UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C . 20549

FORM 10-K

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED March 31, ~~2013~~2015

333-173537

Commission File Number

MONTALVO SPIRITS, INC.

(Name of Business Issuer in Its Charter)

NEVADA	2227-4004890
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

~~4326~~5301 ~~LAUREL~~N. ~~GLEN~~COMMERCE ~~DRIVE~~AVE, SUITE F, MOORPARK, CA 93021

(Address of principal executive offices)

818-266-9286

(Issuer's telephone number, including area code)

Securities Registered Pursuant To Section 12(B) of the Act: None.

Securities Registered Pursuant To Section 12(G) of the Act: ~~common~~Common ~~stock~~Stock, par value $0.001 per share (Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ¨ o No xo

Indicate by a check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ¨ o No xo

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 o No ¨ o

Indicate by checkmark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§229.405 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 o x No ¨ o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer”, “accelerated filer”, or “smaller reporting company in Rule 12b-2 of the Exchange Act (check one):

Large accelerated filer ¨o Accelerated filer ¨o Non-accelerated filer ¨o Smaller reporting Company xo

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.).

Yes o  No x o

AsThe aggregate market value of ~~July~~the ~~15,~~voting ~~2013~~stock held on September 30, ~~there~~2014 ~~were~~by 67non-affiliates of the registrant was $3,~~112~~895,~~512~~ 554 based on the closing price of $0.10 per share as reported on the OTCQB on September 30, 2014 the last business day of the registrant's most recently completed fiscal second quarter (calculated by excluding all shares held by executive officers, directors and holders known to the registrant of five percent or more of the voting power of the registrant's common stock, without conceding that such persons are "affiliates" of the registrant ~~issued~~for ~~and~~purposes ~~outstanding~~of the federal securities laws).

~~The~~As ~~aggregate market value~~ of ~~the~~April ~~voting stock~~8, ~~held on March 31~~2016, ~~2013~~there bywere ~~non-affiliates of the registrant was $0.00 based on the closing price of $0.00 per share as reported on the OTC Bulletin Board on September 30~~75,466,969 ~~2012 the last business day of the registrant's most recently completed fiscal second quarter (calculated by excluding all~~ shares ~~held by executive officers, directors and holders known to the registrant~~ of ~~five percent or more of the voting power of the registrant's~~ common stock, ~~without conceding that such persons are "affiliates"~~ of ~~the~~ ~~registrant for purposes of~~ the ~~federal~~Registrant ~~securities~~issued ~~laws)~~and outstanding.

TABLE OF CONTENTS

PART I		1
		PAGE
Item 1.	Business	1
PART I
Item 1A	Risk Factors	5
Item 1.	Business	1
Item 1B	Unresolved Staff Comments	15
Item 1A	Risk Factors	5
Item 2.	Properties	15
Item 1B	Unresolved Staff Comments	16
Item 3.	Legal Proceedings	16
Item 2.	Properties	16
Item 4.	Mine Safety Disclosures	16
Item 3.	Legal Proceedings	16
		16
Item 4.	Mine Safety Disclosures	16
PART II		16
Item 5.	Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	1617
Item 6.	Selected Financial Data	1821
Item 7.	Management’s Discussion and Analysis of Plan of Operation and Results of Operations	1821
Item 7A	Quantitative and Qualitative Disclosures About Market Risk	23
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	28
Item 8.	Financial Statements and Supplementary Data	2328
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	2328
Item 9A(T)	Controls and Procedures	24
Item 9A	Controls and Procedures	28
Item 9B.	Other Information	2630
PART III
Item 10.	Directors, Executive Officers, Promoters and Corporate Governance.	2630
Item 11.	Executive Compensation	2832
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	3033
Item 13.	Certain Relationships and Related Transactions and Director Independence	3034
Item 14.	Principal Accountant Fees and Services	3134
PART IV
Item 15.	Exhibits, Financial Statement Schedules	3135
SIGNATURES		3236

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PART I

SPECIAL NOTE ON FORWARD-LOOKING STATEMENTS

The information in this report contains forward-looking statements. All statements other than statements of historical fact made in this report are forward looking. In particular, the statements herein regarding industry prospects and future results of operations or financial position are forward-looking statements. These forward-looking statements can be identified by the use of words such as “believes,” “estimates,” “could,” “possibly,” “probably,” “anticipates,” “projects,” “expects,” “may,” “will,” or “should,” or other variations or similar words. No assurances can be given that the future results anticipated by the forward-looking statements will be achieved. Forward-looking statements reflect management’s current expectations and are inherently uncertain. Our actual results may differ significantly from management’s expectations.

Although these forward-looking statements reflect the good faith judgment of our management, such statements can only be based upon facts and factors currently known to us. Forward-looking statements are inherently subject to risks and uncertainties, many of which are beyond our control. As a result, our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth below under the caption “Risk Factors.” For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You should not unduly rely on these forward-looking statements, which speak only as of the date on which they were made. They give our expectations regarding the future but are not guarantees. We undertake no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law.

References in this Annual Report on Form 10-K (the “Annual Report”) to “we”, “us,” “our,” “Registrant,” “the Company,” “Montalvo” mean Montalvo Spirits, Inc. and our subsidiaries, unless the context otherwise requires.

ITEM I: BUSINESS

Corporate History

Montalvo Spirits, Inc. (Formerly Advanced Cloud Storage, Inc.)

Montalvo Spirits, Inc.~~, formerly~~ ~~known as Advanced Cloud Storage, Inc.~~ (~~“Advanced~~the ~~Cloud~~“Company”), was incorporated on November 18, 2010 under the laws of the State of Nevada. Itunder ~~was~~the aname ~~development stage company with initial operations~~ of ~~organization~~Advanced ~~and~~Cloud ~~incorporation~~Storage, ~~target market identification, marketing plans, and capital formation~~Inc. AThe ~~substantial~~Company ~~portion~~originally ofintended ~~the~~to ~~Company’s~~market ~~activities~~and ~~had~~sell ~~involved developing~~its aplanned ~~business~~secure ~~plan~~online ~~and~~data ~~establishing~~storage ~~contacts~~through ~~and~~its ~~visibility~~intended ~~in the marketplace~~website.

Amendment to the Articles of Incorporation

On December 21, 2012, holders of a majority of the Company’s outstanding shares of common stock, par value $0.001 per share (the “Common Stock”) voted to amend the Company’s Articles of Incorporation to: (i) change its name to “Montalvo Spirits, Inc.” (the “Company”), (ii) increase the number of its authorized shares of capital stock from 75,000,000 shares to 310,000,000 consisting of (a) 300,000,000 shares designated as Common Stock and (b) 10,000,000 shares designated as blank check preferred stock and (iii) effectuate a forward split on a 1:32.4552 basis (“the Amendment”).

CASA Montalvo Holdings, Inc.

CASA Montalvo Holdings, Inc., ~~a development stage company~~ (“Casa Montalvo”), was incorporated under the laws of the State of California on April 4, 2011. ~~The~~Casa ~~Company~~Montalvo develops, markets and/or distributes alcoholic beverages, primarily in the United States.

Formation of Montalvo Imports LLC

On August 9, 2012, ~~Casa~~ ~~Montalvo~~the Company formed Montalvo Imports LLC (“LLC” or “Imports”) under the laws of the State of Delaware. The LLC, of which the Company is the sole member, was formed to provide the same services as that of the Company.

Formation of Cannabis Beverage Group, Inc.

On March 27, 2014, the Company formed Cannabis Beverage Group, Inc. (“CBG”) under the laws of the State of Colorado. CBG, of which the Company is the shareholder, was formed to explore entry into the cannabis based beverage industry.

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Acquisition of CASA Montalvo Treated as a Reverse Acquisition

On December 21, 2012, ~~Advanced~~ ~~Cloud~~the Company, entered into and consummated the Agreement and Plan of Share Exchange (the “Exchange Agreement”) with Casa Montalvo and the shareholders of Casa Montalvo (the “Exchange”). Upon consummation of the transactions set forth in the Exchange Agreement (the “Closing”), the Registrant adopted the business plan of Casa Montalvo.

Pursuant to the Exchange Agreement, the ~~Registrant~~Company agreed to acquire all of the issued and outstanding capital stock of Casa Montalvo in exchange for the issuance of an aggregate 1 for 59,~~817~~000,~~891~~016 ~~shares~~post-split (~~the~~pre-split ~~“Exchange Shares”~~1,817,891) shares of the Registrant’s ~~common~~Common ~~stock,~~Stock ~~par value $0.001 per share~~ (the “~~Common Stock~~Exchange Shares”). As a result of the Exchange, Casa Montalvo became a wholly-owned subsidiary of the Registrant. ~~Following~~The ~~the consummation of the Exchange, the~~ shareholders of Casa Montalvo ~~will~~ beneficially ~~own~~owned approximately eighty-eight and one half percent (88.5%) of the issued and outstanding Common Stock of the Registrant. ~~The~~immediately ~~parties~~after ~~have taken~~ the ~~actions~~consummation ~~necessary to provide that the Exchange is treated as a “tax free exchange” under Section 368~~ of the ~~Internal Revenue Code of 1986, as amended~~Exchange. Pursuant to the terms of the Exchange Agreement, the Registrant’s principal shareholder agreed to retire 10,000,000 shares of the Registrant’s Common Stock.

Simultaneously therewith, the Company accepted a subscription in the amount of One Hundred Thousand Dollars ($100,000) for Two Hundred Thousand (200,000) post-split shares of Common Stock, offered pursuant to Section 4(2) under the Securities Act and Rule 506 of Regulation D promulgated thereunder.

At the effective time of the Exchange, our board of directors and officers was reconstituted by the resignation of George Frederick Meyer as Chairman of the Board of Directors, President/Secretary/Treasurer and Chief Executive Officer of the Registrant and the appointment of Alex Viecco as Chief Executive Officer and Director, Carlos Gonzalez Rivera as Chief Operating Officer, Chief Financial Officer and Director, Sergio Gonzalez Rivera as President and Director and Daniel Cahill as Director of Sales and Director.

Additionally, on December 21, 2012, holders of a majority of the Company’s outstanding Common Stock voted to amend the Company’s Articles of Incorporation to: (i) change its name to “Montalvo Spirits, Inc.”, (ii) increase the number of its authorized shares of capital stock from 75,000,000 shares to 310,000,000 consisting of (a) 300,000,000 shares were designated as Common Stock and (b) 10,000,000 shares were designated as blank check preferred stock and (iii) effectuate a forward split on a 1:32.4552 basis.

As a result of the controlling financial interest of the former stockholder of Casa Montalvo, for financial statement reporting purposes, the merger between the Company and Casa Montalvo has been treated as a reverse acquisition with Casa Montalvo deemed the accounting acquirer and the Company deemed the accounting acquiree under the acquisition method of accounting in accordance with section 805-10-55 of the FASB Accounting Standards Codification. The reverse acquisition is deemed a capital transaction and the net assets of Casa Montalvo (the accounting acquirer) are carried forward to the Company (the legal acquirer and the reporting entity) at their carrying value before the acquisition. The acquisition process utilizes the capital structure of the Company and the assets and liabilities of Casa Montalvo which are recorded at their historical cost. The equity of the Company is the historical equity of Casa Montalvo retroactively restated to reflect the number of shares issued by the Company in the transaction.

Company Overview

~~Casa~~We ~~Montalvo Holdings~~develop, ~~Inc.~~ ~~(“Casa~~market ~~Montalvo”) was incorporated on April 4, 2011 under the laws of the state of California. Casa Montalvo develops, markets~~ and/or ~~distributes~~distribute alcoholic beverages, primarily in the United States. We sell our products through a network of established spirits distributors, who are licensed to distribute alcoholic beverages throughout the United States. ~~The~~We ~~Company~~are is federally licensed, maintaining the right to sell to distributors in all markets in the U.S. and globally.

~~The~~We ~~Company~~intend ~~intends~~ to focus on growing the market share of its initial products, the ultra-premium Montalvo line of tequilas, whose expressions include Plata, Reposado, Anejo and Extra-Anejo. We own the Montalvo brand trademark and have exclusive worldwide master distribution rights to the brands.

We intend to grow our business by expanding our portfolio of premium alcoholic beverage brands, including additional spirits categories, as well as beer and wine, through additional importation and distribution contracts of existing brands. In addition, we may choose to develop new brands or acquire existing companies with their own brand portfolios.

Target Markets and Marketing Strategy

While our primary route to market is by selling directly to distributors, who maintain extensive resources to sell to both on and off premise retail accounts, including liquor stores, grocery stores, convenience stores, bars and restaurants, to build our brands, we must effectively communicate with three distinct audiences: the distributors; the retail trade; and the end consumer. We believe advertising, marketing and promotional activities help to establish and reinforce the image and perception of our brand as we strive in building substantial brand value.

In control states, the state liquor commissions act in place of distributors and decide which products are to be purchased and offered for sale in their respective states. ~~The~~We ~~Company~~ would sell on consignment to any control state in which we do business, ~~whereby~~we ~~the Company~~ would provide inventory to state regulated stores and would be paid upon sale of the product. Should the inventory we provide not sell in a timely manner or at all, this could negatively impact our working capital and tie up our inventory for an unknown period of time. We currently do business in two control states, Oregon and Wyoming.

~~We are currently not transacting in any control states, although we are in the process of listing in Oregon and plan on listing in Wyoming and Massachusetts in the near future.~~-2-

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Marketing, sales and customer service functions are provided by ~~the~~our ~~Company’s~~ executive officers and independent contractors who work together with third party design and advertising firms to maintain a high degree of focus on each of our products. We attempt to build brand awareness through innovative marketing activities including social media, brand tastings, as well as competitive spirits competitions. We use a variety of marketing strategies and tactics to build brand equity and increase sales, including consumer and trade advertising, price promotions, point-of-sale materials, event sponsorship, in-store and on-premise promotions and public relations, as well as a variety of other traditional and non-traditional marketing techniques. Our significant public relations campaign has helped gain editorial coverage for our brands, which increases brand awareness. ~~The~~We ~~Company~~define ~~defines~~ editorial coverage as an article in a publication expressing the opinion of its editors or publishers. Montalvo Tequila has been featured in various industry publications, including Tasting Panel Magazine, Beverage Industry and M. Shanken’s Market Watch. Past and future event sponsorship is an economical way for us to have influential consumers taste our brands.

Products

We have an Exclusive Worldwide Distribution Agreement with Destilidora Huerta Real, S.A. de C.V., the producers of Montalvo Tequila. Montalvo, an award winning, ultra-premium tequila brand is a handcrafted, meticulously formulated tequila produced from only the highest quality blue agave plants from the Lowlands of Jalisco, Mexico. Montalvo ensures the brand’s premium quality by handcrafting in small batches, using hand-selected Blue Weber agave plants picked at the peak of maturity and employing a third distillation. Fourth-generation tequila producers Sergio and Carlos Gonzalez Rivera have combined their family’s ancient traditions with modern techniques, resulting in a clean, smooth and memorable tequila. Montalvo is available in four expressions: Plata, Reposado, Añejo and Extra-Añejo.

Inventory

~~The~~We ~~Company~~maintain ~~maintains~~ a relatively large inventory based on historical revenues in order to meet unknown customer delivery requirements of new independent distributors ~~the~~we ~~Company~~are is in the process of securing. ~~The~~We ~~Company~~feel ~~feels~~ that the current production capacity of our primary supplier is sufficient to meet demand for the foreseeable future. In case of an unexpected surge in demand, our primary supplier maintains contract manufacturing arrangements with third-party suppliers capable of producing large-scale volumes of our products. Based on the relatively short turnaround time from placing an order with our supplier to receiving the product, ~~the~~we ~~Company~~believe ~~believes~~ it will be able to effectively manage our inventory in the face of unknown demand.

Patents and Trademarks

Pursuant to the Exclusive Distribution Agreement with Destilidora Huerta Real, S.A. de C.V., we own the trademark “Montalvo”. The trademark is registered in the United States, Mexico, Colombia, Brazil and Argentina, and is currently pending in the European Union. We consider the trademark to be valuable and important to our business.

Customers

The U.S. alcoholic beverage industry is a regulated, three-tier system of suppliers, distributors and retailers. ~~The~~We ~~Company~~ currently ~~distributes~~ distribute the Montalvo Tequila brand through a network of independent distributors. ~~The~~We ~~Company~~ also ~~maintains~~maintain an arrangement with MHW, Ltd., a third-party leading service provider to alcoholic beverage companies, to import the Montalvo brand into the U.S. as well as to sell Montalvo directly to retailers in New York, New Jersey and California. ~~The~~We ~~Company~~hope ~~hopes~~ to expand the number of independent distributors in certain existing markets and new markets, when ~~the~~we ~~Company~~have ~~has~~ sufficient funds to maintain a larger marketing campaign.

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Competition

The alcohol beverage industry is highly competitive. We compete with other alcohol beverage companies, most of which have significantly more sales and resources than us, and have been in business for much longer than we have. We compete with national and regional beverage producers and "private label" suppliers. Some of our largest competitors are Diageo PLC, Pernod Ricard S.A., Bacardi Limited, Brown-Forman Corporation, Beam Inc., Remy Cointreau S.A. and Constellation Brands, Inc.

Over the last decade, the wine and spirits industry in the United States has undergone dramatic consolidation and realignment of brands and brand ownership. The number of major importers, suppliers and distributors in the U.S. has declined significantly due to this consolidation. As a result, we believe there is a great opportunity for smaller companies to develop high-quality, high-margin brands, which can grow to be very attractive acquisition candidates for the larger companies.

We believe that we compete on the basis of quality, price, brand recognition and distribution strength. By focusing on the premium and super-premium segments of the market, which typically have higher margins, we believe we are able to gain relatively significant attention from our distributors for a company of our size. Our U.S. sales force have built, and should continue to build sound, long standing relationships with distributors both locally and nationally as well as with their customers. Finally, with the continued consolidation among the major companies that we have seen and expect to continue to see, we feel there is an opportunity for small to mid-size spirits companies such as ours, as the major companies contract their portfolios to focus on fewer brands.

There can be no assurance that ~~the~~we ~~Company~~ will compete successfully with existing or new competitors, or that the competition will not have a material adverse effect on ~~the~~our business, operating results or financial condition ~~of the Company~~ (See ITEM 1A “RISK FACTORS”).

Management and Employees

~~The~~We ~~Company~~ currently ~~has~~ have no full time employees other than ~~the~~our ~~above~~executive officers. ~~The~~Our ~~Company’s~~ sales and marketing team consists of six ~~eight~~ (86) independent contractors, which are all at-will contractors. ~~The~~We ~~Company~~are is not a party to any collective bargaining agreements.

Liquidity and Capital Resources

Our auditors have issued a “going concern” opinion, meaning that there is substantial doubt if we can continue as an on-going business for the next twelve months unless we obtain additional capital. We must raise cash to implement our strategy and stay in business. ~~The amount of the offering will likely allow us to operate for at least one year.~~

As of March 31, ~~2013~~ 2015, we had $2350,~~291~~757 in cash, $1620,~~500~~985 in ~~subscription~~accounts receivable and ~~inventories~~$104,800 ofin ~~$346~~inventories,~~197~~ totaling $~~385~~176,~~988~~000 in assets as compared to $44279,~~005~~581 in total assets for March 31, ~~2012~~2014. The funds available to ~~the~~us ~~Company~~ will not be sufficient to fund ~~the~~ our planned operations ~~of the Company~~. If we do not substantially increase our sales, we will require funding to continue our operations of which there can be no assurance that we will be able to raise funds or that if we do so that they will be on grounds that are favorable to ~~the Company~~us.

Potential Future Projects and Conflicts Of Interest

Members of ~~the~~management ~~Company’s Management~~ may serve in the future as an officer, director or investor in other entities. Neither the Company nor any shareholder would have any interest in these projects. Management believes that they have sufficient resources to fully discharge their responsibilities to all projects they have organized or will organize in the future, if any.

Government Regulation

The production and marketing of our alcoholic beverages are subject to the rules and regulations of various Federal, provincial, state and local health agencies, including in particular the U.S. Alcohol and Tobacco Tax and Trade Bureau (“TTB”) as well as the Alcoholic Beverage Control Laws of all states in which our products are sold. The TTB also regulates labeling of our products.

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We believe that we are in material compliance with applicable federal, state, and other regulations and that we have a compliance program in place to ensure compliance with production, marketing and labeling regulations on a going-forward basis. There are no regulatory notifications or actions currently outstanding.

We currently do not incur any material costs in connection with our compliance with applicable environmental laws. Furthermore, the cost of maintaining compliance with applicable environmental laws has not, and we believe, in the future, will not, have a material adverse effect on our business, results of operations and financial condition.

Website

Our website address is www.montalvospirits.com.

We intend to make available through our website, all of our filings with the Commission and all amendments to these reports as soon as reasonably practicable after filing, by providing a hyperlink to the EDGAR website containing our reports.

