XOTC:ACMA Quarterly Report 10-Q Filing - 2/29/2012

Effective Date 2/29/2012

XOTC:ACMA (): Fair Value Estimate
Premium
XOTC:ACMA (): Consider Buying
Premium
XOTC:ACMA (): Consider Selling
Premium
XOTC:ACMA (): Fair Value Uncertainty
Premium
XOTC:ACMA (): Economic Moat
Premium
XOTC:ACMA (): Stewardship
Premium
 
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 ACT OF 1934
 
For the quarterly period ended February 29, 2012
 
[   ]
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

For the transition period from ____________ to ______________

Commission file number: 333-167984

ACM CORPORATION
(Name of registrant in its charter)

Nevada
 
7380
 
68-0680465
(State or jurisdiction
of incorporation or organization) 
 
(Primary Standard
Industrial Classification 
Code Number)
 
(IRS Employer Identification No.) 

1736 Angel Falls Street
Las Vegas, NV, 89142-1230
(Address of principal executive offices)

(209) 694-4885
(Registrant's telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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, and 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  o
Accelerated filer   o
Non-accelerated filer  o
(Do not check if a smaller reporting company)
Smaller reporting company  x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.  Yes   o No   o

At April 6, 2012, there were 89,642,640 shares of the Issuer's common stock outstanding.
 
 
1

 
 
PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS
 
ACM CORPORATION
(FKA INCOME NOW CONSULTING)
(A Development Stage Company)
Balance Sheets
 
 
ASSETS
 
             
 
February 29,
 
May 31,
 
 
2012
 
2011
 
    (unaudited)        
CURRENT ASSETS
           
Cash
  $ -     $ 291  
                 
Total Current Assets
    -       291  
                 
TOTAL ASSETS
  $ -     $ 291  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
 
                 
CURRENT LIABILITIES
               
Accounts payable
  $ -     $ 177  
Accounts payable - related party
    -       17,605  
                 
Total Current Liabilities
    -       17,782  
STOCKHOLDERS' EQUITY (DEFICIT)
               
                 
Preferred stock, 50,000,000 shares authorized at
               
   par value of $0.0001, no shares issued and outstanding
    -       -  
Common stock, 100,000,000 shares authorized at
               
   par value of $0.0001, 89,642,640 shares
               
   issued and outstanding
    89,642       89,642  
Additional paid-in capital
    (677 )     (49,042 )
Deficit accumulated during the development stage
    (88,965 )     (58,091 )
                 
Total Stockholders' Equity (Deficit)
    -       (17,491 )
TOTAL LIABILITIES AND
               
  STOCKHOLDERS' EQUITY (DEFICIT)
  $ -     $ 291  
 
The accompanying notes are an integral part of these financial statements.
 
 
2

 
 
  ACM CORPORATION
 (FKA INCOME NOW CONSULTING)  
(A Development Stage Company)
Statements of Operations
(Unaudited)
 
    For the Three Months Ended February 29,     For the Three Months Ended February 28,       For the Nine Months Ended February 29,      For the Nine Months Ended February 28,     From Inception on April 23, 2010 through February 29,  
    2012     2011      2012      2011      2012  
REVENUES
  $ -     $ -     $ -     $ -     $ -  
COST OF SALES
    -       -       -       -       -  
GROSS MARGIN
    -       -       -       -       -  
OPERATING EXPENSES
                                       
Professional fees
    18,773       9,637       29,880       36,341       79,661  
General and administrative
    254       43       290       6,013       8,600  
Total Operating
                                       
    Expenses
    19,027       9,680       30,170       42,354       88,261  
                                         
INCOME (LOSS) FROM
                                       
LOSS FROM OPERATIONS
    (19,027 )     (9,680 )     (30,170 )     (42,354 )     (88,261 )
OTHER INCOME (EXPENSE)
                                       
Interest expense
    -       -       (704 )     -       (704 )
Total other income (expense)
    -       -       (704 )     -       (704 )
INCOME (LOSS) BEFORE
                                       
