• Filing Date: 2015-01-16
  • Form Type: 10-Q
  • Description: Quarterly report
v2.4.1.9
Document and Entity Information (USD $)
3 Months Ended
Dec. 31, 2014
Mar. 30, 2014
Entity Registrant Name NATURAL GAS FUELING & CONVERSION INC.  
Document Type 10-Q  
Document Period End Date Dec. 31, 2014  
Amendment Flag false  
Entity Central Index Key 0001590715  
Current Fiscal Year End Date --09-30  
Entity Public Float   $ 0dei_EntityPublicFloat
Entity Filer Category Smaller Reporting Company  
Entity Current Reporting Status No  
Entity Voluntary Filers No  
Entity Well-known Seasoned Issuer No  
Document Fiscal Year Focus 2015  
Document Fiscal Period Focus Q1  
Common Class A    
Entity Common Stock, Shares Outstanding 12,600,000dei_EntityCommonStockSharesOutstanding
/ us-gaap_StatementClassOfStockAxis
= us-gaap_CommonClassAMember
 
Common Class B    
Entity Common Stock, Shares Outstanding 7,000,000dei_EntityCommonStockSharesOutstanding
/ us-gaap_StatementClassOfStockAxis
= us-gaap_CommonClassBMember
 
v2.4.1.9
Balance Sheets (Unaudited) (USD $)
Dec. 31, 2014
Sep. 30, 2014
Statement of Financial Position    
Cash $ 48,075us-gaap_Cash $ 82,819us-gaap_Cash
Investment in marketable securities 29,442us-gaap_MarketableSecurities 27,561us-gaap_MarketableSecurities
Total current assets 77,517us-gaap_AssetsCurrent 110,380us-gaap_AssetsCurrent
Software, net 4,745us-gaap_CapitalizedComputerSoftwareNet  
Total assets 82,262us-gaap_Assets 110,380us-gaap_Assets
Pre paid stock subscription 1,500us-gaap_OtherLiabilities  
Rent payable 2,100us-gaap_AccruedRentCurrent 3,000us-gaap_AccruedRentCurrent
Total current liabilities 3,600us-gaap_LiabilitiesCurrent 3,000us-gaap_LiabilitiesCurrent
Common stock-Class A 1,260fil_CommonStcokClassA 1,260fil_CommonStcokClassA
Common stock-Class B 700fil_CommonStockClassB 700fil_CommonStockClassB
Additional paid-in capital 194,350us-gaap_AdditionalPaidInCapital 194,350us-gaap_AdditionalPaidInCapital
Retained earnings (deficit) (117,648)us-gaap_RetainedEarningsAccumulatedDeficit (88,930)us-gaap_RetainedEarningsAccumulatedDeficit
Total stockholders' equity (deficit) 78,662us-gaap_StockholdersEquity 107,380us-gaap_StockholdersEquity
Total liabilities and stockholders' equity (deficit) $ 82,262us-gaap_LiabilitiesAndStockholdersEquity $ 110,380us-gaap_LiabilitiesAndStockholdersEquity
v2.4.1.9
Statement of Financial Position - Parenthetical (USD $)
Dec. 31, 2014
Preferred Stock, Par Value $ 0.0001us-gaap_PreferredStockParOrStatedValuePerShare
Preferred Stock, Shares Authorized 10,000,000us-gaap_PreferredStockSharesAuthorized
Preferred Stock, Shares Issued 0us-gaap_PreferredStockSharesIssued
Preferred Stock, Shares Outstanding 0us-gaap_PreferredStockSharesOutstanding
Class A  
Common Stock, Par Value $ 0.0001us-gaap_CommonStockParOrStatedValuePerShare
/ us-gaap_StatementClassOfStockAxis
= fil_ClassAMember
Common Stock, Shares Authorized 230,000,000us-gaap_CommonStockSharesAuthorized
/ us-gaap_StatementClassOfStockAxis
= fil_ClassAMember
Common Stock, Shares Issued 12,600,000us-gaap_CommonStockSharesIssued
/ us-gaap_StatementClassOfStockAxis
= fil_ClassAMember
Common Stock, Shares Outstanding 12,600,000us-gaap_CommonStockSharesOutstanding
/ us-gaap_StatementClassOfStockAxis
= fil_ClassAMember
Class B  
Common Stock, Par Value $ 0.0001us-gaap_CommonStockParOrStatedValuePerShare
/ us-gaap_StatementClassOfStockAxis
= fil_ClassBMember
Common Stock, Shares Authorized 60,000,000us-gaap_CommonStockSharesAuthorized
/ us-gaap_StatementClassOfStockAxis
= fil_ClassBMember
Common Stock, Shares Issued 7,000,000us-gaap_CommonStockSharesIssued
/ us-gaap_StatementClassOfStockAxis
= fil_ClassBMember
Common Stock, Shares Outstanding 7,000,000us-gaap_CommonStockSharesOutstanding
/ us-gaap_StatementClassOfStockAxis
= fil_ClassBMember