Available Information

The Company is required to file annual, quarterly and special reports, proxy statements and other information with the Securities and Exchange Commission (“SEC”). Investors may read and copy any document that the Company files, including this Annual Report on Form 10-K, at the SEC’s Public Reference Room at 450 F Street, N.W., Washington, DC 20549. Investors may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an Internet site at http://www.sec.gov that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC, from which investors can electronically access the Company’s SEC filings.

Our Information

Our principal executive offices are currently located at ~~4326~~5301 ~~Laurel~~N. ~~Glen~~Commerce ~~Drive~~Ave., Suite F, Moorpark, CA and our telephone number is (818) 266-9286. We can be contacted by email at info@MontalvoSpirits.com.

ITEM 1A. RISK FACTORS

Our business, financial condition, operating results and prospects are subject to the following risks. Additional risks and uncertainties not presently foreseeable to us may also impair our business operations. If any of the following risks actually occurs, our business, financial condition or operating results could be materially adversely affected. In such case, the trading price of our ~~common~~Common ~~stock~~Stock could decline, and our stockholders may lose all or part of their investment in the shares of our ~~common~~Common ~~stock~~Stock.

This Form 10-K contains forward-looking statements that involve risks and uncertainties. These statements can be identified by the use of forward-looking terminology such as “believes,” “expects,” “intends,” “plans,” “may,” “will,” “should,” or “anticipation” or the negative thereof or other variations thereon or comparable terminology. Actual results could differ materially from those discussed in the forward- looking statements as a result of certain factors, including those set forth below and elsewhere in this Form 10-K.

RISK FACTORS ASSOCIATED WITH OUR BUSINESS

We have inadequate capital and need ~~for~~ additional financing to accomplish our business and strategic plans.

We have very limited funds, and such funds are not adequate to develop our current business plan. We believe that for our company to be successful, we will be required to spend significant sums to market our products. If the sales of our products do not enable us to meet this need, our ultimate success may depend on our ability to raise additional capital. In the absence of additional financing or significant revenues and profits, the ~~Company~~we will have to approach ~~its~~our business plan from a much different and much more restricted direction, attempting to secure additional funding sources to fund ~~its~~our growth, borrowing money from lenders or elsewhere or to take other actions to attempt to provide funding. We cannot guarantee that we will be able to obtain sufficient additional funds when needed, or that such funds, if available, will be obtainable on terms satisfactory to us.

~~Our limited operating history does not afford investors a sufficient history on which to base an investment decision.~~-5-

WeTable ~~are currently in the early stages~~ of ~~developing our business. There can be no assurance that at this time that we will operate profitably or will have adequate working capital to meet our obligations as they become due.~~Contents

~~Investors~~Our ~~must~~limited ~~consider~~operating ~~the~~history ~~risks~~does ~~and~~not ~~difficulties frequently~~afford ~~encountered~~investors bya ~~early~~sufficient ~~stage~~history ~~companies,~~on ~~particularly~~which into ~~rapidly~~base ~~evolving~~an ~~and~~investment ~~changing markets~~decision. ~~Such risks include the following:~~

·We are currently in the ~~nature~~early stages of developing our ~~competition~~business. ~~and~~There ~~our~~can ~~ability~~be no assurance that at this time that we will operate profitably or will have adequate working capital to ~~effectively~~meet ~~market~~our ~~the~~obligations ~~Company’s~~as ~~products;~~they become due.

· Investors ~~ability~~must toconsider ~~anticipate~~the risks and ~~adapt~~difficulties tofrequently ~~the~~encountered ~~highly~~by ~~competitive~~early ~~alcoholic~~stage ~~beverage~~companies, particularly in rapidly evolving and ~~spirits~~changing ~~market;~~markets. Such risks include the following:

·● the nature of our competition and our ability to effectively market our products; ● ability to anticipate and adapt to the highly competitive alcoholic beverage and spirits market; ● ability to effectively manage expanding operations; amount and timing of operating costs and capital expenditures relating to expansion of our business, operations, and infrastructure; and ● dependence upon key personnel to market and sell our services and the loss of one of our key managers may adversely affect the marketing of our services.

·We ~~dependence~~cannot ~~upon~~be ~~key~~certain ~~personnel~~that toour ~~market~~business ~~and~~strategy ~~sell~~will ~~our~~be ~~services~~successful ~~and~~or that we will successfully address these risks. In the ~~loss~~event ofthat ~~one~~we ofdo not successfully address these risks, our ~~key~~business, ~~managers~~prospects, ~~may~~financial condition, and results of operations could be materially and adversely ~~affect~~affected and we may not have the ~~marketing~~resources ofto continue or expand our ~~services~~business operations.

WeRecent ~~cannot~~worldwide beand ~~certain that~~domestic ~~our~~economic ~~business~~trends ~~strategy~~and ~~will be successful or that we will successfully address these risks. In the event that we do not successfully address these risks, our business, prospects,~~ financial ~~condition,~~market ~~and~~conditions ~~results of operations~~ could ~~be materially and~~ adversely ~~affected~~ ~~and~~impact ~~we may not have the resources to continue or expand~~ our ~~business~~financial ~~operations~~performance.

5The worldwide and domestic economies have experienced adverse conditions and may be subject to further deterioration for the foreseeable future. We are subject to risks associated with these adverse conditions, including economic slowdown and the disruption, volatility and tightening of credit and capital markets. This global economic situation could adversely impact our major suppliers, distributors and retailers. In addition, unfavorable global or domestic economic situations could adversely impact our major suppliers, distributors and retailers. Financial difficulties experienced by our suppliers or customers could result in product delays, possible accounts receivable defaults and inventory challenges. The inability of suppliers, distributors or retailers to conduct business or to access liquidity could impact our ability to distribute our products.

~~Recent~~There can be no assurance that market conditions will improve in the near future. A prolonged downturn, further worsening or broadening of the adverse conditions in the worldwide and domestic ~~economic~~economies ~~trends~~could affect consumer spending patterns and purchases of our products, and create or exacerbate credit issues, cash flow issues and other financial ~~market~~ hardships for us and for our suppliers, distributors, retailers and consumers. Depending upon their severity and duration, these conditions could ~~adversely~~have a material adverse impact on our business, liquidity, financial ~~performance~~condition and results of operations. We are unable to predict the likely duration and severity of the current disruption in the financial markets and the adverse economic conditions in the U.S. and other markets.

~~The worldwide and domestic economies have experienced adverse conditions and may be subject to further deterioration for the foreseeable future.~~ We ~~are~~depend ~~subject to~~on ~~risks~~a ~~associated~~limited ~~with~~number ~~these adverse conditions, including economic slowdown and the disruption, volatility and tightening~~ of ~~credit~~ ~~and capital markets~~suppliers. ~~This~~Failure ~~global~~to ~~economic~~obtain ~~situation~~satisfactory ~~could~~performance ~~adversely~~from ~~impact~~ our ~~major~~ suppliers, ~~distributors and retailers. In addition, unfavorable global~~ or ~~domestic~~loss ~~economic~~of ~~situations could adversely impact~~ our ~~major~~existing suppliers, ~~distributors~~could ~~and~~cause ~~retailers. Financial~~us ~~difficulties~~to ~~experienced~~lose bysales, ~~our~~incur ~~suppliers~~additional orcosts ~~customers~~and ~~could~~lose ~~result~~credibility in ~~product~~the ~~delays, possible accounts receivable defaults and inventory challenges~~marketplace. ~~The~~We ~~inability~~also ofhave ~~suppliers,~~annual ~~distributors~~purchase orobligations ~~retailers~~with tocertain ~~conduct business or to access liquidity could impact our ability to distribute our products~~suppliers.

~~There~~We ~~can~~depend beon noa ~~assurance that~~limited ~~market~~number ~~conditions~~of ~~will~~third-party ~~improve~~suppliers infor the ~~near~~sourcing ~~future.~~of Aall ~~prolonged~~of ~~downturn~~our products, ~~further~~including ~~worsening~~both orour ~~broadening~~own ofproprietary ~~the~~brands ~~adverse~~and ~~conditions in~~those ~~the~~we ~~worldwide~~distribute ~~and~~for ~~domestic~~others. ~~economies~~These ~~could~~suppliers ~~affect~~consist ~~consumer~~of ~~spending~~third-party ~~patterns~~distillers, bottlers and ~~purchases~~producers ofin Mexico. For our proprietary products, ~~and~~we ~~create~~may orrely ~~exacerbate credit~~on ~~issues,~~a ~~cash~~single ~~flow~~supplier ~~issues~~to ~~and~~fulfill ~~other~~one ~~financial~~or ~~hardships~~all ~~for~~of usthe ~~and~~manufacturing functions for ~~our~~a ~~suppliers~~brand. For instance, ~~distributors~~Destilidora Huerta Real, ~~retailers~~S.A. ~~and~~de ~~consumers~~C. ~~Depending~~V. ~~upon~~is ~~their~~the ~~severity~~sole ~~and~~producer ~~duration,~~for Montalvo Tequila. The termination of our written or oral agreements or an adverse change in the terms of these ~~conditions~~agreements could have a ~~material~~negative ~~adverse~~ impact on our business,. ~~liquidity~~If our suppliers increase their prices, ~~financial condition~~we ~~and~~may ~~results~~not have alternative sources of ~~operations.~~supply Weand ~~are~~may ~~unable~~not be able to ~~predict~~raise the ~~likely~~prices ~~duration~~of ~~and~~our ~~severity~~products to cover all or even a portion of the ~~current~~increased ~~disruption~~costs. Also, our suppliers’ failure to perform satisfactorily or handle increased orders, delays in shipments of products from international suppliers or the ~~financial~~ ~~markets~~loss of our existing suppliers, especially our key suppliers, could cause us to fail to meet orders for our products, lose sales, incur additional costs and/or ~~the~~expose ~~adverse~~us ~~economic~~to ~~conditions~~product quality issues. In turn, this could cause us to lose credibility in the ~~U.S.~~marketplace and ~~other~~damage ~~markets~~our relationships with distributors, ultimately leading to a decline in our business and results of operations. If we are not able to renegotiate these contracts on acceptable terms or find suitable alternatives, our business could be negatively impacted.

We depend on a limited number of suppliers. Failure to obtain satisfactory performance from our suppliers or loss of our existing suppliers could cause us to lose sales, incur additional costs and lose credibility in the marketplace. We also have annual purchase obligations with certain suppliers.-6-

WeTable ~~depend on a limited number~~ of third-party suppliers for the sourcing of all of our products, including both our own proprietary brands and those we distribute for others. These suppliers consist of third-party distillers, bottlers and producers in Mexico. For our proprietary products, we may rely on a single supplier to fulfill one or all of the manufacturing functions for a brand. For instance, Destilidora Huerta Real, S.A. de C.V. is the sole producer for Montalvo Tequila. The termination of our written or oral agreements or an adverse change in the terms of these agreements could have a negative impact on our business. If our suppliers increase their prices, we may not have alternative sources of supply and may not be able to raise the prices of our products to cover all or even a portion of the increased costs. Also, our suppliers’ failure to perform satisfactorily or handle increased orders, delays in shipments of products from international suppliers or the loss of our existing suppliers, especially our key suppliers, could cause us to fail to meet orders for our products, lose sales, incur additional costs and/or expose us to product quality issues. In turn, this could cause us to lose credibility in the marketplace and damage our relationships with distributors, ultimately leading to a decline in our business and results of operations. If we are not able to renegotiate these contracts on acceptable terms or find suitable alternatives, our business could be negatively impacted.Contents

The sales of our products could decrease significantly if we cannot secure and maintain listings in the control states.

In the control states, the state liquor commissions act in place of distributors and decide which products are to be purchased and offered for sale in their respective states. Products selected for listing must generally reach certain volumes and/or profit levels to maintain their listings. Products are selected for purchase and sale through listing procedures which are generally made available to new products only at periodically scheduled listing interviews. Products not selected for listings can only be purchased by consumers in the applicable control state through special orders, if at all. If, in the future, we are unable to maintain our current listings in the control states, or secure and maintain listings in those states for any additional products we may acquire, sales of our products could decrease significantly.

Currency exchange rate fluctuations and devaluations may have a significant adverse effect on our revenues, sales, costs of goods and overall financial results.

For fiscal ~~2013~~2015, non-U.S. operations accounted for none of our revenues but we are dependent upon resources in Mexico for the products we intend to market, distribute and sell. Therefore, gains and losses on the conversion of foreign payments into U.S. dollars could cause fluctuations in our results of operations, and fluctuating exchange rates could cause reduced revenues and/or gross margins from non-U.S. dollar-denominated international sales and inventory purchases. Our ability to acquire spirits and wine and produce and sell our products at favorable prices will also depend in part on the relative strength of the U.S. dollar. We may not be able to hedge against these risks.

If our inventory is lost due to theft, fire or other damage or becomes ~~obsolete~~spoiled, our results of operations would be negatively impacted.

We expect our inventory levels to fluctuate to meet customer delivery requirements for our products. We are always at risk of loss of that inventory due to theft, fire or other damage, and any such loss, whether insured against or not, could cause us to fail to meet our orders and harm our sales and operating results. Also, our inventory may become obsolete as we introduce new products, cease to produce old products or modify the design of our products’ packaging, which would increase our operating losses and negatively impact our results of operations.

6Weather conditions may have a material adverse effect on our sales or on the price of raw materials used to produce spirits.

~~Weather~~We operate in an industry where performance is affected by the weather. Extreme changes in weather conditions may result in lower consumption of tequila and other alcoholic beverages. In particular, unusually cold spells in winter or high temperatures in the summer can result in temporary shifts in customer preferences and impact demand for the alcoholic beverages we produce and distribute. Similar weather conditions in the future may have a material adverse effect on our sales orwhich oncould ~~the~~affect ~~price~~our business, financial condition and results of ~~raw~~operations. ~~materials~~In addition, inclement weather may affect the availability of grain used to produce ~~spirits~~raw spirit, which could result in a rise in raw spirit pricing that could negatively affect margins and sales.

WeClimate ~~operate~~change, inor ~~an industry where performance is affected by the weather. Extreme changes in weather conditions may result in lower consumption of tequila and other alcoholic beverages. In particular~~legal, ~~unusually~~regulatory ~~cold spells in winter~~ or ~~high~~market ~~temperatures~~measures into ~~the~~address ~~summer~~climate ~~can~~change, ~~result in temporary shifts in customer preferences and impact demand for the alcoholic beverages we produce and distribute. Similar weather conditions in the future~~ may ~~have~~negatively ~~a material adverse effect on our sales which could~~ affect our business, ~~financial condition and results of~~ operations. Inor ~~addition,~~financial ~~inclement weather may affect the availability of grain used to produce raw spirit~~performance, ~~which~~and ~~could result~~water inscarcity aor ~~rise~~poor inquality ~~raw spirit pricing that~~ could negatively ~~affect~~impact ~~margins~~our production costs and ~~sales~~capacity.

~~Climate~~Our ~~change,~~business ordepends ~~legal,~~upon ~~regulatory or~~agricultural ~~market~~activity ~~measures~~and natural resources. There has been much public discussion related to ~~address~~concerns that carbon dioxide and other greenhouse gases in the atmosphere may have an adverse impact on global temperatures, weather patterns and the frequency and severity of extreme weather and natural disasters. Severe weather events and climate change, may negatively affect agricultural productivity in the regions from which we presently source our ~~business,~~agricultural ~~operations~~raw materials such as agave. Decreased availability of our raw materials may increase the cost of our products. Severe weather events or ~~financial~~changes ~~performance,~~in ~~and~~the ~~water scarcity~~frequency or ~~poor~~intensity ~~quality~~of ~~could~~weather ~~negatively~~events ~~impact~~can also disrupt our supply chain, which may affect production ~~costs~~operations, insurance cost and ~~capacity~~coverage, as well as delivery of our products to wholesalers, retailers and consumers.

~~Our~~Water ~~business~~is ~~depends upon~~essential ~~agricultural~~in ~~activity~~the ~~and~~production ~~natural~~of ~~resources~~our products. ~~There~~The ~~has~~quality ~~been much public discussion related to concerns that carbon dioxide~~ and ~~other~~quantity ~~greenhouse~~of ~~gases~~water inavailable ~~the~~for ~~atmosphere~~use ~~may~~is ~~have~~important anto ~~adverse impact on global temperatures, weather patterns and~~ the ~~frequency and~~supply ~~severity~~ of ~~extreme~~agave ~~weather~~ and ~~natural~~our ~~disasters.~~ability ~~Severe~~to ~~weather~~operate ~~events~~our ~~and~~business. ~~climate~~Water ~~change~~is ~~may~~a ~~negatively~~limited ~~affect~~resource ~~agricultural productivity~~ in ~~the~~many ~~regions~~parts ~~from~~of ~~which~~the weworld ~~presently~~and ~~source~~if ~~our~~climate ~~agricultural~~patterns ~~raw~~change ~~materials~~and ~~such~~droughts asbecome ~~agave.~~more ~~Decreased~~severe, ~~availability of~~there ~~our raw materials~~ may ~~increase~~be ~~the~~a ~~cost~~scarcity of ~~goods~~water ~~for our products. Severe weather events~~ or ~~changes~~poor inwater ~~the~~quality ~~frequency or intensity of weather events can also disrupt our supply chain,~~ which may affect our production ~~operations,~~costs ~~insurance~~or ~~cost~~impose ~~and~~capacity ~~coverage,~~constraints. asSuch ~~well as~~events ~~delivery~~could ofadversely affect our ~~products~~results toof ~~wholesalers,~~operations ~~retailers~~ and ~~consumers~~financial condition.

Water is essential in the production of our products. The quality and quantity of water available for use is important to the supply of agave and our ability to operate our business. Water is a limited resource in many parts of the world and if climate patterns change and droughts become more severe, there may be a scarcity of water or poor water quality which may affect our production costs or impose capacity constraints. Such events could adversely affect our results of operations and financial condition.-7-

~~The~~Table ~~Company has limited protection~~ of ~~the Exclusive Master Distribution Agreement (“Distribution Agreement”).~~Contents

The Company ~~currently~~ has anlimited ~~exclusive~~protection ~~right~~of ~~to distribute all Casa Montalvo products throughout~~ the ~~world~~Exclusive ~~for~~Master ~~a three-year term. The term will be extended indefinitely provided the Company hits minimal sales requirements. Any breach of the~~ Distribution Agreement, or(“Distribution an act of terminating cause, could lead to the loss of the Company’s exclusive distribution rights, for the respective jurisdictions which the Company operates, which would have a material adverse effect on the business, results of operations and financial conditionAgreement”).

~~Either~~The ~~our~~Company currently has an exclusive right to distribute all Casa Montalvo products throughout the world for a three-year term. The term will be extended indefinitely provided the Company hits minimal sales requirements. Any breach of the Distribution Agreement, or ~~our~~an ~~strategic~~act ~~partners’ failure~~of terminating cause, could lead to ~~protect~~the ~~our~~loss of the Company’s exclusive distribution rights, for the respective ~~trademarks~~jurisdictions ~~and~~which ~~trade~~the ~~secrets~~Company ~~could~~operates, ~~compromise~~which ~~our~~would ~~competitive~~have ~~position~~a ~~and~~material ~~decrease~~adverse effect on the ~~value~~ business, results of ~~our~~operations ~~brand~~and ~~portfolio~~financial condition.

~~Since~~Either ~~we frequently enter into exclusive arrangements to market the Company’s products with unaffiliated agents,~~ our ~~business and prospects depend in part on our, and with respect to our agency or joint venture brands, our~~ strategic partners’ ~~ability~~failure to ~~develop~~protect ~~favorable consumer recognition of~~ our ~~brands~~respective ~~and~~ trademarks. ~~Although both we~~ and ~~our strategic partners actively apply for registration of our brands and trademarks, they could be imitated in ways that we cannot prevent. Also, we rely on~~ trade secrets and proprietary know-how, concepts and formulas. Our methods of protecting this information may not be adequate. Moreover, we may face claims of misappropriation or infringement of third parties’ rights that could ~~interfere~~compromise ~~with~~ our ~~use~~competitive ofposition ~~this information. Defending these claims may be costly~~ and, ifdecrease ~~unsuccessful, may prevent us from continuing to use this proprietary information in~~ the future and result in a judgment or monetary damages being levied against us. We do not maintain non-competition agreements with all of our key personnel or with some of our key suppliers. If competitors independently develop or otherwise obtain access to our or our strategic partners’ trade secrets, proprietary know-how or recipes, the appeal, and thus the value, of our brand portfolio ~~could be reduced, negatively impacting our sales and growth potential~~.

