, the FASB has issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The amendments in this ASU remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, including the removal of Topic 915, Development Stage Entities, from the FASB Accounting Standards Codification . In addition, the ASU: (a) adds an example disclosure in Topic 275, Risks and Uncertainties, to illustrate one way that an entity that has not begun planned principal operations could provide information about the risks and uncertainties related to the company’s current activities; and (b) removes an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity. We have early adopted ASU No. 2014-10 and have removed all incremental financial reporting for development stage enterprises.


v3.3.1.900
Note 3 - Going Concern
 6 Months Ended
Sep. 30, 2015
Notes  
Note 3 - Going Concern

Note 3 - Going Concern

 

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. At September 30, 2015, the Company had not yet achieved profitable operations, has accumulated losses of $14,903,596 (March 31, 2015- $14,736,194) since its inception, has a working capital deficiency of $217,926 (March 31, 2015 - $415,524) and expects to incur further losses in the development of its business, all of which raise substantial doubt about the Company's ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available or on terms acceptable to the Company.


v3.3.1.900
Note 4 - Due To Related Party
 6 Months Ended
Sep. 30, 2015
Notes  
Note 4 - Due To Related Party

Note 4 – Due to Related Party

 

For the period ended September 30, 2015 related parties paid $300,000 on behalf of the Company for its accounting, consulting and legal fees. All of these fees have been accrued.  As of September 30, 2015, NIL is outstanding to them.  The amount due does not bear any interest and is due on demand.

 

On August 1, 2014 the Company entered into an Executive Employment Agreement with Mr. Troy Grant. Starting on August 1, 2014, the Company shall pay Mr. Grant a base salary of $22,000 per month, full or part, plus applicable bonuses as are awarded by the Board of Directors from time to time based on performance, which may either be paid in stock or cash at the discretion of the Board. $198,000 has been expensed to date.

 

On August 1, 2014 the Company entered into an office rental agreement with Mr. Grant for 700 square feet of office space located at his residence in Nova Scotia, Canada. The Company shall occupy the Premises on a month-to-month basis for $500 per month. Rent shall accrue from August 1, 2014 until July 31, 2015, and on such date, the Tenant shall pay owner the sum outstanding ($500 monthly) for all accrued rents. $4,000 has been expensed to date.

 

The shares for the amount accrued were issued in June 2015.  As of September 30, 2015, the Company has paid this expense.

 

Shares for the $300,000 accrued were issued in June 2015 (See note 6). As of September 30, 2015, the Company had no payable due to related parties.


v3.3.1.900
Note 5 - Commitments and Contingencies
 6 Months Ended
Sep. 30, 2015
Notes  
Note 5 - Commitments and Contingencies

Note 5 – Commitments and Contingencies

 

As of September 30, 2015, the Company had a total of $217,926 of outstanding liabilities. As of this date, the Company recognized $177,270 of outstanding liabilities related to previous Company directors, Robert Sawatsky and Kelly Fielder. The Company’s legal counsel believes that the outstanding liabilities are expected to be paid back to the previous Company directors, Robert Sawatsky and Kelly Fielder, who had originally loaned money to the Company. However, there has been no resolution of this event.


v3.3.1.900
Note 6 - Equity
 6 Months Ended
Sep. 30, 2015
Notes  
Note 6 - Equity

Note 6 – Equity

 

On June 18, 2014, upon receiving approval from the Financial Industry Regulatory Authority, Troy Grant, the Company’s sole director and majority shareholder approved certain actions (the “Actions”) that included:

(i)         An amendment to the Company’s Articles of Incorporation changing Colorado Gold Mines’ name to Buscar Oil, Inc.

(ii)        A 1-for-300 share Reverse Split of the Company’s issued and outstanding common stock. Common share amounts and per share amounts in these financial statements have been retroactively adjusted to reflect this reverse split.

 

On April 3, 2014 the Company sold 800,000 post-split shares of its common stock to Terry Christopher at a per share price of $.05 or an aggregate of $40,000.   On April 3, 2014, the Company sold 500,000 post-split shares of its common stock to Robin Ross at a per share price of $.05 or an aggregate of $25,000. All proceeds were used to settle current obligations. These shares were issued in June 2015.

 

On April 1, 2014 the Company entered into a consulting services contract with Theo van der Linde. The contract terminated on October 31, 2014. Mr. van der Linde shall receive 3,000,000 shares of the Company’s common stock representing payment of $100,000 for services rendered for the term of the agreement. Such shares shall be valued at the price of $.03 per common share. $100,000 has been expensed. The Company issued these shares in June 2015.

 

On April 1, 2014 the Company entered into a consulting services contract with Jack Bakker. The contract terminated on October 31, 2014. Mr. Bakker shall receive 3,000,000 shares of the Company’s common stock representing payment of $100,000 for services rendered for the term of the agreement. Such shares shall be valued at the price of $.03 per common share. $100,000 has been expensed. The Company issued these shares in June 2015.

 

On September 1, 2014 the Company entered into an Executive Employment Agreement with Mr. Terry Christopher. Mr. Christopher a geologist served as an advisor to the Company since September of 2014. Mr. Christopher will be entitled to receive 1,200,000 shares of the Company’s common stock as part of the agreement. The Shares shall be valued at a price of $0.05 per common share. $150,000 has been expensed to date and the Company issued these shares in June 2015.

