Crona Corp 10-Q for FY2023 Q3
Crona Corp. (CCCP)
About this 10-Q
Crona Corp filed this 10-Q on January 16, 2024, covering the quarter ended September 30, 2023 (FY2023 Q3).
Headline figures
Quarter ended September 30, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $0
- compared with $0 a year earlier
- Net loss
- $17.48K
- compared with a net loss of $2609 a year earlier
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ___________ to ___________
Commission File No.
(Exact name of registrant as specified in its charter) |
| 7380 |
| EIN | |
(State or Other Jurisdiction of Incorporation or Organization) |
| (Primary Standard Industrial Classification Number) |
| (IRS Employer Identification Number) |
Tel: (
(Address and telephone number of principal executive offices)
Securities registered under Section 12(b) of the Exchange Act:
Title of each class |
| Trading Symbol |
| Name of each exchange on which registered |
|
| OTC Pink |
Securities registered under Section 12(g) of the Exchange Act:
None
Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for shorter period that the registrant as required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer | ☐ | Smaller reporting company | |
Accelerated filer | ☐ | Emerging growth company | |
☒ |
|
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act) Yes
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date:
TABLE OF CONTENTS
| 2 |
| Table of Contents |
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
The accompanying interim financial statements of Crona Corp. (“the Company”, “we”, “us” or “our”), have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations.
The interim financial statements should be read in conjunction with the Company’s latest annual financial statements.
In the opinion of management, the financial statements contain all material adjustments, consisting only of normal adjustments considered necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented.
| 3 |
| Table of Contents |
Crona Corp.
BALANCE SHEETS
September 30, 2023 (unaudited) and December 31, 2022
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| September 30, 2023 |
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| December 31, 2022 |
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ASSETS |
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Current Assets |
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Cash |
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Prepaid expenses |
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Total Current Assets |
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Long-term Assets |
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Intangible asset, net |
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Property, plant and equipment, net |
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Total Long-term Assets |
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Total Assets |
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LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY |
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Liabilities |
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Current Liabilities |
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Accounts payable |
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Accrued expenses |
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Interest payable |
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Related party advances |
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Convertible notes payable, net of discount |
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Total Current Liabilities |
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Promissory note, related party |
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Total Long Term Liabilities |
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Total Liabilities |
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Commitments and contingencies (Note 6) |
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Stockholders’ (Deficit) Equity |
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Preferred stock, par value $ |
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Common stock, par value $ |
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Additional paid in capital |
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Accumulated other comprehensive loss |
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Accumulated deficit |
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Total Stockholders’ (Deficit) Equity |
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Total Liabilities and Stockholders’ (Deficit) Equity |
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See accompanying notes to unaudited financial statements. | ||||||||
| 4 |
| Table of Contents |
CRONA CORP.
STATEMENTS OF OPERATIONS
Three and nine months ended September 30, 2023 and 2022 (UNAUDITED)
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| For the three months ended |
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| For the three months ended |
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| For the nine months ended |
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| September 30, |
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| September 30, |
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| September 30, |
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| September 30, |
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| 2023 |
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| 2022 |
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| 2023 |
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| 2022 |
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REVENUES |
| $ |
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| $ |
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| $ |
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| $ |
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OPERATING EXPENSES |
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Amortization on convertible promissory note |
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Professional fees |
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Depreciation and amortization expense |
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General and administrative expenses |
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TOTAL OPERATING EXPENSES |
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OTHER INCOME (EXPENSE) |
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Interest expenses |
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TOTAL OTHER EXPENSE |
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LOSS FROM OPERATIONS |
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PROVISION FOR INCOME TAXES |
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NET LOSS |
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| $ | ( | ) |
| $ | ( | ) |
| $ | ( | ) |
OTHER COMPREHENSIVE LOSS |
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Foreign Currency Translation Adjustment |
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COMPREHENSIVE LOSS |
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NET LOSS PER SHARE: BASIC AND DILUTED |
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| $ | ( | ) |
| $ | ( | ) |
| $ | ( | ) |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED |
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See accompanying notes to unaudited financial statements. | ||||||||||||||||
| 5 |
| Table of Contents |
Crona Corp.