v2.4.1.9
Statements of Operations (Unaudited) (USD $)
3 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Income Statement    
Legal fees $ 4,950us-gaap_LegalFees $ 12,500us-gaap_LegalFees
Accounting fees 5,200us-gaap_ProfessionalFees 3,000us-gaap_ProfessionalFees
Officer compensation 6,000us-gaap_OfficersCompensation 4,000us-gaap_OfficersCompensation
Depreciation 250us-gaap_Depreciation 0us-gaap_Depreciation
General and administrative 11,600us-gaap_GeneralAndAdministrativeExpense 8,278us-gaap_GeneralAndAdministrativeExpense
Total operating expenses 28,000us-gaap_OperatingExpenses 27,778us-gaap_OperatingExpenses
Loss from operations (28,000)us-gaap_IncomeLossFromContinuingOperations (27,778)us-gaap_IncomeLossFromContinuingOperations
Refunds 1,500us-gaap_ProceedsFromRefundsFromSuppliersOfMaterial  
Realized gain on marketable securities 494fil_RealizedGainOnMarketableSecurities  
Unrealized loss on marketable securities (2,852)us-gaap_UnrealizedGainLossOnMarketableSecuritiesCostMethodInvestmentsAndOtherInvestments  
Dividends received 140fil_DividendsReceived 0fil_DividendsReceived
Total other income (718)us-gaap_OtherIncome 0us-gaap_OtherIncome
Net loss $ (28,718)us-gaap_NetIncomeLoss $ (27,778)us-gaap_NetIncomeLoss
Basic and diluted loss per common share $ 0.00us-gaap_EarningsPerShareBasicAndDiluted $ 0.00us-gaap_EarningsPerShareBasicAndDiluted
Basic and diluted weighted average number of common shares outstanding 19,018,733us-gaap_WeightedAverageNumberOfShareOutstandingBasicAndDiluted 17,255,556us-gaap_WeightedAverageNumberOfShareOutstandingBasicAndDiluted
v2.4.1.9
Statements of Cash Flows (Unaudited) (USD $)
3 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Statement of Cash Flows    
Net loss $ (28,718)us-gaap_NetIncomeLoss $ (27,778)us-gaap_NetIncomeLoss
Depreciation 250us-gaap_Depreciation 0us-gaap_Depreciation
Realized gain on marketable securities (494)fil_RealizedGainMarketableSecurities 0fil_RealizedGainMarketableSecurities
Unrealized loss on marketable securities 2,852us-gaap_MarketableSecuritiesUnrealizedGainLoss 0us-gaap_MarketableSecuritiesUnrealizedGainLoss
Dividends received (140)us-gaap_ProceedsFromDividendsReceived 0us-gaap_ProceedsFromDividendsReceived
Other current liabilities 600us-gaap_OtherLiabilitiesCurrent 0us-gaap_OtherLiabilitiesCurrent
Purchase of software (4,995)fil_us-gaap_PaymentsToAcquireProductiveAssets 0fil_us-gaap_PaymentsToAcquireProductiveAssets
Changes in cash balance ininvestment account (4,099)fil_us-gaap_PaymentsToAcquireAvailableForSaleSecurities 0fil_us-gaap_PaymentsToAcquireAvailableForSaleSecurities
Net cash used in investing activities (9,094)fil_UsGaapNetcashprovidedbyusedininvestingactivitiescontinuingoperations 0fil_UsGaapNetcashprovidedbyusedininvestingactivitiescontinuingoperations
Proceeds from related party debt 0us-gaap_ProceedsFromRelatedPartyDebt 815us-gaap_ProceedsFromRelatedPartyDebt
Proceeds from sale of common stock 0us-gaap_ProceedsFromIssuanceOfCommonStock 196,310us-gaap_ProceedsFromIssuanceOfCommonStock
Net cash provided by financing activities 0us-gaap_NetCashProvidedByUsedInFinancingActivities 197,125us-gaap_NetCashProvidedByUsedInFinancingActivities
Net increase (decrease) in cash (34,744)fil_UsGaapCashandcashequivalentsperiodincreasedecrease 224,903fil_UsGaapCashandcashequivalentsperiodincreasedecrease
Cash at beginning of period 82,819us-gaap_CashAndCashEquivalentsAtCarryingValue  
Cash at end of period 48,075us-gaap_CashAndCashEquivalentsAtCarryingValue 224,903us-gaap_CashAndCashEquivalentsAtCarryingValue
Interest 0us-gaap_InterestPaid 0us-gaap_InterestPaid
Income taxes $ 0us-gaap_IncomeTaxesPaid $ 0us-gaap_IncomeTaxesPaid
v2.4.1.9
Note 1 - Description of Business
3 Months Ended
Dec. 31, 2014
Notes  
Note 1 - Description of Business