LOSS BEFORE INCOME TAXES
    (19,027 )     (9,680 )     (30,874 )     (42,354 )     (88,965 )
CURRENT INCOME TAX EXPENSE (BENEFIT)
    -       -       -       -       -  
PROVISION FOR INCOME TAXES
    -       -       -       -       -  
NET LOSS
  $ (19,027 )   $ (9,680 )   $ (30,874 )   $ (42,354 )   $ (88,965 )
BASIC AND DILUTED  LOSS PER COMMON SHARE
  $ (0.00 )   $ (0.00 )   $ (0.00 )   $ (0.00 )        
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
                                       
  OUTSTANDING - BASIC AND DILUTED
    89,642,640       89,642,640       89,642,640       89,642,640          
 
The accompanying notes are an integral part of these financial statements
 
 
3

 
 
ACM CORPORATION
(FKA INCOME NOW CONSULTING)
(A Development Stage Company)
Statements of Cash Flows
    For the Nine
Months Ended
February 29,
    For the Nine
Months Ended
February 28,
   
From Inception
on April 23, 2010
Through
February 29,
 
    2012     2011     2012  
OPERATING ACTIVITIES
                 
Net loss
  $ (30,874 )   $ (42,354 )   $ (88,965 )
Adjustments to reconcile net loss to
                       
  net cash used by operating activities:
    -       -       -  
Changes in operating assets and liabilities:
                       
Prepaid expenses
    -       6,750       -  
Accrued interest payable
    -       -       -  
Accounts payable
    (177 )     1,998       -  
Net Cash Used in Operating Activities
    (31,051 )     (33,606 )     (88,965 )
                         
INVESTING ACTIVITIES
    -       -       -  
FINANCING ACTIVITIES
                       
Proceeds from common stock issued
    -       -       40,600  
Proceeds from related party payables
    30,760       4,074       48,365  
Net Cash Provided by Financing Activities
    30,760       4,074       88,965  
NET INCREASE (DECREASE) IN CASH
    (291 )     (29,532 )     -  
CASH AT BEGINNING OF PERIOD
    291       29,841       -  
CASH AT END OF PERIOD
  $ -     $ 309     $ -  
SUPPLEMENTAL DISCLOSURES OF
                       
CASH FLOW INFORMATION:
                       
CASH PAID FOR:
                       
Interest
  $ -     $ -     $ -  
Income taxes
  $ -     $ -     $ -  
NON CASH FINANCING ACTIVITIES:
                       
Contributed capital
  $ 48,365     $ -     $ 48,365  
 
The accompanying notes are an integral part of these financial statements.
 
 
4

 
 
ACM CORPORATION
(A Development Stage Company)
Notes to the Financial Statements
 
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Nature of Business
 
ACM Corporation (formerly known as Income Now Consulting) (the “Company”) was incorporated in the State of Nevada on April 23, 2010. The Company is engaged in offering an interactive web-based fundraising program designed for non-profit organizations, schools and clubs. The Company has no revenues and limited operations and is accordingly classified as a development stage company.
 
Basis of Presentation
 
The unaudited financial statements as of February 29, 2012 and for the nine months ended February 29, 2012 have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information in accordance with Securities and Exchange Commission  (SEC) Regulation S-X rule 8-03. In the opinion of management, the unaudited financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position as of February 29, 2012 and the results of operations and cash flows for the periods then ended. The financial data and other information disclosed in these notes to the interim financial statements related to the period are unaudited. The results for the nine month period ended February 29, 2012, are not necessarily indicative of the results to be expected for any subsequent quarters or for the entire year ending May 31, 2012. The balance sheet at May 31, 2011 has been derived from the audited financial statements at that date.
 
Use of Estimates
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
 
Recent Accounting Pronouncements
 
Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.
 
NOTE 2 - GOING CONCERN
 
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States, which contemplate continuation of the Company as a going concern.  However, the Company has not generated revenues since inception and has an accumulated deficit of $88,965as of February 29, 2012.  The Company currently has limited liquidity and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time.  These factors raise substantial doubt about the Company’s ability to continue as a going concern.
 
Management anticipates that the Company will be dependent, for the near future, on additional investment capital, primarily from its shareholders, to fund operating expenses. The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.
 
 
5

 
 
NOTE 3 – RELATED PARTY PAYABLES
 
On July 31, 2011, the Company entered into a Promissory Note with Ruthy Navon (the Company’s prior Secretary and Promoter, who the Company is party to a Consulting Agreement with).  
 