STATEMENTS OF STOCKHOLDERS’ DEFICIT
Three and nine months ended September 30, 2023 and 2022 (UNAUDITED)
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| Preferred Series A |
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| Common Stock |
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| Additional Paid-in |
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| Accumulated |
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| Other Comprehensive |
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| Total Stockholders’ |
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| Shares |
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| Amount |
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| Shares |
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| Amount |
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| Capital |
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| Deficit |
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| Loss |
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| Deficit |
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Balance, December 31, 2021 |
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| - |
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| $ |
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| $ |
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| $ |
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| $ | ( | ) |
| $ |
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Net loss |
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| - |
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| - |
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Balance, March 31, 2022 |
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| - |
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| ( | ) |
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| (50,336 | ) | |||||
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Balance, March 31, 2022 |
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| - |
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| $ |
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| $ |
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| $ |
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| $ | ( | ) |
| $ |
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Net loss |
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| - |
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| - |
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Balance, June 30, 2022 |
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| $ |
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| $ |
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| $ |
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| $ | ( | ) |
| $ |
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Balance, June 30, 2022 |
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| - |
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| $ |
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| $ |
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| $ |
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| $ | ( | ) |
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Net loss |
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| - |
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| - |
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Balance, September 30, 2022 |
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| - |
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| $ |
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| $ |
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Balance, December 31, 2022 |
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Foreign currency translation adjustment |
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Net loss |
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Balance, March 31, 2023 |
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Balance, March 31, 2023 |
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Shares issued for services |
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Foreign currency translation adjustment |
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Net loss |
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Balance, June 30, 2023 |
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Balance, June 30, 2023 |
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Foreign currency translation adjustment |
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Net loss |
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Balance, September 30, 2023 |
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See accompanying notes to unaudited financial statements. | ||||||||||||||||||||||||||||||||
| 6 |
| Table of Contents |
Crona Corp.
STATEMENTS OF CASH FLOWS
Nine months ended September 30, 2023 and 2022 (UNAUDITED)
|
| For the nine months ended September 30, 2023 |
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| For the nine months ended September 30, 2022 |
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CASH FLOWS FROM OPERATING ACTIVITIES |
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Net loss |
| $ | ( | ) |
| $ | ( | ) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: |
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Depreciation and amortization expense |
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Amortization of discount on promissory note |
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Share based compensation |
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Changes in operating assets and liabilities: |
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Prepaid expenses |
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Accounts payable |
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Accrued expenses |
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Interest payable |
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CASH FLOWS FROM OPERATING ACTIVITIES |
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CASH FLOWS FROM FINANCING ACTIVITIES |
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Proceeds from convertible promissory note |
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Proceeds from related party |
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Repayment to related party |
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CASH FLOWS FROM FINANCING ACTIVITIES |
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NET INCREASE (DECREASE) IN CASH |
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Effects of currency translation on cash |
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Cash, beginning of period |
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Cash, end of period |
| $ |
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| $ |
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SUPPLEMENTAL CASH FLOW INFORMATION: |
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Interest paid |
| $ |
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| $ |
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Income taxes paid |
| $ |
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| $ |
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See accompanying notes to unaudited financial statements. | ||||||||
| 7 |
| Table of Contents |
Crona Corp.
NOTES TO THE FINANCIAL STATEMENTS
September 30, 2023
Note 1 – ORGANIZATION AND NATURE OF BUSINESS
Crona Corp. (“the Company”) was incorporated in the State of Nevada on October 6, 2016. On February 3, 2023 the Company filed Articles of Continuance with the Secretary of State in the State of Wyoming pursuant to which the Company re-domiciled from the State of Nevada to the State of Wyoming. Effective December 29, 2022, the Company’s new address is 422 Richards Street, Unit 170 Vancouver, BC V6B 2Z4. The core business of the Company is the elimination of germs and microbes through disinfection and anti-microbial protection.
Note 2 – GOING CONCERN
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”), which contemplate the continuation of the Company as a going concern. The Company generated no revenues through September 30, 2023. The Company currently has accumulated losses of $
Note 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES
Basis of presentation
The accompanying financial statements have been prepared in accordance with GAAP. The Company’s year-end is December 31.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents
The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents.
Income Taxes
Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.
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Revenue Recognition
The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Customers”. The core principle of ASC 606 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity recognizes revenue in accordance with that core principle by applying the following steps: Step 1: Identify the contract(s) with a customer. Step 2: Identify the performance obligations in the contract. Step 3: Determine the transaction price. Step 4: Allocate the transaction price to the performance obligations in the contract. Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation. An entity must also disclose sufficient information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers, including qualitative and quantitative information about contracts with customers, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract.