AnSince ~~impairment~~we frequently enter into exclusive arrangements to market our products with unaffiliated agents, our business and prospects depend in ~~the~~part ~~carrying~~on ~~value~~ our, and with respect to our agency or joint venture brands, our strategic partners’ ability to develop favorable consumer recognition of ~~goodwill~~our brands and trademarks. Although both we and our strategic partners actively apply for registration of our brands and trademarks, they could be imitated in ways that we cannot prevent. Also, we rely on trade secrets and proprietary know-how, concepts and formulas. Our methods of protecting this information may not be adequate. Moreover, we may face claims of misappropriation or ~~other~~infringement ~~acquired~~of ~~intangible~~third ~~assets~~parties’ rights that could ~~negatively~~interfere ~~affect~~with our ~~operating~~use ~~results~~of this information. Defending these claims may be costly and, ~~shareholders~~if unsuccessful, may prevent us from continuing to use this proprietary information in the future and result in a judgment or monetary damages being levied against us. We do not maintain non-competition agreements with all of our key personnel or with some of our key suppliers. If competitors independently develop or otherwise obtain access to our or our strategic partners’ ~~equity~~trade secrets, proprietary know-how or recipes, the appeal, and thus the value, of our brand portfolio could be reduced, negatively impacting our sales and growth potential.

~~The~~We ~~carrying~~operate ~~value of goodwill represents the fair value of acquired businesses~~ in ~~excess~~highly ofcompetitive ~~identifiable assets and liabilities as of the acquisition date~~industries, ~~net of any cumulative impairments. The carrying value of other intangible assets represents the fair value of trademarks, trade names~~ and ~~other~~competitive ~~acquired~~pressures ~~intangible~~could ~~assets~~have asa ofmaterial ~~the~~adverse ~~acquisition~~effect ~~date,~~on ~~net of impairments and accumulated amortization. Goodwill and other acquired intangible assets expected to contribute indefinitely to~~ our cash flows are not amortized, but must be evaluated for impairment by our management at least annually. If carrying value exceeds current fair value as determined based on the discounted future cash flows of the related business~~, the intangible asset is considered impaired and is reduced to fair value via a non-cash charge to earnings~~. ~~If the value of goodwill or other acquired intangible assets is impaired, our earnings and shareholders’ equity could be adversely affected.~~

7The alcoholic beverages production and distribution industries in our region are intensely competitive. The principal competitive factors in these industries include product range, pricing, distribution capabilities and responsiveness to consumer preferences, with varying emphasis on these factors depending on the market and the product. The alcoholic beverage industry competes with respect to brand recognition, product quality, brand loyalty, customer service and price. Failure to maintain and enhance our competitive position could materially and adversely affect our business and prospects for business. Wholesaler, retailer and consumer purchasing decisions are influenced by, among other things, the perceived absolute or relative overall value of our products, including their quality or pricing, compared to competitor’s products. Unit volume and dollar sales could also be affected by pricing, purchasing, financing, operational, advertising or promotional decisions made by wholesalers, state and provincial agencies, and retailers which could affect their supply of, or consumer demand for, our products. We could also experience higher than expected selling, general and administrative expenses if we find it necessary to increase the number of our personnel or our advertising or marketing expenditures to maintain our competitive position or for other reasons.

WeOur ~~operate~~business incould ~~highly~~be ~~competitive industries,~~adversely ~~and~~affected ~~competitive~~by ~~pressures~~a ~~could~~decline ~~have~~in athe ~~material~~consumption ~~adverse~~of ~~effect~~alcohol onand ~~our~~spirits ~~business~~we sell.

~~The~~While ~~alcoholic~~over ~~beverages production~~the ~~and~~past ~~distribution~~several ~~industries~~years inthere ~~our~~have ~~region~~been ~~are~~modest ~~intensely~~increases ~~competitive.~~in ~~The~~consumption ~~principal~~of ~~competitive~~beverage ~~factors~~alcohol in ~~these~~most ~~industries include~~of our product ~~range,~~categories ~~pricing, distribution capabilities~~ and ~~responsiveness~~geographic ~~to consumer preferences~~markets, ~~with~~there ~~varying~~have ~~emphasis~~been ~~on these~~periods ~~factors~~in ~~depending on~~ the ~~market~~past ~~and~~in ~~the~~which ~~product.~~there ~~The~~were ~~alcoholic~~substantial ~~beverage~~declines ~~industry~~in ~~competes~~the ~~with~~overall ~~respect~~per tocapita ~~brand~~consumption ~~recognition, product~~of ~~quality,~~beverage ~~brand~~alcohol ~~loyalty,~~products ~~customer~~in ~~service and price. Failure to maintain and enhance~~ the ~~Company’s competitive position could materially and adversely affect the Company’s business and prospects for business~~U.S. ~~Wholesaler, retailer~~ and ~~consumer purchasing decisions are influenced by, among~~ other ~~things,~~markets ~~the~~in ~~perceived~~which ~~absolute~~we orparticipate. ~~relative~~A ~~overall~~limited ~~value of our products, including their quality~~ or ~~pricing,~~general ~~compared~~decline toin ~~competitor’s~~consumption ~~products.~~in ~~Unit~~one ~~volume and dollar sales could also be affected by pricing, purchasing, financing, operational, advertising~~ or ~~promotional~~more ~~decisions made by wholesalers, state and provincial agencies, and retailers which could affect their supply~~ of, ~~or consumer demand for,~~ our ~~products.~~product Wecategories could ~~also~~occur ~~experience~~in ~~higher~~the ~~than~~future ~~expected selling,~~due ~~general and administrative expenses if we find it necessary~~ to ~~increase~~a ~~the~~variety ~~number~~ of ~~our~~factors, ~~personnel or our advertising or marketing expenditures to maintain our competitive position or for other reasons.~~including:

~~Our~~● ~~business~~A ~~could~~general bedecline ~~adversely affected~~in byeconomic aor geopolitical conditions; ● Concern about the health consequences of consuming beverage alcohol products and about drinking and driving; ● A general decline in the consumption of beverage alcohol products in on-premise establishments, such as may result from smoking bans and ~~spirits~~stricter welaws ~~sell~~related to driving while under the influence of alcohol; ● Consumer dietary preferences favoring lighter, lower calorie beverages such as diet soft drinks, sports drinks and water products; ● The increased activity of anti-alcohol groups; ● Increased federal, state, provincial or foreign excise or other taxes on beverage alcohol products and possible restrictions on beverage alcohol advertising and marketing; and ● Increased regulation placing restrictions on the purchase or consumption of beverage alcohol products.

While over the past several years there have been modest increases in consumption of beverage alcohol in most of our product categories and geographic markets, there have been periods in the past in which there were substantial declines in the overall per capita consumption of beverage alcohol products in the U.S. and other markets in which we participate. A limited or general decline in consumption in one or more of our product categories could occur in the future due to a variety of factors, including:-8-

•Table Aof ~~general decline in economic or geopolitical conditions;~~Contents

•We ~~Concern~~are ~~about~~subject ~~the~~to ~~health~~extensive ~~consequences~~government ofregulation ~~consuming~~and ~~beverage~~are ~~alcohol~~required ~~products~~to obtain and ~~about~~renew ~~drinking~~various permits and ~~driving~~licenses; changes in or violations of laws or regulations or failure to obtain or renew permits and licenses could materially adversely affect our business and profitability.

•Our Abusiness ~~general~~of ~~decline~~marketing and distributing alcoholic beverages in the ~~consumption~~United ofStates ~~beverage~~is ~~alcohol~~subject ~~products~~to inregulation ~~on-premise~~by ~~establishments,~~national and local governmental agencies. These regulations and laws address such matters as ~~may~~licensing ~~result~~and ~~from~~permit ~~smoking~~requirements, ~~bans~~regarding the production, storage and ~~stricter~~import ~~laws~~of ~~related~~alcoholic products; competition and anti-trust matters; trade and pricing practices; taxes; distribution methods and relationships; required labeling and packaging; advertising; sales promotion; and relations with wholesalers and retailers. Loss of production capacity due to ~~driving~~regulatory ~~while~~issues ~~under~~can negatively affect our sales and increase our operating costs as we attempt to increase production at other facilities during that time to offset the ~~influence~~lost production. It is possible that we could have similar issues in the future that will adversely impact our sales and operating costs. Additionally, new or revised regulations or requirements or increases in excise taxes, customs duties, income taxes, or sales taxes could materially adversely affect our business, financial condition and results of ~~alcohol;~~operations.

•In ~~Consumer~~addition, ~~dietary~~we ~~preferences~~are ~~favoring~~subject ~~lighter~~to numerous environmental and occupational, ~~lower~~health ~~calorie~~and ~~beverages~~safety ~~such~~laws asand ~~diet~~regulations ~~soft~~in ~~drinks~~the countries in which we plan to operate. We may incur significant costs to maintain compliance with evolving environmental and occupational, ~~sports~~health ~~drinks~~and safety requirements, to comply with more stringent enforcement of existing applicable requirements or to defend against challenges or investigations, even those without merit. Future legal or regulatory challenges to the industry in which we operate or our business practices and ~~water~~arrangements ~~products;~~could give rise to liability and fines, or cause us to change our practices or arrangements, which could have a material adverse effect on us, our revenues and our profitability.

•Governmental ~~The~~regulation ~~increased~~and ~~activity~~supervision as well as future changes in laws, regulations or government policy (or in the interpretation of ~~anti-alcohol~~existing ~~groups;~~laws or regulations) that affect us, our competitors or our industry generally, strongly influence our viability and how we operate our business. Complying with existing laws, regulations and government policy is burdensome, and future changes may increase our operational and administrative expenses and limit our revenues.

•Additionally, ~~Increased~~governmental ~~federal,~~regulatory ~~state,~~and ~~provincial~~tax authorities have a high degree of discretion and may at times exercise this discretion in a manner contrary to law or ~~foreign~~established ~~excise~~practice. Such conduct can be more prevalent in jurisdictions with less developed or ~~other~~evolving ~~taxes~~regulatory onsystems ~~beverage~~like ~~alcohol~~Mexico. ~~products~~Our business would be materially and ~~possible~~adversely ~~restrictions~~affected onif ~~beverage~~there ~~alcohol~~were ~~advertising~~any ~~and~~adverse ~~marketing;~~changes ~~and~~in relevant laws or regulations or in their interpretation or enforcement. Our ability to introduce new products may also be affected if we cannot predict how existing or future laws, regulations or policies would apply to such products or services.

•If ~~Increased~~we ~~regulation~~fail ~~placing~~to ~~restrictions~~manage growth effectively or prepare for product scalability, it could have an adverse effect on ~~the~~our ~~purchase~~employee orefficiency, ~~consumption~~product ofquality, ~~beverage~~working ~~alcohol~~capital ~~products~~levels and results of operations.

WeAny ~~are~~significant ~~subject~~growth toin ~~extensive~~the ~~government regulation~~market ~~and~~for ~~are~~our ~~required~~products toor ~~obtain~~our ~~and~~entry ~~renew~~into ~~various~~new ~~permits~~markets may require an expansion of our employee base for managerial, operational, financial, and ~~licenses;~~other ~~changes~~purposes. inAs orof ~~violations~~March 31, 2015, we had no full time employees outside of ~~laws~~our ormanagement ~~regulations~~team. ~~or failure~~During any period of growth, we may face problems related to ~~obtain~~our oroperational ~~renew~~and ~~permits~~financial systems and ~~licenses~~controls, ~~could~~including ~~materially~~quality ~~adversely~~control ~~affect~~and delivery and service capacities. We would also need to continue to expand, train and manage our ~~business~~employee base. Continued future growth will impose significant added responsibilities upon the members of management to identify, recruit, maintain, integrate, and ~~profitability~~motivate new employees.

~~Our~~Aside ~~business~~from ofincreased ~~marketing and~~difficulties ~~distributing alcoholic beverages~~ in the ~~United~~management ~~States~~of ishuman ~~subject~~resources, towe ~~regulation~~may byalso ~~national~~encounter ~~and~~working ~~local~~capital ~~governmental~~issues, ~~agencies. These~~as ~~regulations~~we ~~and~~will ~~laws~~need ~~address~~increased ~~such~~liquidity ~~matters~~to asfinance ~~licensing~~the ~~and~~marketing ~~permit~~of ~~requirements,~~the ~~regarding~~products ~~the~~we ~~production~~sell, ~~storage~~ and ~~import of~~the ~~alcoholic~~hiring ~~products;~~of ~~competition~~additional ~~and~~employees. ~~anti-trust~~For ~~matters;~~effective ~~trade~~growth ~~and~~management, ~~pricing~~we ~~practices;~~will ~~taxes;~~be ~~distribution methods and relationships;~~ required ~~labeling~~to ~~and~~continue ~~packaging;~~improving ~~advertising;~~our ~~sales~~operations, ~~promotion;~~management, and ~~relations~~financial ~~with~~systems ~~wholesalers~~ and ~~retailers~~controls. ~~Loss~~Our offailure ~~production capacity due~~ to ~~regulatory~~manage ~~issues~~growth ~~can~~effectively ~~negatively~~may ~~affect~~lead ~~our~~to ~~sales~~operational and ~~increase~~financial ~~our~~inefficiencies ~~operating~~that ~~costs~~will ashave wea ~~attempt~~negative toeffect ~~increase~~on ~~production at~~our ~~other facilities during that time to offset the lost production~~profitability. ItWe iscannot ~~possible~~assure investors that we ~~could have similar issues in the future that~~ will ~~adversely~~be ~~impact~~able ~~our~~to ~~sales~~timely and ~~operating~~effectively ~~costs.~~meet ~~Additionally,~~that ~~new~~demand orand ~~revised~~maintain ~~regulations~~the orquality ~~requirements~~standards orrequired ~~increases in~~by ~~excise taxes, customs duties, income taxes, or sales taxes could materially adversely affect~~ our ~~business,~~existing ~~financial condition~~ and ~~results~~potential ~~of operations~~customers.

InOur ~~addition,~~management weteam ~~are subject to numerous environmental and occupational, health and safety laws and regulations in the countries in which we plan to operate. We~~ may ~~incur~~not ~~significant~~be ~~costs~~able to ~~maintain~~successfully ~~compliance~~implement with evolving environmental and occupational, health and safety requirements, to comply with more stringent enforcement of existing applicable requirements or to defend against challenges or investigations, even those without merit. Future legal or regulatory challenges to the industry in which we operate or our business ~~practices~~ ~~and arrangements could give rise to liability and fines, or cause us to change our practices or arrangements, which could have a material adverse effect on us, our revenues and our profitability~~strategies.

~~Governmental~~If ~~regulation and~~our ~~supervision~~management asteam ~~well~~is asunable ~~future~~to ~~changes~~execute inon ~~laws,~~its ~~regulations~~business orstrategies, ~~government~~then ~~policy~~our ~~(or~~development, inincluding the ~~interpretation~~establishment of ~~existing~~revenues ~~laws or~~and ~~regulations)~~our ~~that~~sales ~~affect~~and ~~us,~~marketing ~~our~~activities ~~competitors~~would orbe ~~our~~materially ~~industry~~and ~~generally~~adversely affected. In addition, ~~strongly~~we ~~influence~~may ~~our~~encounter ~~viability~~difficulties in effectively managing the budgeting, forecasting and ~~how~~other weprocess ~~operate our~~control ~~business~~issues presented by any future growth. ~~Complying~~We ~~with~~may ~~existing~~seek ~~laws,~~to ~~regulations~~augment ~~and~~or ~~government~~replace ~~policy~~members isof ~~burdensome,~~our ~~and~~management ~~future~~team ~~changes~~or we may ~~increase~~lose key members of our ~~operational~~ management team, and ~~administrative~~we ~~expenses~~may ~~and~~not ~~limit~~be ~~our~~able ~~revenues~~to attract new management talent with sufficient skill and experience.

8-9-

~~Additionally,~~Table ~~governmental regulatory and tax authorities have a high degree~~ of discretion and may at times exercise this discretion in a manner contrary to law or established practice. Such conduct can be more prevalent in jurisdictions with less developed or evolving regulatory systems like Mexico. Our business would be materially and adversely affected if there were any adverse changes in relevant laws or regulations or in their interpretation or enforcement. Our ability to introduce new products and services may also be affected if we cannot predict how existing or future laws, regulations or policies would apply to such products or services.Contents

If we ~~fail~~are unable to ~~manage~~retain ~~growth~~key ~~effectively or~~executives ~~prepare~~and ~~for~~other ~~product~~key ~~scalability~~affiliates, itour growth could ~~have~~be ansignificantly inhibited and our business harmed with a material adverse effect on our ~~employee efficiency~~business, ~~product~~financial ~~quality,~~condition ~~working capital levels~~ and results of operations.

~~Any~~Our ~~significant~~success ~~growth in~~is, ~~the~~to ~~market~~a ~~for~~certain ~~our~~extent, ~~products~~attributable orto ~~our~~the ~~entry~~management, ~~into~~sales ~~new~~and ~~markets~~marketing, ~~may~~and ~~require~~operational anand ~~expansion~~technical expertise of ~~our~~certain ~~employee~~key ~~base~~personnel. ~~for~~The ~~managerial,~~loss ~~operational, financial,~~of ~~and~~such ~~other~~individuals ~~purposes.~~could Ashave ofa ~~March~~material ~~31,~~adverse ~~2013,~~effect weupon ~~had~~our nobusiness, ~~full~~financial ~~time~~condition, ~~employees~~and ~~outside~~results of ~~our management team~~operations. ~~During~~We ~~any~~do ~~period of~~not ~~growth,~~maintain wekey-person ~~may~~insurance ~~face~~for ~~problems~~members ~~related~~of to our ~~operational~~management ~~and~~team ~~financial~~because ~~systems~~it ~~and~~is ~~controls,~~cost ~~including~~prohibitive ~~quality~~at ~~control~~this ~~and~~point. ~~delivery and~~If ~~service~~we ~~capacities.~~lose Wethe ~~would~~services ~~also~~of ~~need~~any tomember ~~continue~~of tosenior ~~expand~~management, ~~train~~we ~~and~~may ~~manage~~not ~~our~~be ~~employee~~able ~~base.~~to ~~Continued~~locate ~~future~~suitable ~~growth~~or ~~will impose~~qualified ~~significant~~replacements, ~~added~~and ~~responsibilities~~may ~~upon~~incur ~~the~~additional ~~members~~expenses ofto ~~management~~recruit toand ~~identify,~~train ~~recruit,~~new ~~maintain~~personnel, ~~integrate,~~which ~~and~~could ~~motivate new~~severely ~~employees~~disrupt our business and prospects.

~~Aside~~Our ~~from~~success ~~increased difficulties~~ in the ~~management~~future ~~of human resources, we~~ may ~~also~~depend ~~encounter~~on ~~working~~our ~~capital~~ability ~~issues, as we will need increased liquidity~~ to ~~finance~~establish ~~the marketing of the products we sell,~~ and ~~the~~maintain ~~hiring~~strategic ~~of additional employees. For effective growth management~~alliances, ~~we will be required to continue improving our operations, management,~~ and ~~financial~~any ~~systems and controls. Our~~ failure ~~to manage growth effectively may lead to operational and financial inefficiencies that will have a negative effect~~ on our ~~profitability.~~part ~~We cannot assure investors that we will be able~~ to ~~timely~~establish and ~~effectively meet that demand and~~ maintain ~~the~~such ~~quality~~relationships ~~standards~~would ~~required~~adversely by affect our ~~existing~~market penetration and ~~potential~~revenue ~~customers~~growth.

Due to the regulated nature of the alcoholic beverage industry, we will be required to establish strategic relationships with third parties. Our ~~management~~ability ~~team~~to establish strategic relationships will depend on a number of factors, many of which are outside our control, such as the competitive position of our product and marketing plan relative to our competitors. We may not be able to ~~successfully~~establish other strategic relationships in the future. In addition, any strategic alliances that we establish may subject us to a number of risks, including risks associated with sharing proprietary information, loss of control of operations that are material to developed business and profit-sharing arrangements. Moreover, strategic alliances may be expensive to implement and subject us to the risk that the third party will not perform its obligations under the relationship, which may subject us to losses over which we have no control or expensive termination arrangements. As a result, even if our strategic alliances with third parties are successful, our business ~~strategies~~may be adversely affected by a number of factors that are outside of our control.

IfOur ~~our~~financial ~~management team~~results ismay ~~unable~~not tomeet ~~execute on its business strategies, then our development, including~~ the ~~establishment~~expectations of ~~revenues~~investors and ~~our~~may ~~sales and~~fluctuate ~~marketing~~because ~~activities~~of ~~would~~many befactors ~~materially~~ and ~~adversely affected. In addition~~, weas ~~may~~a ~~encounter difficulties in effectively managing the budgeting~~result, ~~forecasting~~investors ~~and~~should ~~other~~not ~~process~~rely ~~control~~on ~~issues presented by any future growth. We may seek to augment or replace members of~~ our ~~management~~revenue ~~team~~ and/or wefinancial ~~may~~projections ~~lose~~as ~~key~~indicative ~~members~~ of ~~our~~future ~~management team, and we may not be able to attract new management talent with sufficient skill and experience~~results.