Various expenses of the Company, including general and administrative expenses and professional fees, have been paid for or made by a related party. On January 25, 2012, the Company entered into an extinguishment of debt agreement with Ruthy Navon (related-party). The agreement extinguishes all debt, including interest payable, due to Ruthy Navon. The total of debt extinguished was $48,365.
 
NOTE 4 – SUBSEQUENT EVENTS

On March 13, 2012 (subsequent to the end of the period covered by this report), the Company filed an amendment to its Articles of Incorporation (the “Amended Articles”) with the Secretary of the State of Nevada, pursuant to which the Company changed its name from Income Now Consulting to ACM Corporation. The Company’s new name was declared effective by FINRA, for OTC trading purposes, on March 30, 2012. The name change was accompanied by a new trading symbol for its common stock, “ACMA.”
 
The Company is currently engaged in discussions with ACM Corporation, a Bahamas corporation (“ACM Bahamas”), regarding a possible business combination involving the two companies. At this stage, no definitive terms have been agreed to, and neither party is currently bound to proceed with any transaction. With the permission of ACM Bahamas, the Company has changed its name to facilitate these discussions. If the parties determine not to proceed with a business combination, the Company will change its name back to Income Now Consulting or adopt another name.

The Company’s Board of Directors also declared an 18.66-for-1 forward stock split on the Company’s common stock in the form of a dividend, with a record date of March 9, 2012, a payment date of March 22, 2012, an ex-dividend date of March 23, 2012, and a due bill redeemable date of March 27, 2012. The stock split entitled each shareholder as of the record date to receive 17.66 additional shares of common stock for each one share owned. Additional shares issued as a result of the stock split were distributed on the payment date.

ACM Bahamas is a junior mining enterprise with a focus on West Africa.  ACM has one producing manganese mine in Burkina Faso, and one manganese mine in development in Mali.  Manganese is essential to steel production, which is its primary use; it is also used in aluminum alloys and other industrial applications.  ACM’s global headquarters is located in the United States in Boston, Massachusetts, with West African regional offices in Ouagadougou, Burkina Faso, and Bamako, Mali.

In accordance with ASC 855 the Company’s management reviewed all material events through the date of this report and there are no additional material subsequent events to report.

 
6

 
 
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS

ALL STATEMENTS IN THIS DISCUSSION THAT ARE NOT HISTORICAL ARE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. STATEMENTS PRECEDED BY, FOLLOWED BY OR THAT OTHERWISE INCLUDE THE WORDS "BELIEVES," "EXPECTS," "ANTICIPATES," "INTENDS," "PROJECTS," "ESTIMATES," "PLANS," "MAY INCREASE," "MAY FLUCTUATE," AND SIMILAR EXPRESSIONS OR FUTURE OR CONDITIONAL VERBS SUCH AS "SHOULD," "WOULD," "MAY" AND "COULD" ARE GENERALLY FORWARD-LOOKING IN NATURE AND NOT HISTORICAL FACTS. THESE FORWARD-LOOKING STATEMENTS WERE BASED ON VARIOUS FACTORS AND WERE DERIVED UTILIZING NUMEROUS IMPORTANT ASSUMPTIONS AND OTHER IMPORTANT FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN THE FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS INCLUDE THE INFORMATION CONCERNING OUR FUTURE FINANCIAL PERFORMANCE, BUSINESS STRATEGY, PROJECTED PLANS AND OBJECTIVES. THESE FACTORS INCLUDE, AMONG OTHERS, THE FACTORS SET FORTH BELOW UNDER THE HEADING "RISK FACTORS." ALTHOUGH WE BELIEVE THAT THE EXPECTATIONS REFLECTED IN THE FORWARD-LOOKING STATEMENTS ARE REASONABLE, WE CANNOT GUARANTEE FUTURE RESULTS, LEVELS OF ACTIVITY, PERFORMANCE OR ACHIEVEMENTS. MOST OF THESE FACTORS ARE DIFFICULT TO PREDICT ACCURATELY AND ARE GENERALLY BEYOND OUR CONTROL. WE ARE UNDER NO OBLIGATION TO PUBLICLY UPDATE ANY OF THE FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES AFTER THE DATE HEREOF OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS. REFERENCES IN THIS FORM 10-Q, UNLESS ANOTHER DATE IS STATED, ARE TO AUGUST 31, 2011. AS USED HEREIN, THE "COMPANY," “INCOME NOW,” "WE," "US," "OUR" AND WORDS OF SIMILAR MEANING REFER TO ACM CORPORATION.