Basic Income (Loss) Per Share
The Company computes income (loss) per share in accordance with ASC 260 “Earnings per share”. Basic income (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive income (loss) per share excludes all potential common shares if their effect is anti-dilutive. As of September 30, 2023, there were no potentially dilutive debt or equity instruments issued or outstanding.
Property and Equipment
Property and equipment are carried at cost. Expenditures for maintenance and repairs are charged against operations. Renewals and betterment that materially extend the life of the assets are capitalized. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is reflected in income for the period. Depreciation is computed for financial statement purposes on a straight-line basis over the following estimated useful lives of the related assets.
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Intangible assets
Intangible assets consist of contracts acquired in an asset purchase agreement (see Note 4). The estimated useful life of these assets was determined to be
Impairment of Long-Lived Assets
The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. To determine recoverability of a long-lived asset, management evaluates whether the estimated future undiscounted net cash flows from the asset are less than its carrying amount. If impairment is indicated, the long-lived asset would be written down to fair value. Fair value is determined by an evaluation of available price information at which assets could be bought or sold, including quoted market prices, if available, or the present value of the estimated future cash flows based on reasonable and supportable assumptions.
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Leases
The Company accounts for leases in accordance with Accounting Standards Update (“ASU”) No. 2016-02, “Leases”. Under this guidance, lessees (including lessees under leases classified as finance leases, which are to be classified based on criteria similar to that applicable to capital leases under current guidance, and leases classified as operating leases) will recognize a right-to-use asset and a lease liability on the balance sheet, initially measured as the present value of lease payments under the lease. The guidance permits companies to make an accounting policy election not to apply the recognition provisions of the guidance to short term leases (leases with a lease term of 12 months or less that do not include an option to purchase the underlying asset that the lessee is reasonably certain to exercise). If this election is made, lease payments under short term leases will be recognized on a straight-line basis over the lease term. The Company has elected not to apply the standard to short-term leases.
Recent Accounting Pronouncements
There have been no recent accounting pronouncements or changes in accounting pronouncements during the three months ended September 30, 2023, that are of significance or potential significance to the Company.
Note 4 – ASSET AQUISITION
On December 29, 2022, the Company entered into an Asset Purchase Agreement with Zeroblast Services Ltd. (Seller), a related party, to acquire all business assets of the Seller, which included equipment and intangible assets. Seller will also convey any and all contracts that it has with its current customers, written, oral or otherwise (the intangible assets). Consideration for the asset acquisition is a cash payment of
Note 5 – PROPERTY PLANT & EQUIPMENT
The Company’s Property plant and equipment as of September 30, 2023 and December 31, 2022 are as follows:
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Total depreciation expenses for the nine months ended September 30, 2023 and 2022 were $
Note 6 – INTANGIBLE ASSETS
The Company’s intangible assets as of September 30, 2023 and December 31, 2022 are as follows:
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Less: Amortization |
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Total amortization expenses for the nine months ended September 30, 2023 and 2022, were $
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Note 7 – CONVERTIBLE PROMISSORY NOTE
On February 09, 2023, the Company issued a convertible promissory note (the “February 2023 Note”) at a face value of $
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Note 8 – RELATED PARTY TRANSACTIONS
On December 29, 2022, the Company entered into a promissory Note with a related party, Zeroblast Services Ltd. (Seller). The Promissory Note is entered into as an exchange for the all business assets of the Seller at $
During the year 2022, president & CEO Chris Brown advanced to the Company $
During the three months ended March 31, 2023, president & CEO Chris Brown advanced to the Company $
On June 07, 2023, the company issued,
During the three months ended June 30, 2023, president & CEO Chris Brown advanced to the Company $
During the three months ended June 30, 2023, president Dmalamas, advanced to the Company $
During the three months ended September 30, 2023, the company, repaid $
During the three months ended September 30, 2023, director Lucille Zdunich, advanced to the Company $
As of September 30, 2023, and December 31, 2022, due to related party is $
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Note 9 – STOCKHOLDERS’ EQUITY
Common Shares
The Company has
During the three months ended June 30, 2017, the company issued a total of
As of September 30, 2023, the company’s common shares issued and outstanding is
Preferred Shares
The company has
On June 07, 2023, the company issued,
Note 10 – COMMITMENTS AND CONTINGENCIES
In November 20, 2020,
From time-to-time, the Company is subject to various litigation and other claims in the normal course of business. The Company establishes liabilities in connection with legal actions that management deems to be probable and estimable. No amounts have been accrued in the financial statements with respect to any matters.