IfFluctuations wein ~~are~~operating ~~unable~~results or the failure of operating results to ~~retain~~meet ~~key~~the ~~executives and~~expectations ~~other~~of ~~key~~investors ~~affiliates,~~may negatively impact the value of our ~~growth~~securities. Operating results may fluctuate due to a variety of factors that could beaffect ~~significantly~~revenues ~~inhibited~~or ~~and~~expenses in any particular quarter. Fluctuations in operating results could cause the value of our ~~business~~securities ~~harmed~~to ~~with~~decline. aInvestors ~~material~~should ~~adverse~~not ~~effect~~rely on ~~our~~ ~~business,~~revenue or financial ~~condition~~projections ~~and~~or comparisons of results of operations as an indication of future performance. As a result of the factors listed below, it is possible that in future periods results of operations may be below the expectations of investors. This could cause the market price of our securities to decline. Factors that may affect our quarterly results include:

~~Our~~● ~~success~~delays ~~is,~~in ~~to a~~sales ~~certain~~resulting ~~extent,~~from ~~attributable~~potential tocustomer ~~the management,~~ sales ~~and~~cycles; ~~marketing,~~● ~~and~~variations ~~operational~~or ~~and~~inconsistencies ~~technical~~in ~~expertise~~return ofon ~~certain~~investment ~~key~~models ~~personnel. Alex Viecco, our Chief Executive Officer, Carlos Gonzalez Rivera, our Chief Operating Officer,~~ and ~~Sergio~~results; ~~Gonzalez~~● ~~Rivera,~~delays ~~our President, perform key functions~~ in ~~the~~demonstrating ~~operation~~product ofperformance ~~our~~or ~~business.~~installations; ~~The~~● ~~loss~~changes ofin ~~any~~competition; ~~of these could have a material adverse effect upon our business, financial condition,~~ and ~~results~~● ofchanges ~~operations.~~or Wethreats ~~do not maintain key-person insurance for members~~ of ~~our~~significant ~~management team~~changes ~~because~~in itlegislation isor ~~cost~~rules ~~prohibitive~~or atstandards ~~this~~that ~~point.~~would Ifchange ~~we lose~~ the ~~services~~drivers offor ~~any~~product senior management, we may not be able to locate suitable or qualified replacements, and may incur additional expenses to recruit and train new personnel, which could severely disrupt our business and prospectsadoption.

~~Our~~Because ~~success in the future may depend on~~ our ~~ability~~auditors tohave ~~establish~~issued ~~and~~a ~~maintain~~going ~~strategic~~concern ~~alliances~~opinion, ~~and~~there ~~any~~is ~~failure~~substantial ondoubt about our ~~part~~ability to ~~establish~~continue ~~and~~as ~~maintain such~~a ~~relationships~~going ~~would adversely affect our market penetration and revenue growth~~concern.

~~Due~~Our toreport ~~the~~from ~~regulated nature~~our ofindependent ~~the~~registered ~~alcoholic~~public ~~beverage~~accounting ~~industry,~~firm wefor ~~will~~the beyear ~~required~~ended toMarch ~~establish~~31, ~~strategic~~2015 ~~relationships~~includes ~~with~~an ~~third~~explanatory ~~parties.~~paragraph ~~Our~~stating ~~ability to~~that ~~establish strategic relationships will depend on a number of factors, many of which are outside~~ our ~~control,~~recurring ~~such~~losses asfrom ~~the~~operations ~~competitive position~~and ofnegative ~~our~~cash ~~product~~flows ~~and~~raise ~~marketing~~substantial ~~plan~~doubt ~~relative~~about to our ~~competitors.~~ability ~~We may not be able~~ to ~~establish~~continue ~~other~~as ~~strategic~~a ~~relationships in~~going ~~the future~~concern. InIf ~~addition, any strategic alliances that~~ we ~~establish~~are ~~may~~unable ~~subject us~~ to aobtain ~~number~~sufficient ~~of risks~~funding, ~~including~~our ~~risks~~business, ~~associated with~~prospects, ~~sharing~~financial ~~proprietary~~condition ~~information,~~and ~~loss~~results of ~~control of~~ operations ~~that~~will ~~are~~be ~~material~~materially toand ~~developed~~adversely ~~business~~affected and ~~profit-sharing arrangements.~~we ~~Moreover, strategic alliances~~ may be ~~expensive~~unable to ~~implement~~continue ~~and~~as ~~subject~~a usgoing toconcern. ~~the~~If ~~risk~~we ~~that~~are ~~the~~unable ~~third~~to ~~party~~continue ~~will not~~as ~~perform~~a ~~its~~going ~~obligations under the relationship~~concern, ~~which~~we may ~~subject~~have us to ~~losses~~liquidate ~~over~~our ~~which~~assets weand ~~have~~may noreceive ~~control~~less orthan ~~expensive~~the ~~termination arrangements.~~value Asat awhich ~~result,~~those ~~even~~assets ifare ~~our~~carried ~~strategic~~on ~~alliances~~our ~~with~~audited ~~third~~consolidated ~~parties~~financial ~~are successful~~statements, ~~our~~and ~~business~~it ~~may~~is belikely ~~adversely~~that ~~affected by~~investors awill ~~number~~lose ofall ~~factors~~or ~~that~~a ~~are~~part ~~outside~~ of ~~our~~their ~~control~~investment.

Our financial results may not meet the expectations of investors and may fluctuate because of many factors and, as a result, investors should not rely on our revenue and/or financial projections as indicative of future results.-10-

9Table of Contents

~~Fluctuations~~Our instrategy ~~operating results or the failure of operating results to meet the expectations investors~~ may ~~negatively~~include ~~impact~~acquiring ~~the~~companies ~~value~~which ~~of our securities. Operating results~~ may ~~fluctuate~~result ~~due~~in tounsuitable aacquisitions ~~variety of factors that could affect revenues~~ or ~~expenses~~failure ~~in any particular quarter. Fluctuations in operating results could cause the value of our securities~~ to ~~decline.~~successfully ~~Investors~~integrate ~~should~~acquired ~~not rely on revenue or financial projections or comparisons of results of operations as an indication of future performance. As a result of the factors listed below~~companies, itwhich ~~is possible that in future periods results of operations may be below the expectations of investors. This~~ could ~~cause~~lead ~~the market price of our securities~~ to ~~decline.~~reduced ~~Factors that may affect our quarterly results include:~~profitability.

•We ~~delays~~may embark on a growth strategy through acquisitions of companies or operations that complement existing product lines, customers or other capabilities. We may be unsuccessful in ~~sales~~identifying ~~resulting~~suitable ~~from~~acquisition ~~potential~~candidates, ~~customer~~or ~~sales~~may ~~cycles;~~be unable to consummate desired acquisitions. To the extent any future acquisitions are completed, we may be unsuccessful in integrating acquired companies or their operations, or if integration is more difficult than anticipated, we may experience disruptions that could have a material adverse impact on future profitability. Some of the risks that may affect our ability to integrate, or realize any anticipated benefits from, acquisitions include:

•● ~~variations~~unexpected losses of key employees or ~~inconsistencies~~customer inof ~~return~~the onacquired ~~investment~~company; ~~models~~● difficulties integrating the acquired company’s standards, processes, procedures and ~~results~~controls; ● difficulties coordinating new product and process development; ● difficulties hiring additional management and other critical personnel; ● difficulties increasing the scope, geographic diversity and complexity of our operations; ● difficulties consolidating facilities, transferring processes and know-how; ● difficulties reducing costs of the acquired company’s business; ● diversion of management’s attention from our management; and ● adverse impacts on retaining existing business relationships with customers.

•RISKS ~~delays~~RELATED inTO ~~demonstrating~~OUR ~~product performance or installations;~~INDUSTRY

•Demand for our products may be adversely affected by many factors, including changes in ~~competition;~~consumer preferences and trends.

•Consumer ~~changes~~preferences ormay ~~threats~~shift due to a variety of ~~significant~~factors including changes in ~~legislation~~demographic and social trends, public health initiatives, product innovations, changes in vacation or ~~rules~~leisure activity patterns and a downturn in economic conditions, which may reduce consumers’ willingness to purchase distilled spirits or ~~standards~~cause ~~that~~a ~~would~~shift ~~change~~in ~~the~~consumer ~~drivers~~preferences ~~for~~toward beer, wine or non-alcoholic beverages. Our success depends in part on fulfilling available opportunities to meet consumer needs and anticipating changes in consumer preferences with successful new products and product ~~adoption~~innovations.

~~Because~~We ~~our auditors~~face ~~have~~substantial ~~issued~~competition ain ~~going~~our ~~concern~~industry ~~opinion,~~and ~~there~~many isfactors ~~substantial~~may ~~doubt~~prevent ~~about~~us ~~our~~from ~~ability~~competing ~~to continue as a going concern~~successfully.

~~Our~~We ~~report~~compete ~~from~~on ~~our independent~~the ~~registered~~basis ~~public~~of ~~accounting~~product ~~firm~~taste ~~for~~and ~~the~~quality, ~~year~~brand ~~ended~~image, ~~March 31~~price, ~~2013~~service ~~includes~~and anability ~~explanatory~~to ~~paragraph~~innovate ~~stating~~in ~~that our~~response ~~recurring~~to ~~losses~~consumer ~~from~~preferences. ~~operations~~The global spirits industry is highly competitive and ~~negative~~is ~~cash~~dominated ~~flows~~by ~~raise~~several ~~substantial~~large, ~~doubt~~well-funded ~~about~~international companies which trend toward consolidation. It is possible that our ~~ability~~competitors may either respond to ~~continue~~industry asconditions aor ~~going~~consumer ~~concern. If~~trends wemore ~~are~~rapidly ~~unable~~or effectively or resort to ~~obtain~~price ~~sufficient~~competition ~~funding,~~to ~~our~~sustain ~~business,~~market ~~prospects~~share, ~~financial~~which ~~condition~~could ~~and~~adversely ~~results~~affect ofour ~~operations~~sales ~~will~~and beprofitability. ~~materially and~~The ~~adversely~~dollar ~~affected~~amount and weunit ~~may~~volume beof ~~unable~~our tosales ~~continue~~could asbe anegatively ~~going~~affected ~~concern.~~by Ifour weinability ~~are~~to ~~unable~~maintain toor ~~continue~~increase asprices, achanges ~~going~~in ~~concern,~~geographic ~~we may~~or ~~have~~product tomix, ~~liquidate~~a ~~our~~general ~~assets~~decline ~~and~~in ~~may~~beverage ~~receive~~alcohol ~~less~~consumption ~~than~~or the ~~value~~decision atof ~~which~~wholesalers, ~~those~~retailers ~~assets~~or ~~are~~consumers ~~carried~~to onpurchase ~~our~~competitor’s ~~audited~~products ~~consolidated financial~~instead ~~statements~~of our products. Wholesaler, retailer and itconsumer ispurchasing ~~likely~~decisions ~~that~~are ~~investors~~influenced ~~will~~by, ~~lose~~among ~~all~~other things, the perceived absolute or arelative ~~part~~overall value of ~~their~~our ~~investment.~~products, ~~After~~including ~~this~~their ~~offering~~quality or pricing, ~~future reports~~compared ~~from~~to ~~our~~competitor’s ~~independent~~products. ~~registered~~Unit ~~public~~volume ~~accounting~~and ~~firm~~dollar ~~may~~sales could also ~~contain~~be ~~statements~~affected ~~expressing~~by ~~doubt~~pricing, ~~about~~purchasing, ~~our~~financing, ~~ability~~operational, ~~to continue~~advertising asor apromotional ~~going~~decisions ~~concern.~~made Ifby wewholesalers, ~~seek~~state ~~additional~~and ~~financing~~provincial toagencies, ~~fund~~and ~~our~~retailers ~~business~~which ~~activities~~could inaffect ~~the~~their ~~future~~supply ~~and~~of, ~~there~~or ~~remains~~consumer ~~doubt about~~demand for, our ~~ability~~products. toWe ~~continue~~could asalso aexperience ~~going~~higher ~~concern~~than expected selling, ~~investors~~general orand ~~other~~administrative ~~financing~~expenses ~~sources~~if ~~may~~we befind ~~unwilling~~it necessary to ~~provide~~increase ~~additional~~the ~~funding on~~number ~~commercially~~of ~~reasonable~~our ~~terms~~personnel or atour ~~all~~advertising or marketing expenditures to maintain our competitive position or for other reasons.

~~Our~~Adverse ~~strategy~~public ~~may~~opinion ~~include~~about ~~acquiring companies~~alcohol ~~which~~could ~~may~~reduce ~~result~~demand infor ~~unsuitable~~our ~~acquisitions or failure to successfully integrate acquired companies, which could lead to reduced profitability~~products.

WeAnti-alcohol ~~may~~groups ~~embark~~have, onin ~~a growth~~the ~~strategy~~past, ~~through~~advocated ~~acquisitions~~successfully offor ~~companies~~more orstringent ~~operations~~labeling ~~that complement existing product lines~~requirements, ~~customers~~higher ortaxes and other ~~capabilities. We~~regulations ~~may~~designed ~~be unsuccessful in identifying suitable acquisition candidates, or may be unable~~ to ~~consummate~~discourage ~~desired~~alcohol ~~acquisitions~~consumption. ~~To the~~More ~~extent~~restrictive ~~any~~regulations, ~~future~~negative ~~acquisitions~~publicity ~~are~~regarding ~~completed,~~alcohol weconsumption ~~may~~and/or bechanges ~~unsuccessful~~ in ~~integrating~~consumer ~~acquired~~perceptions ~~companies~~of orthe ~~their~~relative ~~operations,~~ healthfulness or ifsafety ~~integration~~of isbeverage ~~more~~alcohol ~~difficult~~could ~~than~~decrease ~~anticipated,~~sales weand ~~may~~consumption ~~experience~~of ~~disruptions~~alcohol ~~that~~and ~~could~~thus ~~have~~the ademand ~~material~~for ~~adverse~~our ~~impact on future profitability~~products. ~~Some~~This ofcould, ~~the~~in ~~risks~~turn, ~~that~~significantly ~~may~~decrease ~~affect~~both our ~~ability~~revenues toand ~~integrate~~our revenue growth, orcausing ~~realize~~a ~~any~~decline ~~anticipated~~in ~~benefits~~our ~~from,~~results ~~acquisitions include:~~of operations.

~~• unexpected losses of key employees or customer of the acquired company;~~-11-

•Table ~~difficulties~~of ~~integrating the acquired company’s standards, processes, procedures and controls;~~Contents

•Class ~~difficulties~~action ~~coordinating~~or ~~new~~other ~~product~~litigation ~~and~~relating ~~process~~to ~~development;~~alcohol abuse or the misuse of alcohol could adversely affect our business.

•The ~~difficulties~~alcoholic ~~hiring~~beverage ~~additional~~industry ~~management~~faces the possibility of class action or similar litigation alleging that the continued excessive use or abuse of beverage alcohol has caused death or serious health problems. It is also possible that governments could assert that the use of alcohol has significantly increased government funded health care costs. Litigation or assertions of this type have adversely affected companies in the tobacco industry, and ~~other~~it ~~critical~~is ~~personnel;~~possible that we, as well as our suppliers, could be named in litigation of this type.

•Also, ~~difficulties~~lawsuits ~~increasing~~have been brought in a number of states alleging that beverage alcohol manufacturers and marketers have improperly targeted underage consumers in their advertising. Plaintiffs in these cases allege that the ~~scope~~defendants’ advertisements, ~~geographic~~marketing ~~diversity~~and promotions violate the consumer protection or deceptive trade practices statutes in each of these states and ~~complexity~~seek repayment of the family funds expended by the underage consumers. While we have not been named in these lawsuits, we could be named in similar lawsuits in the future. Any class action or other litigation asserted against us could be expensive and time-consuming to defend against, depleting our ~~operations;~~cash and diverting our personnel resources and, if the plaintiffs in such actions were to prevail, our business could be harmed significantly.

•Regulatory ~~difficulties~~decisions ~~consolidating~~and ~~facilities~~legal, ~~transferring~~regulatory ~~processes~~and tax changes could limit our business activities, increase our operating costs and ~~know-how;~~reduce our margins.

•The ~~difficulties~~production, ~~reducing~~distribution, ~~costs~~marketing, advertising and labeling of alcohol beverage products is subject to extensive regulation in all of the ~~acquired~~countries ~~company’s~~in which we operate. We are required to comply with these regulations and to maintain various permits and licenses. We are also required to conduct business; only with holders of licenses to import, warehouse, transport, distribute and sell beverage alcohol products. We cannot assure you that these and other governmental regulations applicable to our industry will not change or become more stringent. Moreover, because these laws and regulations are subject to interpretation, we may not be able to predict when and to what extent liability may arise. Additionally, due to increasing public concern over alcohol-related societal problems, including driving while intoxicated, underage drinking, alcoholism and health consequences from the abuse of alcohol, various levels of government may seek to impose additional restrictions or limits on advertising or other marketing activities promoting beverage alcohol products. Failure to comply with any of the current or future regulations and requirements relating to our industry and products could result in monetary penalties, suspension or even revocation of our licenses and permits. Costs of compliance with changes in regulations could be significant and could harm our business, as we could find it necessary to raise our prices in order to maintain profit margins, which could lower the demand for our products and reduce our sales and profit potential.

•Further, ~~diversion~~the distribution of ~~management’s~~beverage ~~attention~~alcohol ~~from~~products is subject to extensive taxation both in the U.S. and internationally (and, in the U.S., at both the federal and state government levels), and beverage alcohol products themselves are the subject of national import and excise duties in most countries around the world. An increase in taxation or in import or excise duties could also significantly harm our ~~management;~~sales revenue and margins, both through the reduction of overall consumption and by encouraging consumers to switch to lower-taxed categories of beverage alcohol.

•We ~~adverse~~could ~~impacts~~face onproduct ~~retaining~~liability ~~existing~~or ~~business~~other ~~relationships~~related ~~with~~liabilities ~~customers~~that increase our costs of operations and harm our reputation.

~~RISKS~~Although ~~RELATED~~we TOmaintain ~~OUR~~liability ~~INDUSTRY~~insurance and will attempt to limit contractually our liability for damages arising from our products, these measures may not be sufficient for us to successfully avoid or limit liability. Our product liability insurance coverage is limited to $1 million per occurrence and $2 million in the aggregate and our general liability umbrella policy is capped at $1 million. Further, any contractual indemnification and insurance coverage we have from parties supplying our products is limited, as a practical matter, to the creditworthiness of the indemnifying party and the insured limits of any insurance provided by these suppliers. In any event, extensive product liability claims could be costly to defend and/or costly to resolve and could harm our reputation.

~~Demand~~If ~~for~~we ~~our~~become ~~products~~subject ~~may~~to beproduct ~~adversely affected~~liability byclaims, ~~many~~personal ~~factors,~~injury ~~including~~claims ~~changes~~or indefective ~~consumer~~products, ~~preferences~~our ~~and~~business ~~trends~~may be harmed.

~~Consumer~~The ~~preferences may~~marketing ~~shift~~and ~~due~~sale toof aour ~~variety~~products entails risk of ~~factors~~product ~~including~~liability ~~changes~~and inthere ~~demographic~~can ~~and~~be ~~social~~no ~~trends,~~assurance ~~public~~that ~~health~~product ~~initiatives~~liability claims will not be asserted against us. While we intend to obtain some business liability insurance, insurance designed to cover product ~~innovations~~liability is expensive, ~~changes~~ indifficult ~~vacation~~to orobtain ~~leisure~~in ~~activity~~some ~~patterns~~cases and amay ~~downturn~~not be available now or in ~~economic~~the ~~conditions~~future on acceptable terms, ~~which~~if ~~may~~at ~~reduce~~all. ~~consumers’~~Furthermore, ~~willingness to~~there ~~purchase~~can ~~distilled~~be ~~spirits~~no assurance that such insurance coverage will be adequate, or ~~cause~~that a ~~shift~~product inliability ~~consumer~~claim, ~~preferences~~even ~~toward~~one ~~beer~~without merit, ~~wine~~would not have a material adverse effect on our business or ~~non-alcoholic~~financial ~~beverages~~condition. ~~Our~~As ~~success depends~~a inresult, ~~part~~any onimposition ~~fulfilling~~of ~~available~~product ~~opportunities~~liability could materially harm our business, financial condition and results of operations. In addition, we do not have any business interruption insurance due to ~~meet~~the ~~consumer~~limited ~~needs~~coverage of any such business interruption insurance, and ~~anticipating~~as ~~changes~~a inresult, ~~consumer~~any ~~preferences~~business ~~with successful~~disruption ~~new~~or ~~products~~natural disaster could severely disrupt our business and ~~product~~operations ~~innovations~~and significantly decrease our revenue and profitability.