Overview of the Company

We were incorporated in the state of Nevada on April 23, 2010. We had been focused on developing and marketing a web-based interactive fundraising program.  Our head offices are currently located at 1736 Angel Falls Street, Las Vegas, NV 89142. Our telephone number is 1-209-694-4885.

On March 13, 2012 (subsequent to the end of the period covered by this report), we filed an amendment to our Articles of Incorporation (the “Amended Articles”) with the Secretary of the State of Nevada, pursuant to which we changed our name from Income Now Consulting to ACM Corporation. The Company’s new name was declared effective by FINRA, for OTC trading purposes, on March 30, 2012. The name change was accompanied by a new trading symbol for our common stock, “ACMA.”
 
We are currently engaged in discussions with ACM Corporation, a Bahamas corporation (“ACM Bahamas”), regarding a possible business combination involving the two companies. At this stage, no definitive terms have been agreed to, and neither party is currently bound to proceed with any transaction. With the permission of ACM Bahamas, we have changed our name to facilitate these discussions. If the parties determine not to proceed with a business combination, we will change our name back to Income Now Consulting or adopt another name.

ACM Bahamas is a junior mining enterprise with a focus on West Africa.  ACM has one producing manganese mine in Burkina Faso, and one manganese mine in development in Mali.  Manganese is essential to steel production, which is its primary use; it is also used in aluminum alloys and other industrial applications.  ACM’s global headquarters is located in the United States in Boston, Massachusetts, with West African regional offices in Ouagadougou, Burkina Faso, and Bamako, Mali.

Our Board of Directors also declared an 18.66-for-1 forward stock split on the Company’s common stock in the form of a dividend, with a record date of March 9, 2012, a payment date of March 22, 2012, an ex-dividend date of March 23, 2012, and a due bill redeemable date of March 27, 2012. The stock split entitled each shareholder as of the record date to receive 17.66 additional shares of common stock for each one share owned. Additional shares issued as a result of the stock split were distributed on the payment date.

 
7

 
 
Unless otherwise indicated, all historical share and per share numbers relating to our common stock in this report have been adjusted to give effect to the stock split.
 
PLAN OF OPERATION
 
No definitive terms regarding a possible business combination between us and ACM have been agreed to, and neither party is currently bound to proceed with any transaction, and there can be no assurance that any such transaction will be consummated.  The following discussion assumes no such transaction will occur.

We plan to establish ourselves as a company that will produce and distribute an interactive web-based fundraising program. Distribution is planned to be made via the internet directly to our future clients, non-profit organizations, schools and clubs.
 
Our target market

Our initial target market is all those who fundraise, particularly non-profit organizations, schools and clubs firstly in the United States, followed by Canada and Europe.

Our mission

To offer a three step service to non-profit organizations, schools and clubs by offering assistance in identifying their needs and target market, offering links and suggestions on what fundraising product to use, and finally to offer an interactive web-based database management program designed to track and link the customers of our clients.

Our business objectives are

● 
To further develop an interactive web-based program that will benefit non-profit organizations, schools and clubs, giving our clients the opportunity to maximize their fundraising efforts.
● 
To execute our web-based marketing campaign and to create interest in our services and product.
● 
To establish a brand name that will be associated with user-friendly interactive program and database management.
 
During the first stages of our growth, our officers and Directors will provide all of the labor required to execute our business plan at no charge, except we intend to hire a website programmer on a contract basis for two months at an estimated cost of $8,000 to finish and upgrade our website, and we also plan to outsource the final program  development tasks at an estimated cost of $10,000, and finally contract administration and marketing support for three months at an estimated cost of $10,000 which costs we plan to pay out of our working capital and through funds raised through the sale of debt or equity securities and/or traditional bank funding.