 

On June 8, 2015, Troy Grant, the Company’s chief executive officer and sole member of the Board of Directors was issued 65,000,000 shares of restricted Common Stock in exchange for accrued salaries, bonus and expenses of $300,000. As previously stated in the Company’s 10-Qs and 10-Ks on August 1, 2014 the Company entered into an Executive Employment Agreement with Mr. Troy Grant. Whereby, the Company shall pay Mr. Grant a base salary of $22,000 per month, plus applicable bonuses as are awarded by the Board of Directors from time to time based on performance, which may either be paid in stock or cash at the discretion of the Board. No shares have been issued to Mr. Grant prior to June 9, 2015 with regard to deferred salary and bonus.

 

Per the agreements these individuals cannot own in excess of 9.99% of any class of stock of the company.


v3.3.1.900
Note 2 - Summary of Significant Accounting Policies: Income Taxes (Policies)
 6 Months Ended
Sep. 30, 2015
Policies  
Income Taxes

Income Taxes

 

We account for income taxes under the asset and liability method.  Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount expected to be realized.

 

As a result of the implementation of certain provisions of ASC 740, Income Taxes (“ASC 740”), which clarifies the accounting and disclosure for uncertainty in tax positions, as defined, ASC 740 seeks to reduce the diversity in practice associated with certain aspects of the recognition and measurement related to accounting for income taxes.  We adopted the provisions of ASC 740 as of January 1, 2007, and have analyzed filing positions in each of the federal and state jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions.  We have identified the U.S. federal and California as our "major" tax jurisdictions.  Generally, we remain subject to Internal Revenue Service examination of our 2010 through 2013 U.S. federal income tax returns, and remain subject to California Franchise Tax Board examination of our 2010 through 2013 California Franchise Tax Returns.  However, we have certain tax attribute carryforwards which will remain subject to review and adjustment by the relevant tax authorities until the statute of limitations closes with respect to the year in which such attributes are utilized.


v3.3.1.900
Note 2 - Summary of Significant Accounting Policies: Basic and Diluted Loss Per Share (Policies)
 6 Months Ended
Sep. 30, 2015
Policies  
Basic and Diluted Loss Per Share

Basic and Diluted Loss Per Share

 

Basic loss per share is computed using the weighted average number of shares outstanding during the period. Diluted loss per share has not been provided as it would be anti-dilutive.


v3.3.1.900
Note 2 - Summary of Significant Accounting Policies: Stock-Based Compensation (Policies)
 6 Months Ended
Sep. 30, 2015
Policies  
Stock-Based Compensation

Stock-Based Compensation

 

We periodically issue stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. We account for stock option and warrant grants issued and vesting to employees based on Financial Accounting Standards Board (FASB) ASC Topic 718, “Compensation – Stock Compensation”, whereas the award is measured at its fair value at the date of grant and is amortized ratably over the service period. We account for stock option and warrant grants issued and vesting to non-employees in accordance with ASC Topic 505, “Equity”, whereas the value of the stock compensation is based upon the measurement date as determined at either (a) the date at which a performance commitment is reached, or (b) at the date at which the necessary performance to earn the equity instruments is complete.


v3.3.1.900
Note 2 - Summary of Significant Accounting Policies: Recent Accounting Pronouncements (Policies)
 6 Months Ended
Sep. 30, 2015
Policies  
Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

In 2014, the FASB has issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The amendments in this ASU remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, including the removal of Topic 915, Development Stage Entities, from the FASB Accounting Standards Codification . In addition, the ASU: (a) adds an example disclosure in Topic 275, Risks and Uncertainties, to illustrate one way that an entity that has not begun planned principal operations could provide information about the risks and uncertainties related to the company’s current activities; and (b) removes an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity. We have early adopted ASU No. 2014-10 and have removed all incremental financial reporting for development stage enterprises.


v3.3.1.900
Note 3 - Going Concern (Details) - USD ($)
Sep. 30, 2015
Mar. 31, 2015
Details    
Accumulated deficit $ 14,903,596 $ 14,736,194
TOTAL STOCKHOLDERS' DEFICIT $ 217,926 $ 415,524


v3.3.1.900
Note 4 - Due To Related Party (Details)
 6 Months Ended
Sep. 30, 2015
USD ($)
Details  
Professional Fees $ 300,000
Salaries, Wages and Officers' Compensation 198,000
Operating Leases, Rent Expense $ 4,000


v3.3.1.900
Note 5 - Commitments and Contingencies (Details) - USD ($)
Sep. 30, 2015
Mar. 31, 2015
Details    
TOTAL CURRENT LIABILITIES $ 217,926 $ 415,524
Contingent liabilities $ 177,270 $ 177,270


v3.3.1.900
Note 6 - Equity (Details)
 6 Months Ended
Sep. 30, 2015
USD ($)
shares
Details  
Stock Issued During Period, Shares, Issued for Services | shares 65,000,000
Stock Issued During Period, Value, Issued for Services | $ $ 300,000
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