NOTE 1 – DESCRIPTION OF BUSINESS

 

Natural Gas Fueling and Distribution Inc. (the “Company”) was incorporated in State of Florida on October 2, 2013, and plans to construct and operate combined gasoline, diesel and natural gas (NG) fueling and service stations with convenience stores along with factories to retrofit vehicles to run on NG in the United States. We also plan to acquire currently operating gasoline and diesel fueling stations and add NG bays to introduce NG fueling by expanding those stations. Also we plan to build factories to convert NG to liquefied natural gas (LNG) and compressed natural gas (CNG). Since inception on October 2, 2013, the Company has primarily been involved in conducting research and development, business planning and capital raising activities.

v2.4.1.9
Note 2 - Significant Accounting Policies
3 Months Ended
Dec. 31, 2014
Notes  
Note 2 - Significant Accounting Policies

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The accompanying financial statements include all accounts of the Company and in the opinion of management, reflect all adjustments, which include all normal recurring adjustments, necessary to state fairly the Company’s financial position, results of operations and cash flows for the period from October 1, 2014 to December 31, 2014. This financial statement period is not an indicative of the results to be expected for the year ending September 30, 2015, or for any other interim period in future. The unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Securities and Exchange Commission (“SEC”) Form 10-Q. They do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The information included in this Form 10-Q should be read in conjunction with information included in the Company’s 2014 Form 10-K for the fiscal year ended September 30, 2014, filed with the U.S. Securities and Exchange Commission on December 16, 2014

v2.4.1.9
Note 3 - Going Concern
3 Months Ended
Dec. 31, 2014
Notes  
Note 3 - Going Concern

NOTE 3 – GOING CONCERN

 

The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

 

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain a portion of such resources for the Company by selling the 10 million shares it has registered to sell the public. However management cannot provide any assurances that the Company will be successful in raising funds from the public to meet its minimum financial obligations.

 

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

v2.4.1.9
Note 4 - Investments in Marketable Securities
3 Months Ended
Dec. 31, 2014
Notes  
Note 4 - Investments in Marketable Securities

NOTE 4 – INVESTMENTS IN MARKETABLE SECURITIES

 

Marketable securities are classified as available-for-sale and are presented in the balance sheet at fair value.

 

Per Accounting Standards Codification 820 “Fair Value Measurement”, fair values defined establishes a framework for measuring fair value under generally accepted accounting principles and expands disclosures about fair value measurements. ASC 820 does not require any new fair value measurements.

 

ASC 820 establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows:

 

Level 1: Quoted market prices in active markets for identical assets or liabilities

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data

Level 3: Unobservable inputs that are not corroborated by market data

 

The Company has classified these marketable securities at level 1 with a fair value of $29,442 as of December 31, 2014.

 

In June 2014, the Company opened an investment and trading account with Interactive Brokers with a capital of $80,000 to invest in various stocks to receive dividends while hedging them by trading options to receive trading profits managed by its Chief Executive Office I. Andrew Weeraratne.  Of the $80,000 initial capital, $ 44,362 remains in cash as of December 31, 2014, and has not been actively invested in stock.  The total realized gains for the period ending December 31, 2014 from trading activities was $494.  The total unrealized loss as of December 31, 2014 is $2,852.  The investment and trading account is recorded at fair market value adjusting the account both by realized and unrealized gain and losses, as required by generally accepted accounting principles, at a balance of $29,442 as of December 31, 2014.

v2.4.1.9
Note 5 - Current Liabilities
3 Months Ended
Dec. 31, 2014
Notes  
Note 5 - Current Liabilities

NOTE 5 – CURRENT LIABILITIES

 

Two overseas investors wire transferred $750 each to acquire 5,000 shares each at .15 cents per share from our current direct public offering although we have not begun to issue shares to the public yet. We have recorded those receipts as pre paid stock subscriptions until those shares are issued in January of 2015, at which time we would recognize those payments as class A commons stock sales of the company.