10-12-

WeTable ~~face~~of ~~substantial competition in our industry and many factors may prevent us from competing successfully.~~Contents

WeContamination ~~compete on the basis~~ of product taste and quality, brand image, price, service and ability to innovate in response to consumer preferences. The global spirits industry is highly competitive and is dominated by several large, well-funded international companies which trend toward consolidation. It is possible that our competitors may either respond to industry conditions or consumer trends more rapidly or effectively or resort to price competition to sustain market share, which could adversely affect our sales and profitability. The dollar amount and unit volume of our sales could be negatively affected by our inability to maintain or increase prices, changes in geographic or product mix, a general decline in beverage alcohol consumption or the decision of wholesalers, retailers or consumers to purchase competitor’s products ~~instead of our products. Wholesaler, retailer~~ and ~~consumer purchasing decisions are influenced by, among other things, the perceived absolute~~ /or ~~relative~~counterfeit ~~overall value of our products, including their quality~~ or ~~pricing,~~confusingly ~~compared to~~similar ~~competitor’s~~ products. ~~Unit volume and dollar sales~~ could ~~also~~harm bethe ~~affected~~image ~~by pricing, purchasing, financing, operational, advertising or promotional decisions made by wholesalers, state~~ and ~~provincial~~integrity ~~agencies, and retailers which could affect their supply~~ of, or ~~consumer~~decrease ~~demand~~customer support for, our ~~products.~~brands ~~We could also experience higher than expected selling, general~~ and ~~administrative expenses~~decrease ~~if we find it necessary to increase the number of~~ our ~~personnel or our advertising or marketing expenditures to maintain our competitive position or for other reasons~~sales.

~~Adverse~~The ~~public~~success ~~opinion~~of ~~about~~our ~~alcohol~~ brands depends upon the positive image that consumers have of them. Contamination, whether arising accidentally or through deliberate third-party action, or other events that harm the integrity or consumer support for our brands, could ~~reduce~~affect the demand for our products. Contaminants in raw materials purchased from third parties and used in the production of our products or defects in the distillation and fermentation processes could lead to low beverage quality as well as illness among, or injury to, consumers of our products and could result in reduced sales of the affected brand or all of our brands. Also, to the extent that third parties sell products that are either counterfeit versions of our brands or brands that look like our brands, consumers of our brands could confuse our products with products that they consider inferior. This could cause them to refrain from purchasing our brands in the future and in turn could impair our brand equity and adversely affect our sales and operations.

~~Anti-alcohol~~RISKS ~~groups have,~~RELATED inTO ~~the~~THE ~~past,~~SECURITIES ~~advocated~~MARKETS ~~successfully~~AND ~~for~~INVESTMENTS ~~more~~IN ~~stringent~~OUR ~~labeling~~COMMON requirements, higher taxes and other regulations designed to discourage alcohol consumption. More restrictive regulations, negative publicity regarding alcohol consumption and/or changes in consumer perceptions of the relative healthfulness or safety of beverage alcohol could decrease sales and consumption of alcohol and thus the demand for our products. This could, in turn, significantly decrease both our revenues and our revenue growth, causing a decline in our results of operations.STOCK

~~Class~~There ~~action~~is ora ~~other~~substantial ~~litigation relating~~lack toof ~~alcohol~~liquidity ~~abuse or the misuse~~ of ~~alcohol~~our ~~could~~Common ~~adversely~~Stock ~~affect~~and ~~our~~volatility ~~business~~risks.

~~The~~Our ~~alcoholic~~Common ~~beverage industry~~Stock ~~faces~~is ~~the~~quoted ~~possibility~~on ofthe ~~class~~OTCQB ~~action~~under orthe ~~similar~~symbol ~~litigation~~“TQLA.” ~~alleging~~The ~~that~~liquidity ~~the~~of ~~continued~~our ~~excessive~~Common ~~use~~Stock ormay ~~abuse~~be ofvery ~~beverage alcohol~~limited ~~has~~and ~~caused~~affected ~~death~~by orour ~~serious~~limited ~~health~~trading ~~problems~~market. ItThe OTCQB market is ~~also~~an ~~possible~~inter-dealer ~~that~~market ~~governments~~much ~~could~~less ~~assert~~regulated ~~that~~than the ~~use~~major ofexchanges, ~~alcohol has~~and ~~significantly~~is ~~increased~~subject ~~government~~to ~~funded~~abuses, ~~health~~volatilities ~~care~~and ~~costs~~shorting. ~~Litigation~~There is currently no broadly followed and established trading market for our Common Stock. An established trading market may never develop or ~~assertions~~be ofmaintained. ~~this~~Active ~~type~~trading ~~have~~markets ~~adversely~~generally ~~affected companies~~result in ~~the~~lower ~~tobacco~~price ~~industry,~~volatility and itmore isefficient ~~possible~~execution ~~that~~of ~~we,~~buy asand ~~well~~sell asorders. ~~our~~Absence ~~suppliers,~~of ~~could~~an beactive ~~named~~trading inmarket ~~litigation~~reduces the liquidity of ~~this~~the ~~type~~shares traded.

~~Also,~~The ~~lawsuits~~trading ~~have been~~volume ~~brought~~of inour Common Stock is limited and sporadic. This situation is attributable to a number of ~~states~~factors, ~~alleging~~including the fact that ~~beverage~~we ~~alcohol~~are ~~manufacturers~~a ~~and~~small ~~marketers~~company ~~have~~which ~~improperly~~is ~~targeted~~relatively ~~underage consumers~~unknown into ~~their~~stock ~~advertising.~~analysts, ~~Plaintiffs~~stock brokers, institutional investors and others in ~~these~~the ~~cases~~investment ~~allege~~community that generate or influence sales volume, and that even if we came to the ~~defendants’~~attention ~~advertisements~~of such persons, ~~marketing~~they tend to be risk-averse and ~~promotions violate~~would be reluctant to follow an unproven company such as ours or purchase or recommend the ~~consumer~~purchase ~~protection~~of our shares until such time as we became more seasoned and viable. As a consequence, there may be periods of several days or ~~deceptive~~more ~~trade~~when ~~practices~~trading ~~statutes~~activity in ~~each~~our ofshares ~~these~~is ~~states~~minimal or non-existent, as compared to a seasoned issuer which has a large and ~~seek~~steady ~~repayment~~volume of ~~the~~trading ~~family funds~~activity ~~expended~~that bywill ~~the~~generally ~~underage~~support ~~consumers~~continuous sales without an adverse effect on share price. ~~While~~We wecannot ~~have~~give ~~not~~you ~~been~~any ~~named~~assurance inthat ~~these~~a ~~lawsuits,~~broader weor ~~could~~more beactive ~~named~~public intrading ~~similar~~market ~~lawsuits in~~for ~~the~~our ~~future.~~Common ~~Any~~Stock ~~class~~will ~~action~~develop or ~~other~~be ~~litigation~~sustained, ~~asserted~~or ~~against~~that uscurrent ~~could~~trading levels will be ~~expensive~~sustained. ~~and~~As ~~time-consuming~~a toresult ~~defend~~of ~~against~~such trading activity, ~~depleting~~ the quoted price for our ~~cash~~Common ~~and~~Stock ~~diverting~~on the OTCQB may not necessarily be a reliable indicator of our ~~personnel~~fair ~~resources~~market ~~and~~value. In addition, if ~~the~~our ~~plaintiffs~~shares inof ~~such~~Common ~~actions~~Stock ~~were~~cease to ~~prevail~~be quoted, holders would find it more difficult to dispose of or to obtain accurate quotation as to the market value of, our ~~business~~Common ~~could be~~Stock ~~harmed~~and ~~significantly~~as a result, the market value of our Common Stock likely would decline.

~~Regulatory~~The ~~decisions~~market ~~and~~price ~~legal,~~for ~~regulatory and~~our ~~tax~~stock ~~changes~~may ~~could~~be ~~limit~~volatile ~~our~~and ~~business~~subject ~~activities,~~to ~~increase~~fluctuations ~~our~~in ~~operating~~response ~~costs~~to ~~and~~factors, ~~reduce~~including ~~our~~the ~~margins.~~following:

● The ~~production,~~increased ~~distribution, marketing,~~concentration ~~advertising~~of ~~and~~the ~~labeling~~ownership of ~~beverage~~our ~~alcohol~~shares ~~products~~by isa ~~subject~~limited tonumber ~~extensive~~of ~~regulation~~affiliated instockholders ~~all~~following of the ~~countries~~Exchange ~~in which~~may welimit ~~operate.~~interest Wein ~~are~~our ~~required~~securities; to● ~~comply~~variations ~~with~~in ~~these~~quarterly ~~regulations~~operating ~~and~~results tofrom ~~maintain~~the ~~various~~expectations ~~permits and licenses. We are also required to conduct business only with holders~~ of ~~licenses~~securities toanalysts ~~import,~~or ~~warehouse,~~investors; ~~transport,~~● ~~distribute~~revisions ~~and~~in ~~sell~~securities ~~beverage~~analysts’ ~~alcohol~~estimates ~~products. We~~or ~~cannot~~reductions ~~assure~~in ~~you~~security ~~that~~analysts’ ~~these~~coverage; ~~and~~● ~~other~~announcements ~~governmental~~of ~~regulations~~new ~~applicable~~attractions toor ~~our~~services ~~industry~~by ~~will~~us ~~not change~~ or ~~become~~our ~~more~~competitors; ~~stringent. Moreover,~~● ~~because~~reductions ~~these~~in ~~laws~~the ~~and~~market ~~regulations~~share ~~are~~of ~~subject~~our toservices; ~~interpretation,~~● weannouncements ~~may~~by ~~not~~us beor ~~able~~our tocompetitors ~~predict~~of ~~when~~significant ~~and~~acquisitions, tostrategic ~~what extent liability may arise. Additionally~~partnerships, ~~due~~joint toventures ~~increasing~~or ~~public~~capital ~~concern~~commitments; ~~over~~● ~~alcohol-related~~general ~~societal problems~~technological, ~~including~~market ~~driving~~or ~~while intoxicated,~~economic ~~underage~~trends; ~~drinking,~~● ~~alcoholism~~investor ~~and~~perception ~~health consequences from the abuse~~ of ~~alcohol,~~our ~~various~~industry ~~levels~~or ofprospects; ~~government~~● ~~may seek~~insider toselling ~~impose additional restrictions~~ or ~~limits~~buying; on● ~~advertising~~investors orentering ~~other~~into ~~marketing~~short ~~activities~~sale ~~promoting~~contracts; ~~beverage~~● ~~alcohol~~regulatory ~~products. Failure~~developments toaffecting ~~comply with any of the current or future regulations and requirements relating to~~ our industry; and ~~products~~● ~~could~~additions ~~result in monetary penalties, suspension~~ or ~~even~~departures ~~revocation~~ of ~~our~~key ~~licenses and permits~~personnel. Costs of compliance with changes in regulations could be significant and could harm our business, as we could find it necessary to raise our prices in order to maintain profit margins, which could lower the demand for our products and reduce our sales and profit potential.

~~Further,~~Many ~~the distribution~~ of ~~beverage~~these ~~alcohol~~factors ~~products~~are isbeyond ~~subject~~our tocontrol ~~extensive~~and ~~taxation~~may ~~both~~decrease in the ~~U.S.~~market ~~and~~price ~~internationally~~of ~~(and~~our Common Stock, inregardless ~~the~~of Uour operating performance.~~S.,~~ atWe ~~both~~cannot ~~the federal~~make ~~and~~any ~~state~~predictions ~~government~~or ~~levels),~~projections ~~and~~as ~~beverage~~to ~~alcohol~~what ~~products~~the ~~themselves~~prevailing ~~are~~market ~~the~~price ~~subject~~for ofour ~~national~~Common ~~import~~Stock ~~and~~will ~~excise~~be ~~duties in~~at ~~most~~any ~~countries~~time, ~~around~~including ~~the~~as ~~world.~~to Anwhether ~~increase~~our inCommon ~~taxation~~Stock orwill insustain ~~import~~current ormarket ~~excise~~prices, ~~duties~~or ~~could~~as ~~also~~to ~~significantly~~what ~~harm~~effect ~~our~~that ~~sales revenue~~the ~~and~~sale ~~margins,~~of ~~both~~shares ~~through~~or the ~~reduction~~availability of ~~overall~~Common ~~consumption~~Stock ~~and~~for bysale ~~encouraging~~at ~~consumers~~any totime ~~switch~~will tohave ~~lower-taxed~~on ~~categories of~~the ~~beverage~~prevailing ~~alcohol~~market price.

11-13-

WeTable ~~could face product liability or other related liabilities that increase our costs~~ of ~~operations and harm our reputation.~~Contents

~~Although~~Our weCommon ~~maintain liability~~Stock ~~insurance and will attempt to limit contractually our liability for damages arising from our products, these measures~~ may ~~not~~never be ~~sufficient~~listed ~~for~~on us to successfully avoid or limit liability. Our product liability insurance coverage is limited to $1 million per occurrence and $2 million in the aggregate and our general liability umbrella policy is capped at $1 million. Further, any contractual indemnification and insurance coverage we have from parties supplying our products is limited, as a ~~practical~~major ~~matter, to~~stock ~~the creditworthiness of the indemnifying party and the insured limits of any insurance provided by these suppliers~~exchange. ~~In any event, extensive product liability claims could be costly to defend and/or costly to resolve and could harm our reputation.~~

IfWe currently do not satisfy the initial listing standards of a national or other securities exchange and cannot ensure that we ~~become~~will ~~subject~~ever satisfy such listing standards or that our Common Stock will be accepted for listing on any such exchange. Should we fail to ~~product~~satisfy ~~liability claims,~~the ~~personal~~initial ~~injury~~listing ~~claims~~standards of such exchanges, or ~~defective~~our ~~products~~Common Stock is otherwise rejected for listing, the trading price of our ~~business~~common stock could suffer, the trading market for our Common Stock may continue to be ~~harmed~~less liquid and the price may be subject to increased volatility.

~~The~~A ~~marketing~~decline and sale of the Company’s products and services entails risk of product liability and there can be no assurance that product liability claims will not be asserted against the Company. While the Company intends to obtain some business liability insurance, insurance designed to cover product liability is expensive, difficult to obtain in ~~some cases and may not be available now or in~~ the ~~future on~~price acceptable terms, if at all. Furthermore, there can be no assurance that such insurance coverage will be adequate, or that a product liability claim, even one without merit, would not have a material adverse effect on the business or financial condition of ~~the~~our ~~Company.~~Common AsStock ~~a result, any imposition of product liability~~ could ~~materially~~affect ~~harm~~ our ~~business,~~ability ~~financial condition and results of operations. In addition, we do not have any business interruption insurance due~~ to ~~the~~raise ~~limited~~working ~~coverage~~capital ~~of any such business interruption insurance,~~ and asadversely aimpact ~~result, any business disruption or natural disaster could severely disrupt~~ our ~~business~~ability ~~and~~to ~~operations and~~continue ~~significantly decrease our revenue and profitability~~operations.

~~Contamination~~A prolonged decline in the price of our ~~products~~Common ~~and/or counterfeit~~Stock orcould ~~confusingly~~result ~~similar~~in ~~products~~a ~~could~~reduction ~~harm~~in the ~~image~~liquidity of our Common Stock and ~~integrity~~a reduction in our ability to raise capital. A decline in the price of, orour ~~decrease~~Common ~~customer~~Stock ~~support~~could ~~for~~be especially detrimental to our liquidity and our operations. Such reductions may force us to reallocate funds from other planned uses and may have a significant negative effect on our business plan and operations, including our ~~brands~~ ability to develop new services and ~~decrease~~continue our ~~sales~~current operations. If our Common Stock price declines, we can offer no assurance that we will be able to raise additional capital or generate funds from operations sufficient to meet our obligations. If we are unable to raise sufficient capital in the future, we may not be able to have the resources to continue our normal operations.

~~The~~Concentrated ~~success~~ownership of our ~~brands~~ ~~depends~~Common ~~upon~~Stock ~~the~~creates ~~positive~~a ~~image~~risk ~~that consumers have~~ of ~~them.~~sudden ~~Contamination,~~changes whether arising accidentally or through deliberate third-party action, or other events that harm the integrity or consumer support for our brands, could affect the demand for our products. Contaminants in ~~raw materials purchased from third parties and used in the production of~~ our ~~products~~Common orStock defects in the distillation and fermentation processes could lead to low beverage quality as well as illness among, or injury to, consumers of our products and could result in reduced sales of the affected brand or all of our brandsprice. Also, to the extent that third parties sell products that are either counterfeit versions of our brands or brands that look like our brands, consumers of our brands could confuse our products with products that they consider inferior. This could cause them to refrain from purchasing our brands in the future and in turn could impair our brand equity and adversely affect our sales and operations.

~~RISKS~~The ~~RELATED~~sale TOby ~~THE~~any ~~SECURITIES~~shareholder ~~MARKETS AND~~of ~~INVESTMENTS~~a INsignificant ~~OUR~~portion ~~COMMON~~of ~~STOCK~~their holdings could have a material adverse effect on the market price of our Common Stock.

~~Our~~Sales ~~Executive~~of ~~Officers~~our currently issued and ~~certain stockholders~~outstanding ~~possess~~stock ~~the~~may ~~majority~~become offreely ~~our~~tradable ~~voting~~pursuant ~~power,~~to Rule 144 and ~~through~~may ~~this~~dilute ~~ownership,~~the ~~control~~market ~~our~~for ~~Company~~your shares and have a depressive effect on the price of the shares of our ~~corporate~~Common ~~actions~~Stock.

~~Our~~A ~~current~~majority ~~executive officers~~of ~~and~~the ~~certain~~outstanding ~~large~~shares ~~shareholders~~ of ~~the~~Common ~~Company,~~Stock ~~hold~~are ~~approximately~~“restricted ~~64%~~securities” within the meaning of Rule 144 under the ~~voting~~Securities ~~power~~Act of 1933, as amended (the ~~outstanding~~“Securities Act”) (“Rule 144”). As restricted shares, ~~immediately after~~these ~~the~~shares ~~Exchange.~~may ~~These~~be ~~officers~~resold ~~have~~only apursuant ~~controlling~~to ~~influence~~an ineffective ~~determining~~registration statement or under the ~~outcome~~requirements of ~~any~~Rule ~~corporate~~144 ~~transaction~~ or other ~~matters~~ ~~submitted~~applicable toexemptions ~~our~~from ~~stockholders~~registration ~~for~~under ~~approval,~~the ~~including~~Securities ~~mergers,~~Act ~~consolidations~~ and ~~the~~as ~~sale~~required ofunder ~~all~~applicable orstate ~~substantially~~securities ~~all of~~laws. ~~our~~Rule ~~assets,~~144 ~~election~~provides in essence that a non-affiliate who has held restricted securities for a period of ~~directors,~~at ~~and~~least ~~other~~six ~~significant~~months ~~corporate~~may ~~actions~~sell their shares of Common Stock. AsUnder ~~such~~Rule ~~our~~144, ~~executive~~affiliates ~~officers~~who have ~~the~~held ~~power~~restricted ~~to prevent~~securities orfor ~~cause~~ a ~~change~~period inof ~~control;~~at ~~therefore,~~least ~~without~~six ~~his~~months ~~consent~~may, weunder ~~could~~certain beconditions, ~~prevented~~sell ~~from~~every ~~entering~~three ~~into~~months, in brokerage transactions, a number of shares that ~~could~~ bedoes ~~beneficial~~not toexceed ~~us.~~the ~~The~~greater ~~interests~~of 1% of ~~our~~a ~~executive~~company’s ~~officers~~outstanding ~~may~~shares ~~give~~of ~~rise~~Common toStock aor ~~conflict~~the ofaverage ~~interest~~weekly ~~with~~trading volume during the ~~Company~~four ~~and~~ calendar weeks prior to the ~~Company’s~~sale ~~shareholders~~(the four calendar week rule does not apply to companies quoted on the OTCQB). ~~For~~A ~~additional~~sale ~~details~~under ~~concerning~~Rule ~~voting~~144 ~~power~~or ~~please~~under ~~refer~~any other exemption from the Securities Act, if available, or pursuant to subsequent registrations of our shares of Common Stock, may have a depressive effect upon the ~~section~~price ~~below~~of ~~entitled~~our ~~“Description~~ shares of ~~Securities~~Common Stock in any active market that may develop.”

~~There~~If iswe aissue ~~substantial~~additional ~~lack~~shares ofor ~~liquidity of~~derivative ~~our~~securities ~~common~~in ~~stock~~the ~~and~~future, ~~volatility~~it ~~risks~~will result in the dilution of our existing stockholders.