Note 11 – SUBSEQUENT EVENTS
In accordance with ASC 855-10, the Company has analyzed its operations subsequent to September 30, 2023, through the date when financial statements were issued, and has determined that it does not have material subsequent events to disclosure in these financial statements.
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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward looking statement notice
Statements made in this Form 10-Q that are not historical or current facts are “forward-looking statements” made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the “Act”) and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as “may,” “will,” “expect,” “believe,” “anticipate,” “estimate,” “approximate” or “continue,” or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward- looking statements, which speak only as of the date made. Any forward-looking statements represent management’s best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.
Financial information contained in this quarterly report and in our unaudited interim financial statements is stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.
DESCRIPTION OF BUSINESS
Brief description of Crona Corp.
The Company was incorporated on October 6, 2016 under the laws of the State of Nevada.
On December 29, 2022, Andrei Gurduiala, former President of Crona Corp. (the “Company”) closed a Share Purchase Agreement (the “Agreement”) that he entered with Chris Brown to sell all his 5,000,000 common shares of the Company to Chris Brown for cash consideration of $500,000.
On December 29, 2022 a change in control of the Company occurred pursuant to the Agreement. Mr. Brown now has voting control over 82.1% of the Company’s issued and outstanding common stock.
On December 29, 2022, the Company received the resignation of Andrei Gurduiala as the Company’s President, Chief Executive Officer, Treasurer, Chief Financial Officer, Secretary and Director. Also on December 29, 2022, the Company appointed Chris Brown as its President, Chief Executive Officer, Treasurer, Chief Financial Officer and Secretary.
Effective December 29, 2022, the Company’s new address is 422 Richards Street, Unit 170 Vancouver, BC V6B 2Z4.
On February 3, 2023 the Company filed Articles of Continuance with the Secretary of State for the state of Wyoming. Accordingly, the Company transferred its state of formation from Nevada to Wyoming and became a Wyoming entity. In conjunction with this change of domicile, the Company increased the number of common shares that it is authorized to issue to 1,000,000,000 shares, par value $0.00001 per share.
On February 7, 2023 the Company filed a Certificate of Dissolution with the Secretary of State for the State of Nevada, effectively dissolving the Company’s existence in Nevada. The effective date for the Nevada dissolution is March 17, 2023.
On February 7, 2023, the Company increased the number of directors on its Board of Directors from 1 to 3. On February 7, 2023 the Company appointed Lucille Zdunich and Robert Brown as Directors of the Company.
On May 11, 2023 the Company authorized “Class B Preferred Stock,” and the number of shares constituting such Class shall be 10,000,000 (the “Class B Preferred Stock”).
On June 22, 2023, a shareholder holding majority voting power of the shares of the Company, by written consent, voted to elect Demetrios Malamas to the Company’s board of Directors.
On June 22, 2023, the Company received the resignation of Chris Brown as the Company’s President, Chief Executive Officer, Treasurer, Chief Financial Officer, Secretary and Director and the resignation of Robert Brown as Director. The Company’s Board of Directors now has two members.
Also on June 22, 2023, the Company appointed Demetrios Malamas as its President, Chief Executive Officer, Treasurer, Chief Financial Officer and Secretary.
On June 28, 2023, the Company canceled the forward split (Effective as of March 6, 2023 (the “Effective Date”), all issued and outstanding shares of common stock of the Corporation automatically shall be increased at a rate of five-for-one (the “Forward Split”)) and filed a name change with the State of Wyoming to American Caskets Company.
On July 20, 2023 the State of Wyoming filed and stamped the amendments.
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General description of our activity
On June 22, 2023, the Company appointed Demetrios Malamas as its President, Chief Executive Officer, Treasurer, Chief Financial Officer and Secretary. As a result of the management change, the Company is moving out of the antimicrobial surface protection services business and into the memorialization industry, serving our customers in cemetery and funeral industries.
We have not generated revenue to date and intend to generate revenue from our products sales to customers. Our mission is to ensure families are supported during the most difficult time of their lives. We aim to help families move forward from grief to remembrance. We are proud to provide products and solutions to meet the needs of every family.