 

On February 10, 2014 we signed an agreement to lease office space beginning February 15, 2014 where our phones are answered by a common receptionist for $400.00 per month and we accrued $3,000 as rental expenses for the 7.5 months on our September 30, 2014 financial statements.  In October 2014, we negotiated the monthly rental expenses to $200.00 per month to be effective retroactively and further negotiated to pay the annual rent via unregistered shares of our company currently valued at .15 cents per share prior to the end of the annual lease that will expire on February 15, 2015. Accordingly we have accrued the unpaid rent of $2,100 in our December 31, 2014 and have recorded the deduction of $1,500 we deducted from the rental expenses accrued on the first 7.5 months of the fiscal year ended September 30, 2014 as a refund for the period of December 31, 2014

v2.4.1.9
Note 6- Subsequent Events
3 Months Ended
Dec. 31, 2014
Notes  
Note 6- Subsequent Events

NOTE 6- Subsequent Events

 

On January 2, 2015, the company borrowed $10,000 from High Tech Fueling, Service and Conversion Inc. (HFSD) at 7% interest to be paid back as soon as we raise the funds from our Direct Public Offering that is currently in the process of applying for various state approvals (Blue Sky approvals) to raise funds. We anticipate that we will have our State applications to raise funds in all the states we plan to raise money would be approved by late January of 2015. At that point we plan to pay off that loan to HFSD.

 

HFSD is also majority owned and controlled by three major shareholders of our company and thus considered a related party.

v2.4.1.9
Note 2 - Significant Accounting Policies: Note 2 - Significant Accounting Policies (Policies)
3 Months Ended
Dec. 31, 2014
Policies  
Note 2 - Significant Accounting Policies

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The accompanying financial statements include all accounts of the Company and in the opinion of management, reflect all adjustments, which include all normal recurring adjustments, necessary to state fairly the Company’s financial position, results of operations and cash flows for the period from October 1, 2014 to December 31, 2014. This financial statement period is not an indicative of the results to be expected for the year ending September 30, 2015, or for any other interim period in future. The unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Securities and Exchange Commission (“SEC”) Form 10-Q. They do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The information included in this Form 10-Q should be read in conjunction with information included in the Company’s 2014 Form 10-K for the fiscal year ended September 30, 2014, filed with the U.S. Securities and Exchange Commission on December 16, 2014

v2.4.1.9
Note 4 - Investments in Marketable Securities: Note 4 - Investments in Marketable Securities (Policies)
3 Months Ended
Dec. 31, 2014
Policies  
Note 4 - Investments in Marketable Securities

NOTE 4 – INVESTMENTS IN MARKETABLE SECURITIES

 

Marketable securities are classified as available-for-sale and are presented in the balance sheet at fair value.

 

Per Accounting Standards Codification 820 “Fair Value Measurement”, fair values defined establishes a framework for measuring fair value under generally accepted accounting principles and expands disclosures about fair value measurements. ASC 820 does not require any new fair value measurements.

 

ASC 820 establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows:

 

Level 1: Quoted market prices in active markets for identical assets or liabilities

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data

Level 3: Unobservable inputs that are not corroborated by market data

 

The Company has classified these marketable securities at level 1 with a fair value of $29,442 as of December 31, 2014.

 

In June 2014, the Company opened an investment and trading account with Interactive Brokers with a capital of $80,000 to invest in various stocks to receive dividends while hedging them by trading options to receive trading profits managed by its Chief Executive Office I. Andrew Weeraratne.  Of the $80,000 initial capital, $ 44,362 remains in cash as of December 31, 2014, and has not been actively invested in stock.  The total realized gains for the period ending December 31, 2014 from trading activities was $494.  The total unrealized loss as of December 31, 2014 is $2,852.  The investment and trading account is recorded at fair market value adjusting the account both by realized and unrealized gain and losses, as required by generally accepted accounting principles, at a balance of $29,442 as of December 31, 2014.