Our ~~common~~Articles ~~stock~~of ~~is quoted~~Incorporation onauthorizes the ~~OTCQB~~issuance ~~under the symbol “TQLA.” The liquidity~~ of ~~our~~up ~~common~~to ~~stock may be very limited and affected by our limited trading market. The OTCQB market is an inter-dealer market much less regulated than the major exchanges~~300,000,000 ~~and~~shares isof ~~subject to~~Common ~~abuses~~Stock, ~~volatilities and shorting~~$0.001 ~~There~~par isvalue ~~currently~~per noshare. ~~broadly~~Our ~~followed~~board ~~and~~of ~~established~~directors ~~trading~~may ~~market~~choose ~~for~~to ~~our~~issue ~~common~~some ~~stock. An~~or ~~established~~all ~~trading~~of ~~market~~such ~~may~~shares, ~~never develop~~ or bederivative ~~maintained.~~securities ~~Active~~to ~~trading~~purchase ~~markets~~some ~~generally~~or ~~result~~all ~~in lower price volatility and more efficient execution~~ of ~~buy~~such ~~and~~shares, ~~sell~~to ~~orders.~~provide ~~Absence~~additional offinancing anin ~~active trading market reduces~~ the ~~liquidity of the shares traded~~future.

12We do not plan to declare or pay any dividends to our stockholders in the near future.

~~The~~We ~~trading~~have ~~volume of~~not ~~our~~declared ~~common~~any ~~stock~~dividends ~~may~~in bethe ~~limited~~past, and ~~sporadic.~~we ~~This~~do ~~situation~~not isintend ~~attributable~~ to adistribute ~~number~~dividends ofin ~~factors, including~~ the ~~fact~~near ~~that we~~future. ~~are~~The ~~a small company which is relatively unknown to stock analysts~~declaration, ~~stock~~payment ~~brokers, institutional investors~~ and ~~others~~amount inof ~~the investment~~any ~~community~~future ~~that~~dividends ~~generate~~will orbe ~~influence~~made ~~sales~~at ~~volume,~~the ~~and~~discretion ~~that~~of ~~even if we came to~~ the ~~attention~~board of ~~such~~directors ~~persons, they tend to be risk-averse~~ and ~~would~~will bedepend ~~reluctant~~upon, toamong ~~follow~~other anthings, ~~unproven company such as ours or purchase or recommend~~ the ~~purchase~~results of ~~our shares~~operations, ~~until~~cash ~~such~~flows ~~time~~and asfinancial wecondition, ~~became~~operating ~~more seasoned~~ and ~~viable.~~capital ~~As a consequence~~requirements, ~~there~~and ~~may~~other befactors ~~periods of several days or more when trading activity in our shares is minimal or non-existent,~~ as ~~compared~~the toboard ~~a seasoned issuer which has a large and steady volume~~ of ~~trading~~directors ~~activity~~considers ~~that will generally support continuous sales without an adverse effect on share price~~relevant. WeThere ~~cannot~~is ~~give~~no ~~you any~~ assurance that afuture ~~broader~~dividends ~~or more active public trading market for our common stock~~ will ~~develop or~~ be ~~sustained~~paid, orand that current trading levels will be sustained. As a result of such trading activity, the quoted price for our common stock on the OTCQB may not necessarily be a reliable indicator of our fair market value. In addition, if ~~our~~dividends ~~shares~~are ~~of common stock cease to be quoted~~paid, ~~holders~~ ~~would~~there ~~find~~is itno ~~more~~assurance ~~difficult~~with torespect ~~dispose of or~~ to ~~obtain accurate quotation as to~~ the ~~market~~amount ~~value~~ of, ~~our~~any ~~common~~such ~~stock and as a result, the market value of our common stock likely would decline~~dividend.

~~The market price for our stock may be volatile and subject to fluctuations in response to factors, including the following:~~-14-

·Table ~~The increased concentration~~ of ~~the ownership of our shares by a limited number of affiliated stockholders following the Exchange may limit interest in our securities;~~Contents

·The ~~variations~~requirements inof ~~quarterly~~being ~~operating~~a ~~results~~public ~~from~~company ~~the~~may ~~expectations~~strain ofour ~~securities~~resources ~~analysts~~and ordistract ~~investors;~~management.

·As ~~revisions~~a inpublic ~~securities~~company, ~~analysts’~~we ~~estimates~~are orsubject ~~reductions~~to inthe ~~security~~reporting ~~analysts’~~requirements ~~coverage;~~of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”). These requirements are extensive. The Exchange Act requires that we file annual, quarterly and current reports with respect to our business and financial condition. The Sarbanes-Oxley Act requires that we maintain effective disclosure controls and procedures and internal controls over financial reporting.

·We ~~announcements~~have incurred and may continue to incur significant costs associated with our public company reporting requirements and costs associated with applicable corporate governance requirements. We expect all of ~~new~~these ~~attractions~~applicable orrules ~~services~~and byregulations to significantly increase our legal and financial compliance costs and to make some activities more time consuming and costly. This may divert management’s attention from other business concerns, which could have a material adverse effect on our business, financial condition and results of operations. We also expect that these applicable rules and regulations may make it more difficult and more expensive for us to obtain director and officer liability insurance and we may be required to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. As a result, it may be more difficult for us to attract and retain qualified individuals to serve on our ~~competitors;~~board of directors or as executive officers. We are currently evaluating and monitoring developments with respect to these rules, and we cannot predict or estimate the amount of additional costs we may incur or the timing of such costs.

·If ~~reductions~~we infail to establish and maintain an effective system of internal controls, we may not be able to report our financial results accurately. Any inability to report and file our financial results accurately and timely could harm our business and adversely affect the ~~market~~trading ~~share~~price of our ~~services;~~common stock.

· We ~~announcements~~are required to establish and maintain internal controls over financial reporting and disclosure controls and procedures and to comply with other requirements of the Sarbanes-Oxley Act and the rules promulgated by usthe orSEC. Our management will need to include a report on our ~~competitors~~internal ofcontrol ~~significant~~over ~~acquisitions,~~financial ~~strategic~~reporting ~~partnerships~~and its assessment on whether such internal controls were effective for the prior fiscal year with our annual reports that we file under the Exchange Act with the SEC. Under current federal securities laws, ~~joint~~our ~~ventures~~management ormay ~~capital~~conclude ~~commitments;~~that our internal control over financial reporting is not effective.

· Our ~~general~~management ~~technological,~~has ~~market~~limited or ~~economic~~no ~~trends;~~experience operating as a public reporting company under the Exchange Act or establishing the level of internal control over financial reporting required by the Sarbanes-Oxley Act. Our management currently relies in many instances on the professional experience and advice of third parties including our attorneys and accountants. At present, we have started reviewing and instituting internal controls, but it may take time to implement them fully as a newly public reporting company under the Exchange Act.

· Our ~~investor~~management ~~perception~~cannot ofguarantee that our ~~industry~~internal controls and disclosure controls and procedures will prevent all possible errors. Because of the inherent limitations in all control systems, no system of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the company have been detected. These inherent limitations include the possibility that judgments in decision-making can be faulty and subject to simple error or ~~prospects;~~mistake. Furthermore, controls can be circumvented by individual acts of some persons, by collusion of two or more persons, or by management override of the controls. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, a control may become inadequate because of changes in conditions or the degree of compliance with policies or procedures may deteriorate. Because of inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and may not be detected.

·Because ~~insider~~we ~~selling~~did not file our quarterly or ~~buying;~~annual reports with the SEC, we were de-listed from the OTCQB.

·OTCQB is the middle tier of the OTC market. OTCQB companies report to the SEC or a U.S. banking regulator, making it easy for investors ~~entering~~to ~~into~~identify ~~short~~companies ~~sale~~that ~~contracts;~~are current in their reporting obligations. There are no financial or qualitative standards to be in this tier. OTCQB securities may also be quoted on the FINRA BB. The OTCQB allows investors to easily identify reporting companies traded in the OTC market regardless of where they are quoted.

·Under ~~regulatory~~OTCQB ~~developments~~rules ~~affecting~~relating to the timely filing of periodic reports with the SEC, any OTCQB issuer who fails to file a periodic report (Forms 10-Q or 10-K) by the due date of such report may be removed from the OTCQB. Since we have not filed our ~~industry;~~quarterly or annual reports with the SEC since March 25, 2015, we were de-listed from the OTCQB and our Common Stock may only be able to be traded on the OTC Pink and is designated with a “STOP” sign for failure to file information. The OTC Pink is the bottom tier of the OTC market – a speculative trading marketplace that helps broker-dealers get the best prices for investors. Accordingly, our securities may become worthless and we may be forced to curtail or abandon our business plan.

~~· additions or departures of key personnel.~~-15-

~~Many~~Table of these factors are beyond our control and may decrease the market price of our common stock, regardless of our operating performance. We cannot make any predictions or projections as to what the prevailing market price for our common stock will be at any time, including as to whether our common stock will sustain current market prices, or as to what effect that the sale of shares or the availability of common stock for sale at any time will have on the prevailing market price.Contents

~~Our~~Persons ~~common~~associated ~~stock~~with ~~may~~securities ~~never~~offerings, including consultants, may be ~~listed~~deemed onto abe ~~major~~broker ~~stock exchange~~dealers.

WeIn ~~anticipate seeking~~ the ~~listing~~event that any of our ~~common~~securities ~~stock~~are onoffered awithout ~~national~~engaging ora ~~other~~registered ~~securities~~broker-dealer, ~~exchange~~we atmay ~~some~~face ~~time~~claims infor ~~the~~rescission ~~future,~~and ~~assuming~~other ~~that~~remedies. weIf ~~can~~any ~~satisfy the~~claims ~~initial~~or ~~listing~~actions ~~standards~~were ~~for~~to ~~such~~be ~~exchange.~~brought Weagainst ~~currently~~us dorelating ~~not~~to ~~satisfy~~our ~~the~~lack ~~initial~~of ~~listing~~compliance ~~standards~~with ~~and~~the ~~cannot~~broker-dealer ~~ensure~~requirements, ~~that~~ we ~~will~~could be ~~able~~subject to ~~satisfy~~penalties, ~~such~~required ~~listing~~to ~~standards~~pay orfines, ~~that~~make ~~our~~damages ~~common~~payments ~~stock~~or ~~will~~settlement bepayments, ~~accepted~~or ~~for~~repurchase ~~listing on any~~ such ~~exchange~~securities. ~~Should we~~In ~~fail~~addition, toany ~~satisfy~~claims ~~the initial listing standards of such exchanges,~~ or ~~our~~actions ~~common~~could ~~stock~~force isus ~~otherwise~~to ~~rejected~~expend ~~for~~significant ~~listing,~~financial ~~the trading~~resources ~~price~~to ofdefend our ~~common~~company, ~~stock~~ could ~~suffer,~~divert the ~~trading~~attention ~~market~~of ~~for~~ our ~~common~~management ~~stock~~from ~~may~~our becore ~~less~~business ~~liquid,~~ and ~~our~~could ~~common~~harm ~~stock price~~our ~~may be subject to increased volatility~~reputation.

AFuture ~~decline~~changes in ~~the~~financial ~~price~~accounting ofstandards ~~our~~or ~~common stock~~practices ~~could~~may ~~affect~~cause ~~our~~adverse ~~ability~~unexpected tofinancial ~~raise~~reporting ~~working~~fluctuations ~~capital~~ and ~~adversely~~affect ~~impact~~reported ~~our~~results ~~ability~~of ~~to continue~~ operations.

A ~~prolonged~~change ~~decline~~ in ~~the~~accounting ~~price~~standards ofor ~~our~~practices ~~common~~can ~~stock~~have ~~could result in~~ a ~~reduction~~significant ineffect ~~the~~on ~~liquidity of~~ our ~~common~~reported ~~stock~~results and amay ~~reduction~~even inaffect our ~~ability to~~reporting ~~raise~~of ~~capital.~~transactions Acompleted ~~decline~~before in the ~~price~~change ofis ~~our~~effective. ~~common~~New ~~stock~~accounting ~~could~~pronouncements ~~be especially detrimental to our liquidity~~ and ~~our~~varying ~~operations. Such~~interpretations ~~reductions~~of ~~may~~accounting ~~force~~pronouncements ushave tooccurred ~~reallocate funds from other planned uses~~ and may ~~have~~occur ain ~~significant~~the ~~negative~~future. ~~effect~~Changes ~~on our business plan and operations, including our ability~~ to ~~develop~~existing ~~new~~rules ~~services~~or ~~and~~the ~~continue~~questioning ~~our~~of current ~~operations.~~practices Ifmay ~~our~~adversely ~~common~~affect ~~stock~~our ~~price declines,~~reported wefinancial ~~can~~results ~~offer no assurance that we will be able to raise additional capital~~ or ~~generate funds from operations sufficient to meet our obligations. If we are unable to raise sufficient capital in~~ the ~~future,~~way we ~~may~~conduct ~~not be able to have the resources to continue our normal operations~~business.

~~Concentrated~~“Penny ~~ownership~~Stock” ofrules ~~our~~may ~~common stock~~make ~~creates~~buying aor ~~risk~~selling ~~of sudden changes in~~ our ~~common~~Common ~~stock~~Stock ~~price~~difficult.

Trading in our Common Stock is subject to the “penny stock” rules. The ~~sale~~SEC byhas adopted regulations that generally define a penny stock to be any ~~shareholder of~~equity security that has a ~~significant~~market ~~portion~~price of ~~their~~less ~~holdings~~than ~~could~~$5.00 ~~have~~per share, subject to certain exceptions. These rules require that any broker-dealer that recommends our Common Stock to persons other than prior customers and accredited investors, must, prior to the sale, make a ~~material~~special ~~adverse~~written ~~effect~~suitability ondetermination for the purchaser and receive the purchaser’s written agreement to execute the transaction. Unless an exception is available, the regulations require the delivery, prior to any transaction involving a penny stock, of a disclosure schedule explaining the penny stock market and the risks associated with trading in the penny stock market. In addition, broker-dealers must disclose commissions payable to both the broker-dealer and the registered representative and current quotations for the securities they offer. The additional burdens imposed upon broker-dealers by such requirements may discourage broker-dealers from effecting transactions in our Common Stock, which could severely limit the market price and liquidity of our ~~common~~Common ~~stock~~Stock.

13ITEM 1B: UNRESOLVED STAFF COMMENTS.

Sales of our currently issued and outstanding stock may become freely tradable pursuant to Rule 144 and may dilute the market for your shares and have a depressive effect on the price of the shares of our common stock None.

AITEM ~~substantial~~2: majority of the outstanding shares of common stock are “restricted securities” within the meaning of Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”) (“Rule 144”)PROPERTIES. As restricted shares, these shares may be resold only pursuant to an effective registration statement or under the requirements of Rule 144 or other applicable exemptions from registration under the Securities Act and as required under applicable state securities laws. Rule 144 provides in essence that a non-affiliate who has held restricted securities for a period of at least six months may sell their shares of common stock. Under Rule 144, affiliates who have held restricted securities for a period of at least six months may, under certain conditions, sell every three months, in brokerage transactions, a number of shares that does not exceed the greater of 1% of a company’s outstanding shares of common stock or the average weekly trading volume during the four calendar weeks prior to the sale (the four calendar week rule does not apply to companies quoted on the OTCQB). Since the Company has previously indicated in its filings with the Commission that it is a shell company, as that term is defined under the Securities Act, pursuant to Rule 144, shareholders must wait at least one year from the date of the filing of the Form 8-K filed on December 24, 2012 to avail themselves of Rule 144 unless we file a registration statement for the sale of such shares prior thereto. A sale under Rule 144 or under any other exemption from the Securities Act, if available, or pursuant to subsequent registrations of our shares of common stock, may have a depressive effect upon the price of our shares of common stock in any active market that may develop.

~~The~~Description ~~securities issued in connection with the Exchange are restricted securities and may not be transferred in the absence~~ of ~~registration or the availability of a resale exemption.~~Property

~~The~~ We ~~shares~~rent ofour ~~common stock~~executive ~~being~~office ~~issued in connection with the Exchange are being issued in reliance~~ on ana ~~exemption~~month ~~from~~to ~~the~~month ~~registration~~basis ~~requirements under~~for ~~Section~~$625 ~~4(2)~~per ofmonth. We ~~the~~currently ~~Securities~~have ~~Act~~no ~~and~~policy ~~Regulation~~with Drespect ~~promulgated~~to ~~thereunder~~investments or ~~Regulation~~interests ~~S. Consequently, these securities will be subject to restrictions on transfer under the Securities Act and may not be transferred~~ in ~~the~~real ~~absence of registration or the availability of a resale exemption. In particular~~estate, inreal ~~the~~estate ~~absence~~mortgages ofor ~~registration, such~~ securities ~~cannot be resold to the public until certain requirements under Rule 144 promulgated under the Securities Act have been satisfied~~of, ~~including certain holding period requirements. As a result, a purchaser who receives any such securities issued in connection with the Exchange may be unable to sell such securities at the time~~ or atinterests ~~the price or upon such other terms and conditions as the purchaser desires~~in, ~~and~~persons ~~the~~primarily ~~terms of~~engaged ~~such sale may be less favorable to the purchaser than might be obtainable~~ in ~~the~~real ~~absence~~estate ~~of such limitations and restrictions~~activities.

IfITEM we3: ~~issue~~LEGAL ~~additional shares or derivative securities in the future, it will result in the dilution of our existing stockholders~~PROCEEDINGS.

~~Our Articles of Incorporation authorizes the issuance of up to 300,000,000 shares of common stock, $0~~ None.001 par value per share. Our board of directors may choose to issue some or all of such shares, or derivative securities to purchase some or all of such shares, to provide additional financing in the future.

WeITEM do4: ~~not~~MINE ~~plan~~SAFETY ~~to declare or pay any dividends to our stockholders in the near future~~DISCLOSURES.

We Not ~~have not declared any dividends in the past, and we do not intend to distribute dividends in the near future~~applicable. The declaration, payment and amount of any future dividends will be made at the discretion of the board of directors and will depend upon, among other things, the results of operations, cash flows and financial condition, operating and capital requirements, and other factors as the board of directors considers relevant. There is no assurance that future dividends will be paid, and if dividends are paid, there is no assurance with respect to the amount of any such dividend.

~~The requirements of being a public company may strain our resources and distract management.~~-16-

AsTable ~~a public company, we are subject to the reporting requirements~~ of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”). These requirements are extensive. The Exchange Act requires that we file annual, quarterly and current reports with respect to our business and financial condition. The Sarbanes-Oxley Act requires that we maintain effective disclosure controls and procedures and internal controls over financial reporting.Contents

WePART may incur significant costs associated with our public company reporting requirements and costs associated with applicable corporate governance requirements. We expect all of these applicable rules and regulations to significantly increase our legal and financial compliance costs and to make some activities more time consuming and costly. This may divert management’s attention from other business concerns, which could have a material adverse effect on our business, financial condition and results of operations. We also expect that these applicable rules and regulations may make it more difficult and more expensive for us to obtain director and officer liability insurance and we may be required to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. As a result, it may be more difficult for us to attract and retain qualified individuals to serve on our board of directors or as executive officers. We are currently evaluating and monitoring developments with respect to these rules, and we cannot predict or estimate the amount of additional costs we may incur or the timing of such costs.II

14ITEM 5: MARKET FOR REGISTRANT'S COMMON EQUITY RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

If Our weCommon doStock ~~not~~was ~~file~~initially traded on the Over The Counter Bulletin Board under the symbol ACSR and was first quoted on October 18, 2011. From February 28, 2013, our ~~quarterly~~Common ~~or annual~~Stock ~~reports~~has ~~with~~been quoted on the ~~SEC~~Over The Counter Bulletin Board under the symbol TQLA. The table below sets forth the high and low prices for our Common Stock for the quarters included within the past two fiscal years. Quotations reflect inter-dealer prices, wewithout retail mark-up, mark-down commission, and may not represent actual transactions. Since our Common Stock trades sporadically, there is not an established active public market for its Common Stock. No assurance can be ~~de-listed~~given ~~from~~that an active market will exist for our Common Stock and we do not expect to declare dividends in the ~~OTCQB~~foreseeable future since we intend to utilize our earnings, if any, to finance our future growth, including possible acquisitions.

OTCQB is the middle tier of the OTC market. OTCQB companies report to the SEC or a U.S. banking regulator, making it easy for investors to identify companies that are current in their reporting obligations. There are no financial or qualitative standards to be in this tier. OTCQB securities may also be quoted on the FINRA BB. The OTCQB allows investors to easily identify reporting companies traded in the OTC market regardless of where they are quoted.

Quarter ended	High		Low

March 31, 2015	$	0.08	$	0.275
December 31, 2014	$	0.925	$	0.25
September 30, 2014	$	0.98	$	0.62
June 30, 2014	$	0.238	$	0.11
March 31, 2014	$	0.20	$	0.12
December 31, 2013	$	0.37	$	0.12
September 30, 2013	$	0.86	$	0.25
June 30, 2013	$	1.07	$	0

~~Under~~Common OTCQB rules relating to the timely filing of periodic reports with the SEC, any OTCQB issuer who fails to file a periodic report (Forms 10-Q or 10-K) by the due date of such report, period we may be removed from the OTCQB and our common stock may only be able to be traded on the OTC Pink. The OTC Pink is the bottom tier of the OTC market – a speculative trading marketplace that helps broker-dealers get the best prices for investors. Accordingly, our securities may become worthless and we may be forced to curtail or abandon our business plan.Stock

~~Persons~~Holders ~~associated~~of ~~with~~our Common Stock are entitled to one vote per share on each matter submitted to vote at a meeting of Company’s stockholders. Holders of Common Stock do not have cumulative voting rights. Stockholders do not have any preemptive rights or other similar rights to acquire additional shares of Common Stock or other securities. ~~offerings~~Subject to preferences that may be applicable to any then-outstanding preferred stock, ~~including consultants~~holders of Common Stock are entitled to share in all dividends that the board of directors, in its discretion, declares from legally available funds. In the event of liquidation, dissolution or winding up, subject to preferences that may be ~~deemed~~applicable to beany ~~broker~~then-outstanding ~~dealers~~preferred stock, each outstanding share of Common Stock entitles its holder to participate ratably in all remaining assets of the Company that are available for distribution to stockholders after providing for each class of stock, if any, having preference over the Common Stock.