We provide a variety of funeral products including funeral caskets. Funeral caskets come in a wide array of models and are made of several different materials. Metal funeral caskets come in Copper, Stainless Steel, 18 Gauge metal and 20-gauge metal. They come with a variety of popular interiors including velvet, crepe and satin among other fabrics. As for the wooden caskets, they also come in a variety of woods including, but not limited to; Pine, Mahogany, Oak, Cherry, Pecan, Maple, Poplar and Cedar. All of these caskets come with a variety of finishes, a variety of handles (swing bars or stationery, a variety of decorative corners, repositioning beds).
Our customers for caskets are funeral homes, funeral suppliers, and casket distributors in the US market. By importing from China, the Company is following a well-worn outsourcing playbook that’s upended markets for American-made goods from electronics to bedroom furniture. Our relationship with several factories in China allows us to have priority manufacturing. In addition, our relationship with shippers allows us to have priority shipping at some of the best rates available. We will import 40-foot containers holding 64 caskets apiece and sells them to funeral homes and regional distributors for a fraction of the price. We will be attending industry Trade Shows at the National as well as the State level to increase company visibility and market presence and work to increase market share as well as to stay in contact with our Funeral Home families and customers. In addition, our marketing will include advertising in Funeral industry magazines and journals.
RESEARCH AND DEVELOPMENT EXPENDITURES
We have not incurred any research expenditures since our incorporation.
BANKRUPTCY OR SIMILAR PROCEEDINGS
There has been no bankruptcy, receivership or similar proceeding.
COMPLIANCE WITH GOVERNMENT REGULATION
We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the services provided in any facility in any jurisdiction which we would conduct activities.
FACILITIES
Our previously leased office is located at 422 Richards Street, Unit 170, Vancouver, BC V6B 2Z4. Our current office, effective as of June 22, 2023 is 304 South Jones Blvd. #7356, Las Vegas, Nevada 89107. Our telephone number is
(888) 998-1888.
EMPLOYEES AND EMPLOYMENT AGREEMENTS
We have no employees as of the date of this prospectus. Our sole officer and director, Chris Brown currently devotes approximately 20 hours per week to company matters. After receiving funding, Chris Brown plans to devote as much time to the operation of the Company as he determines is necessary for him to manage the affairs of the Company. As our business and operations increase, we will assess the need for full time management and administrative support personnel.
LEGAL PROCEEDINGS
There are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company.
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MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This section includes a number of forward-looking statements that reflect our current views regarding the future events and financial performance of Crona Corp.
We qualify as an “emerging growth company” under the JOBS Act. As a result, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, we will not be required to:
Have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;
Comply with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements (i.e., an auditor discussion and analysis) unless the SEC determines that the application of such additional requirements is necessary or appropriate in the public interest, after considering protection of investors, and whether the action will promote efficiency, competition and capital formation; Submit certain executive compensation on matters to shareholder advisory votes, such as “say-on-pay” and “say-on-frequency;”
Disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the CEO’s compensation to median employee compensation.
In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.
RESULTS OF OPERATION
Results of Operations for the three and nine months ended September 30, 2023 and 2022:
Revenue for three and nine months ended September 30, 2023 and 2022
For the three months ended September 30, 2023 and 2022, Crona Corp. had not generated any revenue.
For the nine months ended September 30, 2023 and 2022, Crona Corp. had not generated any revenue.
Operating expenses for the three months ended September 30, 2023 and 2022
Total operating expenses for the three months ended September 30, 2023 were $15,182. The operating expenses for the three months ended September 30, 2023 includes amortization on convertible promissory note $4,285, depreciation and amortization expense of $7,949, general and administrative expenses of $1,948, and professional fees of $1,000.
Total operating expenses for the three months ended September 30, 2022 were $2,609. The operating expenses for the three months ended September 30, 2022 includes professional fees of $2,442 and depreciation expense of $167.
Operating expenses for the nine months ended September 30, 2023 and 2022
Total operating expenses for the nine months ended September 30, 2023 were $156,734. The operating expenses for the nine months ended September 30, 2023 includes amortization on convertible promissory note $10,852, depreciation and amortization expense of $23,848, general and administrative expenses of $12,682, and professional fees of $109,352.
Total operating expenses for the nine months ended September 30, 2022 were $26,348. The operating expenses for the nine months ended September 30, 2022 included general and administrative expenses of $2,226, professional fees of $23,622 and depreciation expense of $500.