Estimated Expenses for the Next Twelve Month Period

The following provides an overview of our expenses to fund our plan of operation over the next twelve months:
 
Legal, Accounting and Transfer Agent Fees
 
$
30,000
 
Program  Development
 
$
10,000
 
Website Development
 
$
8,000
 
Marketing and Advertising
 
$
6,000
 
Office Rent
 
$
1,000
 
Administration
 
$
10,000
 
Total
 
$
65,000
 

 
8

 
 

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED FEBRUARY 29, 2012

We had no revenues for the three months ended February 29, 2012 and 2011.  The Company is currently in the development stage of its business development and has had only limited operations to date. We do not anticipate earning revenues until we are able to successfully complete and market our interactive fundraising program.

Our total operating expenses for the three months ended February 29, 2012 were $19,028, and consisted of $255 in general and administrative expenses and $18,773 in professional fees.   Comparatively, our total operating expenses for the three months ended February 28, 2011 were $9,680, and consisted of $43 in general and administrative expenses and $9,637 in professional fees.  We incurred $0 in accrued interest expense during the three months ended February 29, 2012 compared to $-0- during 2011. We therefore recorded a net loss of $19,028 for the three months ended February 29, 2012 compared to $9,680.

RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED FEBRUARY 29, 2012

We had no revenues for the nine months ended February 29, 2012 and 2011.  The Company is currently in the development stage of its business development and has had only limited operations to date. We do not anticipate earning revenues until we are able to successfully complete and market our interactive fundraising program.

Our total operating expenses for the nine months ended February 29, 2012 were $30,171, and consisted of $291 in general and administrative expenses and $29,880 in professional fees.   Comparatively, our total operating expenses for the nine months ended February 28, 2011 were $42,354, and consisted of $6,013 in general and administrative expenses and $36,341 in professional fees.  We incurred $704 in accrued interest expense during the nine months ended February 29, 2012 compared to $-0- during 2011. We therefore recorded a net loss of $30,875 for the nine months ended February 29, 2012 compared to $42,354. During 2010 we were completing the registration of our company with the SEC which caused a much higher professional fee expense. During 2011 our expenses related to maintaining our filings with the SEC.

We anticipate our operating expenses will increase as we implement our business plan. The increase will be attributable to expenses to implement our business plan, and the professional fees to be incurred in connection with the filing of periodic and current reports required to maintain our status as a reporting company under the Securities Exchange Act of 1934, as amended.

LIQUIDITY AND CAPITAL RESOURCES

During the nine months ended February 29, 2012, we raised $30,670 from loans from our officers and Directors.

At February 29, 2012, we had total assets, consisting solely of cash of $0.

At February 29, 2012, we had total liabilities of $0.

At February 29, 2012, we had working capital deficit of $0.
  
We have no cash balance as of February 29, 2012. As discussed above, we estimate the need for approximately $65,000 in additional funding to support our operations over the next approximately 12 months.  Although there can be no assurance at present, we hope to be in a position to generate revenues by September 2012 however, we will still need to raise additional funding to support our operations and pay the expenses described above, as discussed in greater detail below.

We had net cash used in operating activities of $31,051 for the nine months ended February 29, 2012, which included $30,874 of net loss  and a $177 of decrease in accounts payable. We received $30,760 of related party advances during the nine month period.

 
9

 
 
We have never had any income from operations. We will require additional funds to implement our plans. These funds may be raised through equity financing, debt financing, or other sources, which may result in the dilution in the equity ownership of our shares. We will also need more funds if the costs of the development of our website are greater than we have budgeted. We will also require additional financing to sustain our business operations if we are not successful in earning revenues. We currently do not have any arrangements for further financing and we may not be able to obtain financing when required. Our future is dependent upon our ability to obtain financing.

Our continuation is dependent upon us raising additional capital. In this regard we have raised additional capital through the private placements noted above, but we will still require additional funds to continue our operations and plans.
 
The continuation of our business is dependent upon us obtaining further financing, development of our program and website, a successful marketing and promotion program.  The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.
 
There are no assurances that we will be able to obtain further funds required for our continued operations. We will pursue various financing alternatives to meet our immediate and long-term financial requirements. There can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis, we will be unable to conduct our operations as planned, and we will not be able to meet our other obligations as they become due. In such event, we will be forced to scale down or perhaps even cease our operations.

GOING CONCERN

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States, which contemplate continuation of the Company as a going concern.  However, the Company has not generated revenues since inception and has an accumulated deficit of $88,966 as of February 29, 2012.  The Company currently has limited liquidity and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time.  These factors raise substantial doubt about the Company’s ability to continue as a going concern.