InHolders ~~the event that any~~ of ~~our~~Common ~~securities~~Stock ~~are~~have ~~offered~~no ~~without engaging a registered broker-dealer~~conversion, wepreemptive ~~may~~or ~~face~~other ~~claims~~subscription ~~for~~rights, ~~rescission~~ and ~~other~~there ~~remedies. If~~are ~~any~~no ~~claims~~redemption or ~~actions~~sinking ~~were~~fund toprovisions beapplicable ~~brought~~to ~~against~~the usCommon ~~relating~~Stock. toThe ~~our~~rights ~~lack~~ of ~~compliance with~~ the ~~broker-dealer~~holders ~~requirements, we~~of ~~could~~common bestock are subject to ~~penalties,~~any ~~required~~rights tothat ~~pay~~may ~~fines,~~be ~~make~~fixed ~~damages~~for ~~payments~~holders orof ~~settlement~~preferred ~~payments~~stock, orwhen ~~repurchase~~and ~~such~~if ~~securities. In addition,~~ any ~~claims~~preferred orstock ~~actions~~is ~~could force us to expend significant financial resources to defend our company, could divert the attention of our management from our core business and could harm our reputation~~issued.

~~Future~~Preferred ~~changes in financial accounting standards or practices may cause adverse unexpected financial reporting fluctuations and affect reported results of operations.~~Stock

AOur ~~change~~Amended inArticles ~~accounting standards~~of orIncorporation ~~practices~~authorizes ~~can~~the ~~have~~issuance aof ~~significant~~10,000,000 ~~effect~~shares onof ~~our~~“Blank ~~reported~~Check” ~~results~~Preferred ~~and~~Stock, ~~may~~par ~~even~~value ~~affect~~$0.001 ~~our~~per ~~reporting~~share, ofsubject ~~transactions completed~~to ~~before~~any ~~the~~limitations ~~change~~prescribed isby ~~effective.~~law, ~~New~~without ~~accounting~~further ~~pronouncements~~vote ~~and~~or ~~varying~~action ~~interpretations~~by the stockholders. Each such series of ~~accounting~~Preferred ~~pronouncements~~ Stock shall have ~~occurred~~such ~~and~~number ~~may~~of ~~occur~~shares, indesignations, ~~the~~preferences, ~~future.~~voting ~~Changes~~powers, toqualifications, ~~existing~~and ~~rules~~special or ~~the~~relative ~~questioning~~rights or privileges as shall be determined by our board of ~~current~~directors, ~~practices~~which may ~~adversely~~include, ~~affect our~~among ~~reported~~others, ~~financial~~dividend ~~results~~rights, orvoting ~~the~~rights, ~~way~~liquidation wepreferences, ~~conduct~~conversion ~~business~~rights and preemptive rights.

~~“Penny~~Number ~~Stock”~~of ~~rules may make buying or selling our common stock difficult~~Shareholders.

~~Trading~~ As inof ~~our~~March ~~common stock~~31, is2015, ~~subject~~a tototal ~~the~~of 75,466,969 ~~“penny~~shares ~~stock”~~of ~~rules.~~our ~~The~~Common ~~SEC~~Stock ~~has~~were ~~adopted~~outstanding ~~regulations~~and ~~that~~held ~~generally~~by ~~define~~approximately a____ ~~penny~~shareholders ~~stock~~of ~~to be~~record ~~any equity security that has a market price~~ of ~~less~~our ~~than~~Common $5Stock.00 ~~per~~This ~~share,~~figure ~~subject~~does tonot ~~certain~~reflect ~~exceptions.~~the ~~These~~persons ~~rules~~or ~~require that~~entities ~~any broker-dealer~~ that ~~recommends~~hold ~~our~~their ~~common~~ stock toin ~~persons~~nominee ~~other~~or ~~than~~street ~~prior~~name ~~customers~~through ~~and~~various ~~accredited~~brokerage ~~investors, must, prior to the sale, make a special written suitability determination for the purchaser and receive the purchaser’s written agreement to execute the transaction~~firms. Of ~~Unless~~this ~~an exception is available~~amount, ~~the regulations require the delivery~~ 23, ~~prior to any transaction involving a penny stock~~839,286 ofshares aare ~~disclosure schedule explaining the penny stock market and the risks associated with trading in the penny stock market~~unrestricted. ~~In addition~~Approximately 15,116,257 ~~broker-dealers~~shares ~~must~~are ~~disclose~~restricted ~~commissions~~securities ~~payable~~held toby ~~both the broker~~non-~~dealer~~affiliates, and 36,511,426 ~~the~~shares ~~registered~~are ~~representative and~~restricted ~~current quotations for the~~ securities ~~they~~held ~~offer~~by affiliates. ~~The~~These ~~additional~~shares ~~burdens~~may ~~imposed~~only ~~upon~~be ~~broker-dealers~~sold byin ~~such~~accordance ~~requirements~~with ~~may discourage~~Rule ~~broker-dealers~~144. ~~from~~As ~~effecting~~of ~~transactions~~March in31, ~~our common stock~~2015, ~~which~~there ~~could~~were ~~severely~~no ~~limit~~warrants ~~the~~and ~~market~~no ~~price~~stock ~~and~~options ~~liquidity of~~to purchase our ~~common~~Common ~~stock~~Stock outstanding.

~~ITEM 1B: UNRESOLVED STAFF COMMENTS.~~-17-

~~Not~~Table ~~required~~of ~~for smaller reporting companies.~~Contents

~~ITEM 2: PROPERTIES~~Dividends.

~~Description~~ We ofhave ~~Property~~not paid any cash dividends since its inception. We currently intend to retain any earnings for use in our business, and therefore we do not anticipate paying dividends in the foreseeable future.

WeLong-Term ~~neither~~Incentive ~~rent~~Plans ~~nor~~Awards own any properties. We utilize the office space and equipment of our Chief Executive Officer and director at no cost. Management estimates such amounts to be immaterial. We currently have no policy with respect to investments or interests in ~~real~~Last ~~estate,~~Fiscal ~~real estate mortgages or securities of, or interests in, persons primarily engaged in real estate activities.~~Year

15 None.

~~ITEM~~Recent 3:Sales ~~LEGAL~~of ~~PROCEEDINGS~~Unregistered Securities.

~~From~~ During ~~time to time, we are involved in claims and suits that arise in~~ the ~~ordinary~~fiscal ~~course~~years ofended ~~our~~March ~~business.~~31, ~~Although~~2015, ~~management~~March ~~currently~~30, ~~believes~~2014 ~~that~~and ~~resolving~~March ~~any~~31, ~~such~~2013, ~~claims against~~we usissued ~~will~~the ~~not~~following ~~have~~securities aexempt ~~material~~from ~~adverse~~the ~~impact~~registration onrequirements ~~our business, financial position or results~~ of ~~operations,~~the ~~these~~Securities ~~matters are~~Act ~~subject~~pursuant to ~~inherent~~Section ~~uncertainties~~4(2) ~~and management’s view~~ of ~~these matters may change in~~ the ~~future~~Securities Act. ~~Except~~No asunderwriting ~~disclosed herein, we are not aware of any material, existing~~ or ~~pending~~other ~~legal~~compensation ~~proceedings~~was ~~nor~~paid ~~are we involved as a plaintiff~~ in ~~any~~connection ~~material proceeding~~with orthese ~~pending litigation.~~transactions:

~~ITEM~~ Upon 4:consummation ~~MINE~~of ~~SAFETY~~the ~~DISCLOSURES~~Exchange Agreement on December 21, 2012, the then majority stockholders of the Company surrendered 324,552,000 shares of our Common Stock which was cancelled upon receipt and we issued 59,000,016 shares of our Common Stock pursuant to the terms and conditions of the Exchange Agreement.

~~Not~~Sale ~~applicable.~~of Common Stock

~~PART~~ On IIDecember 21, 2012 we issued 200,000 shares of our Common Stock at $0.50 per share for a total of $100,000. $83,500 was received while the remaining $16,500 was recorded as stock subscription receivable, which we received on April 30, 2013.

~~ITEM~~ On 5:February ~~MARKET~~12, ~~FOR~~2013 ~~REGISTRANT'S~~we ~~COMMON EQUITY~~sold ~~RELATED~~12,500 ~~SHAREHOLDER~~shares ~~MATTERS~~of ~~AND~~our ~~ISSUER~~Common ~~PURCHASES~~Stock OFto ~~EQUITY~~one ~~SECURITIES~~investor at $0.40 per share or $5,000.

~~The~~ On ~~Company’s~~March ~~Common Stock was initially traded on the Over The Counter Bulletin Board under the symbol ACSR and was first quoted on October 18~~29, ~~2011.~~2013 ~~From~~we ~~February~~issued 28200, ~~2013,~~000 ~~the~~shares ~~Company’s~~to ~~Common~~a ~~Stock~~newly ~~has~~appointed ~~been~~member ~~quoted~~of onour ~~the Over The Counter Bulletin~~ Board ~~under~~of ~~the symbol TQLA~~Advisors. ~~The~~These ~~table below~~shares ~~sets~~are ~~forth~~fully ~~the~~vested ~~high~~ and ~~low prices for the Company’s Common Stock for the quarters included within the past two fiscal years~~non-forfeitable. These ~~Quotations~~shares ~~reflect~~were ~~inter-dealer~~valued ~~prices,~~at ~~without retail mark-up, mark-down commission, and may not represent actual transactions~~$0. ~~Since~~50 ~~the~~per ~~Company's~~share ~~common~~or ~~stock trades sporadically~~$100,000 ~~there~~on ~~is not an established active public market for its common stock. No assurance can be given that an active market will exist for~~ the ~~Company's~~date ~~common~~of ~~stock~~grant and ~~the~~were ~~Company~~expensed ~~does~~upon ~~not expect to declare dividends in the foreseeable future since the Company intends to utilize its earnings, if any, to finance its future growth, including possible acquisitions~~issuance.

Quarter ended	High		Low
March 31, 2013	$	0	$	0
December 31, 2012	$	0	$	0
September 30, 2012	$	0	$	0
June 30, 2012	$	0	$	0
March 31, 2012	$	0	$	0
December 31, 2011	$	0	$	0
September 30, 2011	$	0	$	0

On June 15, 2013 we sold 10,000 shares of our Common Stock to one investor at $0.05 per share or $5,000. We received payment by on July 2, 2013.

From July 1, 2013 to August 1, 2013 we issued 46,000 shares of our Common Stock at $0.50 per share, or $23,000, to five (5) individuals.

~~Holders~~ On ofJuly ~~Company’s common~~15, ~~stock~~2013, ~~are~~we ~~entitled~~entered tointo ~~one vote per share on each matter submitted to vote at~~ a ~~meeting~~Conversion ofand ~~Company’s~~Release ~~stockholders. Holders~~Agreement, ofwhereby ~~common~~we ~~stock~~issued do32,500 ~~not have cumulative voting rights. Stockholders do not have any preemptive rights or other similar rights to acquire additional~~ shares of ~~Company’s~~our ~~common~~Common ~~stock~~Stock ~~or other securities. Subject to preferences that may be applicable to any then-outstanding preferred stock, holders of common stock are entitled to share~~ in ~~all~~exchange ~~dividends~~for ~~that~~ the ~~board~~cancellation of ~~directors~~$16, 250 in ~~its~~notes ~~discretion~~payable, ~~declares~~including ~~from legally available funds. In the event of liquidation~~$15,000 ~~dissolution or winding up, subject to preferences that may be applicable to any then-outstanding preferred stock, each outstanding share of common stock entitles its holder to participate ratably~~ in ~~all~~principal ~~remaining~~plus ~~assets~~accrued ofinterest ~~the Company that are available for distribution to stockholders after providing for each class~~ of ~~stock~~$1, ~~if any~~250, ~~having~~at ~~preference~~$0.50 ~~over~~per ~~the common stock~~share.

~~Holders~~ On ofJuly ~~common stock have no conversion~~15, ~~preemptive~~2013 orwe ~~other~~entered ~~subscription~~into ~~rights,~~a ~~and~~Contribution ~~there~~Agreement ~~are~~with noan ~~redemption~~individual ~~or sinking fund provisions applicable~~ to ~~the~~provide ~~common~~marketing ~~stock.~~services ~~The~~for ~~rights~~a ofperiod ~~the holders~~ of ~~common~~one ~~stock~~(1) ~~are~~year ~~subject~~for tofrom ~~any~~the ~~rights~~date ~~that~~of ~~may~~signing bein ~~fixed~~exchange for ~~holders of preferred stock~~111,000 ~~when~~shares ~~and~~of ifour ~~any~~Common ~~preferred~~Stock. These ~~stock~~shares isare ~~authorized~~fully vested and ~~issued~~non-forfeitable.

~~Preferred~~ On August 29, 2013 we sold 100,000 shares of our Common Stock to an institutional investor at $0.50 per share or $50,000.

~~The~~ On ~~Company's~~August ~~Amended Articles~~29, of2013 ~~Incorporation~~we ~~authorizes~~issued ~~the issuance of 10~~603,000~~,000~~ shares of ~~“Blank~~our ~~Check”~~Common ~~Preferred~~ Stock, ~~par value $0.001 per share, subject~~ to ~~any~~an ~~limitations~~institutional ~~prescribed~~investor byin ~~law,~~exchange ~~without~~for ~~further vote or action by~~ the ~~stockholders,~~investor committing to ~~issue~~purchase ~~from time~~up to ~~time~~$10,050,000 ~~shares~~ of ~~preferred~~our ~~stock~~Common ~~in one or more series. Each such series of Preferred~~ Stock ~~shall~~over ~~have~~the ~~such~~next ~~number~~24 ~~of shares~~months, ~~designations,~~ ~~preferences,~~subject ~~voting~~to ~~powers,~~certain ~~qualifications,~~terms and ~~special~~conditions. These orshares ~~relative~~are ~~rights~~fully orvested ~~privileges as shall be determined by the Company's board of directors, which may include, among others, dividend rights, voting rights, liquidation preferences, conversion rights~~ and ~~preemptive rights~~non-forfeitable.

16 On September 3, 2013 we issued 10,000 shares of our Common Stock to one investor at $0.20, or $2,000.

~~Number~~ On November 13, 2013 we issued 20,000 shares of ~~Shareholders~~our Common Stock to one investor at $0.20, or $5,000.

As On ofNovember ~~March 31~~13, 2013, awe ~~total~~sold ~~of 66~~100,~~900,012~~ 000 shares of ~~the~~our ~~Company’s~~Common ~~common~~Stock ~~stock~~to ~~were~~an ~~outstanding~~institutional ~~and~~investor ~~held~~at ~~by approximately 43 shareholders of record of our common stock~~$0. ~~This~~242 ~~figure~~per ~~does~~share ~~not reflect the persons~~ or entities that hold their stock in nominee or street name through various brokerage firms . Of this amount, 7,699,964 shares are unrestricted. Approximately 34,887,220 shares are restricted securities held by non-affiliates, and the remaining $24,~~112,785 shares are restricted securities held by affiliates~~200. ~~These shares may only be sold in accordance with Rule 144. As of March 31, 2013, there were no warrants and no stock options to purchase the Company’s Common Stock outstanding.~~

~~Dividends~~ On November 15, 2013 we sold 100,000 shares of our Common Stock to an institutional investor at $0.234 per share or $23,400

The Company has not paid any cash dividends since its inception. The Company currently intends to retain any earnings for use in its business, and therefore does not anticipate paying dividends in the foreseeable future.-18-

~~Long-Term~~Table ~~Incentive~~of ~~Plans Awards in Last Fiscal Year~~Contents

~~None~~ On December 3, 2013 we sold 100,000 shares of our Common Stock to an institutional investor at $0.180 per share or $18,000.

~~Recent~~ On ~~Sales~~February 27, 2014 we issued 166,667 shares of ~~Unregistered~~our ~~Securities~~Common Stock to two investors at $0.15, or $25,000.

~~During~~ On ~~the~~February ~~fiscal years ended March 31~~27, ~~2013,~~ ~~March~~2014 ~~30,~~we ~~2012,~~entered ~~and~~into ~~March~~a ~~31,~~Contribution ~~2011,~~Agreement ~~the~~with ~~Company~~an ~~issued~~individual ~~the~~to ~~following~~provide ~~securities~~marketing ~~exempt~~services ~~from~~for ~~the~~a ~~registration~~period ~~requirements~~ of ~~the~~one ~~Securities~~(1) ~~Act~~year ~~pursuant~~for tofrom ~~Section~~the ~~4(2)~~date of ~~the~~signing ~~Securities~~in ~~Act.~~exchange Nofor ~~underwriting~~145,833 orshares ~~other~~of ~~compensation~~our ~~was~~Common ~~paid~~Stock. These inshares ~~connection with~~are ~~these~~fully ~~transactions:~~vested and non-forfeitable.

On ~~February~~March 228, ~~2011,~~2014 ~~the~~we ~~Company~~entered ~~issued~~into ~~10,000,000~~a ~~founder’s shares~~Contribution atAgreement ~~$0.001~~with ~~per~~five ~~share,~~individuals ~~with~~to ~~net~~provide ~~proceeds~~marketing toservices for a period of one (1) year for from the ~~Company~~date of ~~$10~~signing in exchange for an aggregate of 500,000 shares of our Common Stock. These shares are fully vested and non-forfeitable.

On ~~July~~March 928, ~~2012~~2014 ~~the~~we ~~Company~~ issued 15250,~~384~~ 000 shares to each of its ~~common~~four ~~stock~~board atmembers ~~$0.325~~in ~~per~~exchange ~~share,~~for ortheir ~~$5,000~~services toon ~~two~~the ~~individuals~~Board of Directors. These shares are fully vested and non-forfeitable.

On ~~July~~September 2015, ~~2012~~2014 we effectuated a Securities Purchase Agreement (the ~~Company~~“Agreement”) ~~issued~~with 15an accredited investor (the “Investor”) for the purchase and sale of up to $350,~~384~~ 000 of the Registrant’s original issue discount convertible debentures (collectively, the “Debentures”). The Debentures do not bear interest and are convertible into shares of ~~its~~the Registrant’s common stock, atpar value $0.~~325~~001 per share (the “Common Stock”) at a conversion price equal to sixty five percent (65%) of the lowest closing bid price (as reported by Bloomberg LP) of the Common Stock for the twenty (20) trading days immediately preceding the date of conversion. In addition, orthe Registrant paid the Investor a fee consisting of $5,000 toand ~~two~~400,000 ~~individuals~~shares of restricted Common Stock (the “Commitment Shares”) in connection with the Investor’s due diligence review of the Registrant and reimbursed the Investor for $5,000 in legal fees incurred by the Investor. The first Debenture in the principal amount of $150,000 (the "Debenture") was issued on September 15, 2014.

~~From~~ On ~~August~~February 2419, ~~2011~~2015, ~~through~~we ~~September 2,~~amended ~~2011~~the Agreement. Pursuant to the amended Agreement, the Company issued 28a second debenture in the face amount of $17,~~920~~000 to the Investor (the “Second Debenture”). The Second Debenture does not bear interest and are convertible into shares of ~~its~~the Registrant’s common stock, atpar value $0.~~325~~001 per share, or(the ~~$9,400~~“Common Stock”) at a conversion price equal to ~~four~~sixty ~~individuals~~five percent (65%) of the lowest closing bid price (as reported by Bloomberg LP) of the Common Stock for the twenty (20) trading days immediately preceding the date of conversion.

On ~~September~~March 130, ~~2011~~2015, we consummated a Securities Purchase Agreement (the “Agreement”) with an accredited investor (the “Investor”), pursuant to which the Company ~~issued~~sold ~~237~~to the Investor a convertible note in the principal amount of $84,~~250~~000.00, ~~shares~~bearing interest at the rate of 8% per annum (the “Convertible Note”). The Convertible Note contains customary default provisions, including provisions for potential acceleration of the Convertible Note, a default premium and a default interest rate. The Convertible Note is payable, along with any and all accrued interest, on December 23, 2015. The principal balance of the Convertible Note is convertible into shares of the Company’s common stock, par value $0.04 001 per share, ~~with~~at ~~net~~the ~~proceeds~~election toof the ~~Company~~holder, beginning 180 days after the issuance of ~~$9,490~~the Convertible Note. The conversion price is equal to the Market Price (as such term is defined in the Convertible Note) multiplied by 61%.