The increase in operating expenses during the nine months ended September 30, 2023 is due to an increase in activity. The Company made an asset acquisition on December 29, 2022, which resulted in amortization and depreciation expenses incurred (due to the acquisition of equipment and intangibles) during the nine months ended September 30, 2023, that was not incurred when compared to the nine months ended September 30, 2022. The Company had consulting services during the nine months ended September 30, 2023 related to business services and expansion. This has resulted in an increase in professional fees for the nine months ended September 30, 2023 compared to the professional fees for the nine months ended September 30, 2022.
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Net Loss
The net loss for the nine months ended September 30, 2023 and 2022 was $166,922 and $26,348 respectively.
The net loss increased for the nine months ended September 30, 2023 compared to the nine months ended September 30, 2022, because there were increased consulting services, amortization and depreciation expenses when compared to the nine months ended September 30, 2022.
Liquidity and Capital Resources
As of September 30, 2023, our total assets were $77,169.
As of September 30, 2023, our total liabilities were $243,088.
As of September 30, 2023, we had a working capital deficit of $142,071.
CASH FLOWS FROM OPERATING ACTIVITIES
We have not generated positive cash flows from operating activities. For the nine months ended September, 2023 net cash used in operating activities was $119,236, which consisted of a net loss of $166,922, depreciation and amortization expense of $23,848, amortization of discount on promissory note of $10,852, share based compensation of $500, interest payable of $10,188, prepaid of $1,499, accrued expense of $(500) and accounts payable of $1,299.
CASH FLOWS FROM INVESTING ACTIVITIES
For the nine months ended September 30, 2023, we generated $0 in investing activities.
CASH FLOWS FROM FINANCING ACTIVITIES
For the nine months ended September 30, 2023, net cash flows provided by financing activities was $119,429 which was due to the issuance of a convertible promissory note of $116,000, and net related party advances of $3,429.
OFF-BALANCE SHEET ARRANGEMENTS
We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
None
ITEM 4. CONTROLS AND PROCEDURES
Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2023. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.
Changes in Internal Controls over Financial Reporting
There was no change in the Company’s internal control over financial reporting during the quarterly period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We are not involved in any pending legal proceeding nor are we aware of any pending or threatened litigation against us.
ITEM 1A. RISK FACTORS
None.
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 SECURITIES HOLDERS
None
ITEM 5. OTHER INFORMATION
None
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ITEM 6. EXHIBITS
The following exhibits are included as part of this report by reference:
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101.INS |
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101.SCH |
| Inline XBRL Taxonomy Extension Schema Document |
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101.CAL |
| Inline XBRL Taxonomy Extension Calculation Linkbase Document |
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101.DEF |
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101.LAB |
| Inline XBRL Taxonomy Extension Labels Linkbase Document |
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101.PRE |
| Inline XBRL Taxonomy Extension Presentation Linkbase Document |
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104 |
| Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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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.
| CRONA CORP. |
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Dated: January 16, 2024 | By: | /s/ Demetrios Malamas |
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| Demetrios Malamas, President and Chief Executive Officer and Chief Financial Officer |
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EXHIBIT 31.1
CERTIFICATIONS
I, Demetrios Malamas, certify that;
| (1) | I have reviewed this Quarterly Report on Form 10-Q of Crona Corp; |
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| (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 this report; |
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| (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; |
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| (4) | I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f) and 15d-15(f) for the registrant and have: |
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| (a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared; |
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| (b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my 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; |
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| (c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report my 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 |
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| (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 year that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
| (5) | I have disclosed, based on my most recent evaluation of the 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): |
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| (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 |
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| (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. |
Date: January 16, 2024
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| /s/ Demetrios Malamas |
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| By: | Demetrios Malamas |
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| Title: | Chief Executive Officer and |
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| Chief Financial Officer |
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EXHIBIT 32.1
| CERTIFICATION OF |
| CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER |
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| 18 U.S.C. SECTION 1350, |
| AS ADOPTED PURSUANT TO |
| SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 |
I, Demetrios Malamas, the Chief Executive Officer and Chief Financial Officer of Crona Corp. (the “Company”), hereby certify 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 my knowledge:
| (i) | the Quarterly Report on Form 10-Q of the Company, for the period ended September 30, 2023, and to which this certification is attached as Exhibit 32.1 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
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| (ii) | the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
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| By: | /s/ Demetrios Malamas |
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| Name: | Demetrios Malamas |
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| Title: | Chief Executive Officer and |
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| Chief Financial Officer |
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| Date: | January 16, 2024 |
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