Management anticipates that the Company will be dependent, for the near future, on additional investment capital, primarily from its shareholders, to fund operating expenses. The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), we are not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).

ITEM 4. CONTROLS AND PROCEDURES

(a)           Evaluation of disclosure controls and procedures. Our Chief Executive Officer and Principal Financial Officer, after evaluating the effectiveness of our "disclosure controls and procedures" (as defined in the Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this Quarterly Report on Form 10-Q (the "Evaluation Date"), has concluded that as of the Evaluation Date, our disclosure controls and procedures were not effective due to a lack of segregation of duties and no audit committee.  As resources become available to our Company, we plan to begin to hire sufficient employees to maintain adequate internal controls to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. 

(b)           Changes in internal control over financial reporting. There were no changes in our internal control over financial reporting during our most recent fiscal quarter that materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.
 
 
10

 
 
PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. We are not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition or results of operations. We may become involved in material legal proceedings in the future.

ITEM 1A. RISK FACTORS

Our securities are highly speculative and should only be purchased by persons who can afford to lose their entire investment in us. You should carefully consider the risk factors and other information described in our Annual Report on Form 10-K for the fiscal year ended May 31, 2011, as filed with the Commission (the “Form 10-K”), before deciding to become a holder of our common stock. If any of the risks set forth in our Form 10-K actually occur, our business and financial results could be negatively affected to a significant extent.  There has not been any material changes in the risk factors set forth in our Form 10-K as of the date of this filing.
  
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.
 
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. OTHER INFORMATION

None.
 
ITEM 6. EXHIBITS

EXHIBIT NO.
 
DESCRIPTION OF EXHIBIT
     
3.1(1)
 
Articles of Incorporation
     
3.2(1)
 
Bylaws
     
10.1 (2)
 
Independent Contractor Agreement
     
31*
 
Certificate of the Chief Executive Officer and Principal Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
     
32* 
 
Certificate of the Chief Executive Officer and Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(1) Filed as exhibits to the Company’s Registration Statement on Form S-1, filed with the Commission on July 6, 2010, and incorporated herein by reference.

(2) Filed as an exhibit to the Company’s Registration Statement on Form S-1/A, filed with the Commission on October 8, 2010, and incorporated herein by reference.

* Filed herewith.
 
 
11

 
 
SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

  ACM CORPORATION  
   
   
DATED: April 13, 2012
By:
 /s/ Issam Abud
 
  Issam Abud  
  President, Chief Executive Officer  
  (Principal Executive Officer,  
  Principal Accounting Officer and  
  Principal Financial Officer),  
  and Director  
 
 
12

 

XOTC:ACMA Quarterly Report 10-Q Filling

XOTC:ACMA Stock - Get Quarterly Report SEC Filing of XOTC:ACMA stocks, including company profile, shares outstanding, strategy, business segments, operations, officers, consolidated financial statements, financial notes and ownership information.

XOTC:ACMA Quarterly Report 10-Q Filing - 2/29/2012
Name |  Ticker |  Star Rating |  Market Cap |  Stock Type |  Sector |  Industry Star Rating |  Investment Style |  Total Assets |  Category |  Top Holdings |  Top Sectors |  Symbol |  Title Star Rating |  Category |  Total Assets |  Top Holdings |  Top Sectors |  Symbol |  Name Title |  Date |  Author |  Collection |  Interest |  Popularity Topic |  Sector |  Key Indicators |  User Interest |  Market Cap |  Industry Name |  Ticker |  Star Rating |  Market Cap |  Stock Type |  Sector |  Industry Star Rating |  Investment Style |  Total Assets |  Category |  Top Holdings |  Top Sectors |  Symbol / Ticker |  Title Star Rating |  Category |  Total Assets |  Symbol / Ticker |  Name Title |  Date |  Author |  Collection |  Popularity |  Interest Title |  Date |  Company |  Symbol |  Interest |  Popularity Topic |  Sector |  Key Indicators |  User Interest |  Market Cap |  Industry Title |  Date |  Company |  Symbol |  Interest |  Popularity

Previous: XOTC:ACMA Annual Report 10-K Filing - 5/31/2012  |  Next: XOTC:ACMA Quarterly Report 10-Q Filing - 8/31/2012