On ~~September~~April 2715, ~~2011~~2015 and May 15, 2015, the Company issued ~~100~~ 145,~~000~~161 and 191,489 shares of ~~its~~the Company’s common stock, respectively, to a consultant in exchange for services, to be provided. These shares are fully vested and non-forfeitable. These shares were valued at $320.031 and $0.0235 per share,~~500~~ the closing price of the Company’s common stock on the ~~date~~dates of issuance, and were expensed upon issuance.

On ~~December~~April 211, ~~2012~~2015 and May 1, 2015, the Company ~~entered into~~issued 137,931 and ~~consummated~~163,265 shares of the ~~Agreement~~Company’s ~~and~~common ~~Plan~~stock, ofrespectively, ~~Share~~to ~~Exchange~~a ~~(the~~consultant ~~“Exchange~~in ~~Agreement”)~~exchange ~~with~~for ~~Casa~~services ~~Montalvo~~to ~~Holdings, Inc~~be provided., These ashares ~~California~~are ~~corporation~~fully ~~(“Casa~~vested ~~Montalvo”)~~ and ~~the~~non-forfeitable. ~~shareholders~~These ofshares ~~Casa~~were ~~Montalvo.~~valued ~~Pursuant~~at to$0.029 ~~the~~and ~~Exchange~~$0.0245 ~~Agreement~~per share, the ~~Company~~closing ~~issued~~price ~~1,817,891~~of ~~shares~~the ofCompany’s ~~Common~~common ~~Stock~~stock toon ~~acquire~~the ~~all~~dates of ~~the~~issuance, ~~outstanding~~and ~~capital~~were ~~stock~~expensed ofupon ~~Casa Montalvo~~issuance.

~~Also~~On onApril ~~December 21~~1, ~~2012~~2015, the Company ~~accepted~~ entered into a ~~subscription~~Contribution inAgreement ~~the~~with ~~amount~~a ofcompany ~~One~~to ~~Hundred~~provide ~~Thousand~~marketing ~~Dollars~~services for a period of six (~~$100,000~~6) months for 6from the date of signing in exchange for 1,~~162~~500,000 shares of the Company’s common stock.34 These shares are fully vested and non-forfeitable. These shares were valued at $0.029 per share, the closing price of ~~Common~~the ~~Stock~~Company’s common stock on the date of issuance, or $43,500 on the date of grant and were expensed upon issuance.

~~From~~On ~~June 15, 2013 to~~ July 123, ~~2013~~2015, the Company issued 202,~~000~~330,097 shares to each of its ~~Common~~five ~~Stock~~officers in exchange for their services as executives of the Company. These shares are fully vested and non-forfeitable. These shares were valued at $0.5003 per share, the closing price of the Company’s common stock on the date of issuance, or $1070,000, toon ~~two~~the ~~individuals~~date of grant and were expensed upon issuance.

On ~~February~~April 1221, ~~2013~~2015, $25,000 of principal of from the ~~Company~~September ~~sold~~15, 122014 Debenture was converted into 1,~~500~~532,332 shares of ~~its~~the Company’s common stock ~~to one investor~~ at $0.40016315 per share ~~or $5,000~~.

~~Common~~On ~~Shares~~May ~~Issued~~20, ~~for~~2015, ~~Obtaining~~$25,000 ~~Advisory~~of ~~Board~~principal ~~Services~~of the Debenture was converted into 2,236,135 shares of the Company’s common stock at $0.01118 per share.

On ~~March~~April 2923, ~~2013~~2015, the Company ~~issued~~sold ~~200~~925,~~000~~926 shares ~~each~~of ~~to a~~its ~~newly~~common ~~appointed~~stock ~~member~~ to ~~the~~one ~~Company’s~~investor ~~Board of Advisors. These shares are non-forfeitable and fully vested. These shares were valued~~ at $0.50027 per share or $~~100~~25,000 ~~on the date of grant and were expensed upon issuance~~.

~~Unless~~On ~~noted~~May ~~above~~26, ~~the~~2015, ~~sales of~~ the ~~securities identified~~Company ~~above~~sold ~~were made pursuant to privately negotiated transactions that did not involve a public offering of securities and~~11, ~~accordingly~~363,630 weshares ~~believe that these transactions were exempt from the registration requirements~~ of ~~the~~its ~~Securities~~common ~~Act pursuant to Section 4(2) thereof and rules promulgated there under. Each of the above-referenced investors in our~~ stock ~~represented~~ to usone ~~in connection~~investor ~~with~~at their investment that they were “accredited investors” (as defined by Rule 501 under the Securities Act) and were acquiring the shares for investment and not distribution, that they could bear the risks of the investment and could hold the securities for an indefinite period of time$0.022 ~~The~~per ~~investors~~share ~~received written disclosures that the securities had not been registered under the Securities Act and that any resale must be made pursuant to a registration~~ or ~~an available exemption from such registration~~$250,000. ~~All of the foregoing securities are deemed restricted securities for purposes of the Securities Act.~~

17-19-

~~ITEM~~Table 6:of ~~SELECTED FINANCIAL DATA~~Contents

~~Not~~On ~~applicable~~June ~~for~~15, ~~smaller~~2015, ~~reporting~~we ~~companies~~consummated a Securities Purchase Agreement (the “Agreement”) with an accredited investor (the “Investor”), pursuant to which the Company sold to the Investor 11,363,367 shares of the Company’s common stock, par value $0.001 per share, (the “Common Stock”), at $.022 per share and warrants to purchase an additional 5,681,684 shares of Common Stock at the exercise price of $.022 per share (the “Warrants”). The Warrants are exercisable immediately and expire within three (3) years. The Company used a portion of the proceeds from the investment to repay a Convertible Promissory Note in the principal amount of Eighty-Four Thousand Dollars ($84,000) issued by the Company on March 30, 2015.

~~ITEM~~On 7:June ~~MANAGEMENT'S~~29, ~~DISCUSSION~~2015, ~~AND ANALYSIS~~$25,000 OFof ~~FINANCIAL~~principal ~~CONDITION~~of ~~AND~~the ~~RESULTS~~Debenture OFwas ~~OPERATIONS~~converted into 2,727,768 shares of the Company’s common stock at $0.009165 per share.

~~The~~On ~~following~~July ~~discussion~~15, ~~and~~2015, ~~analysis of our financial condition and results of operations should be read in conjunction with our selected financial data and our financial statements and~~ the ~~accompanying~~Company ~~notes~~sold ~~included in this annual report. The following discussion may contain forward-looking statements that reflect our plans~~966,183 ~~estimates~~shares ~~and~~of ~~beliefs~~its ~~and~~common ~~involve~~stock ~~risks,~~to ~~uncertainties~~one ~~and~~investor ~~assumptions.~~at ~~Our actual results could differ materially from those discussed in these forward-looking statements~~$0.0207 ~~Factors~~per ~~that~~share ~~could cause~~ or ~~contribute to these differences include those discussed below and under the headings “Risk Factors” and “Forward-Looking Statements~~$20,000.”

~~Overview~~On August 28, 2015, the Company sold 454,545 shares of its common stock to one investor at $0.022 per share or $10,000.

~~Advanced~~On ~~Cloud~~October ~~Storage~~30, 2015, Montalvo Spirits, Inc. (the “~~Company~~Registrant”) ~~was~~effectuated ~~incorporated~~a inSecurities Purchase Agreement (the ~~State~~“Agreement”) with an accredited investor (the “Investor”) for the purchase and sale of ~~Nevada~~up onto ~~November~~$540,000 18of the Registrant’s original issue discount convertible debentures (collectively, ~~2010.~~the “Debentures”). The ~~Company~~Debentures ~~was~~do annot ~~initial~~bear ~~development stage~~interest and ~~was~~are ~~organized~~convertible into shares of the Registrant’s common stock, par value $0.001 per share (the “Common Stock”) at a conversion price equal to ~~engage~~sixty percent (60%) of the lowest closing bid price (as reported by Bloomberg LP) of the Common Stock for the twenty (20) trading days immediately preceding the date of conversion. In addition, the Registrant paid the Investor a fee consisting of $2,900 and 400,000 shares of restricted Common Stock (the “Commitment Shares”) in connection with the ~~business~~Investor’s due diligence review of ~~online~~the ~~data~~Registrant ~~storage~~and reimbursed the Investor for $5,000 in legal fees incurred by the Investor. The shares were valued at $0.03 per share, the closing price of the Company’s common stock on the date of issuance.

OnUnless ~~December~~noted 21above, ~~2012,~~ the ~~Registrant~~sales ~~entered~~of ~~into~~the ansecurities ~~Agreement~~identified ~~and~~above ~~Plan~~were ofmade ~~Share~~pursuant ~~Exchange~~to ~~(the~~privately ~~“Exchange~~negotiated ~~Agreement”)~~transactions ~~with~~that ~~Casa~~did ~~Montalvo~~not ~~Holdings, Inc.,~~involve a ~~California~~public ~~corporation~~offering ~~(“Casa~~of ~~Montalvo”)~~securities and, ~~whereby~~accordingly, ~~the~~we ~~Registrant~~believe ~~acquired~~that ~~all~~these transactions were exempt from the registration requirements of the ~~issued~~Securities Act pursuant to Section 4(2) thereof and ~~outstanding capital~~rules ~~stock~~promulgated there under. Each of ~~Casa~~the ~~Montalvo~~above-referenced investors in ~~exchange~~our ~~(the~~stock represented to us in connection with their investment that they were “~~Exchange~~accredited investors” (as defined by Rule 501 under the Securities Act) and were acquiring the shares for ~~approximately~~investment 59and not distribution,~~000,000~~ ~~post-split~~that ~~shares~~they could bear the risks of ~~Common Stock.~~the ~~Simultaneously~~investment ~~therewith,~~and could hold the ~~Registrant~~securities ~~accepted~~for aan ~~subscription~~indefinite period of atime. ~~private~~The ~~placement~~investors ~~offering~~received ofwritten ~~Two~~disclosures ~~Hundred~~that ~~Thousand (200,000)~~the ~~post-split~~securities ~~shares~~had ofnot ~~its~~been ~~Common~~registered ~~Stock,~~under onthe aSecurities ~~post-Split~~Act ~~basis,~~and atthat any resale must be made pursuant to a registration or an ~~aggregate~~available ~~purchase~~exemption ~~price~~from such registration. All of ~~One~~the ~~Hundred~~foregoing ~~Thousand Dollars~~securities ~~($100,000)~~are deemed restricted securities for purposes of the Securities Act.

~~As a result of the Exchange, Casa Montalvo became a wholly~~-~~owned subsidiary of the Registrant. Following the consummation of the Exchange, the shareholders of Casa Montalvo will beneficially own approximately eighty~~20-nine percent (89%) of the issued and outstanding Common Stock of the Registrant. Pursuant to the terms of the Share Exchange Agreement, the Registrant’s principal shareholder agreed to retire 10,000,000 shares of the Registrant’s Common Stock. The parties have taken the actions necessary to provide that the Exchange is treated as a “tax free exchange” under Section 368 of the Internal Revenue Code of 1986, as amended. The Agreement contains customary representations, warranties and covenants of the Registrant and Casa Montalvo for like transactions. The foregoing descriptions of the above referenced agreements do not purport to be complete. For an understanding of their terms and provisions, reference should be made to the Agreement attached as Exhibits 10.1 to the Current Report on Form 8-K filed on December 24, 2012. A copy of the press release dated December 21, 2012 announcing the completion of the documents relating to the Share Exchange is attached to the Current Report on Form 8-K filed on December 24, 2012 as Exhibit 99.1 and incorporated herein by reference.

~~Additionally,~~Table ~~on December 21, 2012, holders~~ of a majority of the Company’s outstanding Common Stock voted to amend the Company’s Articles of Incorporation to: (i) change its name to Montalvo Spirits, Inc.; (ii) increase the number of its authorized shares of capital stock from 75,000,000 shares to 310,000,000 consisting of (a) 300,000,000 shares were designated as Common Stock and (b) 10,000,000 shares were designated as blank check preferred stock., and (iii) effectuate a forward split on a 1:32.4552 basis.Contents

~~TARGET~~ITEM ~~MARKETS~~6: ~~AND~~SELECTED ~~MARKETING~~FINANCIAL ~~STRATEGY~~DATA

~~While~~ Not ~~our~~applicable ~~primary~~for ~~route to~~smaller ~~market~~reporting is by selling directly to distributors, who maintain extensive resources to sell to both on and off premise retail accounts, including liquor stores, grocery stores, convenience stores, bars and restaurants, to build our brands, we must effectively communicate with three distinct audiences: the distributors; the retail trade; and the end consumercompanies. ~~We believe advertising, marketing and promotional activities help to establish and reinforce the image and perception of our brand as we strive in building substantial brand value.~~

18ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

We The ~~employ,~~following ~~in-house marketing,~~discussion ~~sales~~ and ~~customer~~analysis ~~service~~of ~~personnel~~our ~~who~~financial ~~work~~condition ~~together with third party design~~ and ~~advertising~~results ~~firms~~of tooperations ~~maintain~~should abe ~~high degree~~read ofin ~~focus~~conjunction onwith ~~each of~~ our ~~products.~~selected Wefinancial ~~attempt~~data toand ~~build~~our ~~brand~~financial ~~awareness~~statements ~~through~~and ~~innovative~~the ~~marketing~~accompanying ~~activities~~notes ~~including social~~included ~~media,~~in ~~brand~~this ~~tastings,~~Annual ~~as well as competitive spirits competitions~~Report. WeThe ~~use~~following adiscussion ~~variety~~may ofcontain ~~marketing~~forward-looking ~~strategies~~statements ~~and~~that ~~tactics to~~reflect ~~build~~our ~~brand~~plans, ~~equity~~estimates and ~~increase~~beliefs ~~sales, including consumer~~ and ~~trade~~involve ~~advertising~~risks, ~~price~~uncertainties ~~promotions, point-of-sale materials, event sponsorship, in-store~~ and ~~on-premise~~assumptions. ~~promotions~~Our ~~and~~actual ~~public~~results ~~relations,~~could asdiffer ~~well~~materially asfrom athose ~~variety~~discussed ofin ~~other~~these ~~traditional and non~~forward-~~traditional marketing~~looking ~~techniques~~statements. ~~Our~~Factors ~~significant~~that ~~public~~could ~~relations~~cause ~~campaign~~or ~~has~~contribute ~~helped~~to ~~gain~~these ~~editorial~~differences ~~coverage~~include ~~for~~those ~~our~~discussed ~~brands,~~below ~~which increases brand awareness. Past~~ and ~~future~~under ~~event~~the ~~sponsorship~~headings is“Risk anFactors” ~~economical~~and ~~way~~“Forward-Looking ~~for us to have influential consumers taste our brands~~Statements.”

~~PLAN OF OPERATIONS~~Overview

~~The~~Montalvo ~~Company develops~~Spirits, ~~markets~~ ~~and/or distributes alcoholic beverages, primarily in the United States~~Inc. We(Formerly ~~sell~~Advanced ~~our~~Cloud ~~products through a network of established spirits distributors~~Storage, ~~who are licensed to distribute alcoholic beverages throughout the United States~~Inc. ~~The Company is federally licensed, maintaining the right to sell to distributors in all markets in the U.S. and globally.~~)

~~The~~ Montalvo Spirits, Inc. (the “Company”) ~~intends to~~was ~~focus~~incorporated on ~~growing~~November ~~the~~18, ~~market~~2010 ~~share~~under the laws of ~~its~~the ~~initial~~State ~~products,~~of ~~the~~Nevada ~~ultra-premium~~under ~~Montalvo~~the ~~line~~name of ~~tequilas,~~Advanced ~~whose~~Cloud ~~expressions include Plata~~Storage, ~~Reposado,~~Inc. ~~Anejo~~The ~~and~~Company ~~Extra-Anejo.~~originally Weintended ~~own~~to ~~the~~market ~~Montalvo~~and ~~brand~~sell ~~trademark~~its ~~and~~planned ~~have~~secure ~~exclusive~~online ~~worldwide~~data ~~master~~storage ~~distribution~~through ~~rights to~~its ~~the~~intended ~~brands~~website.

WeAmendment ~~intend~~ to ~~grow~~the ~~our business~~Articles ~~by expanding our portfolio~~ of premium alcoholic beverage brands, including additional spirits categories, as well as beer and wine, through additional importation and distribution contracts of existing brands. In addition, we may choose to develop new brands or acquire existing companies with their own brand portfolios.Incorporation

ToOn ~~achieve~~December ~~our~~21, ~~goal~~2012, holders of ~~building~~ a ~~distinctive portfolio~~majority of ~~premium~~the ~~craft~~Company’s ~~spirits~~outstanding Common Stock voted to amend the Company’s Articles of Incorporation to: (i) change its name to “Montalvo Spirits, weInc.” ~~seek~~(the “Company”), (ii) increase the number of its authorized shares of capital stock from 75,000,000 shares to 310,000,000 consisting of (a) 300,000,000 shares designated as Common Stock and (b) 10,000,000 shares designated as blank check preferred stock and (iii) effectuate a forward split on a 1:32.4552 basis (“the Amendment”).

·CASA ~~grow revenues by securing additional independent distributors for~~ Montalvo Tequila in multiple states in the U.S. and potentially in additional countries internationally and by targeted marketing activities. We anticipate such marketing activities will require the Company to expend approximately $750Holdings,~~000.~~ ~~As the independent distributors are generally large, well-recognized companies, the Company feels that accounts receivable financing should be available, though it may not be on favorable terms~~Inc. We anticipate that increased sales revenues from Montalvo Tequila will contribute to improving our cash flow and provide additional liquidity from operations. The Company may require additional financing through private placements or issuance of notes payable, and there is no assurance that such financing will be available. In the event we are not able to increase our working capital, we will not be able to implement or may be required to delay all or part of our business plan, and our ability to attain profitable operations, generate positive cash flows from operating and investing activities and materially expand the business will be materially adversely affected.

·CASA ~~explore~~Montalvo ~~the potential of developing or acquiring new or existing brands by identifying attractive acquisition candidates~~Holdings, ~~entering into negotiations and reaching agreements with these candidates and obtaining financing to acquire such brands~~Inc. We(“Casa ~~estimate~~Montalvo”) wewas ~~will~~incorporated ~~expend~~under ~~$15,000 to identify brands that are potential acquisition targets and $25,000 discussing and negotiating acquisition terms and drafting preliminary agreements;~~ the ~~funding~~laws ~~required to acquire a potential target is too speculative to estimate. We intend to finance our brand acquisitions through a combination~~ of ~~third party financing and, in appropriate circumstances,~~ the ~~further~~State ~~issuance~~ of ~~equity~~California ~~and/or debt securities. Acquiring additional brands could have a significant effect~~ on ~~our~~April ~~financial position~~4, ~~and could cause substantial fluctuations in our quarterly and yearly operating results~~2011. ~~Also,~~Casa ~~the~~Montalvo ~~pursuit~~develops ofmarkets ~~acquisitions~~ and/or ~~other~~distributes ~~new~~alcoholic ~~business relationships may require significant management attention. We may not be able to successfully identify attractive acquisition candidates~~beverages, ~~obtain~~primarily ~~financing on favorable terms or complete these types of transactions~~ in athe ~~timely~~United ~~manner and on terms acceptable to us, if at all~~States.

19Formation of Montalvo Imports LLC

~~PRODUCTS~~On August 9, 2012, the Company formed Montalvo Imports LLC (“LLC” or “Imports”) under the laws of the State of Delaware. The LLC, of which the Company is the sole member, was formed to provide the same services as that of the Company.

WeFormation ~~have an Exclusive Worldwide Distribution Agreement with Destilidora Huerta Real, S.A. de C.V., the producers~~ of ~~Montalvo~~Cannabis ~~Tequila.~~Beverage ~~Montalvo~~Group, ~~an award winning, ultra-premium tequila brand is a handcrafted, meticulously formulated tequila produced from only the highest quality blue agave plants from the Lowlands of Jalisco, Mexico~~Inc. Montalvo ensures the brand’s premium quality by handcrafting in small batches, using hand-selected Blue Weber agave plants picked at the peak of maturity and employing a third distillation. Fourth-generation tequila producers Sergio and Carlos Gonzalez Rivera have combined their family’s ancient traditions with modern techniques, resulting in a clean, smooth and memorable tequila. Montalvo is available in four expressions: Plata, Reposado, Añejo and Extra-Añejo.

~~CUSTOMERS~~On March 27, 2014, the Company formed Cannabis Beverage Group, Inc. (“CBG”) under the laws of the State of Colorado. CBG, of which the Company is the shareholder, was formed to explore entry into the cannabis based beverage industry.

~~The~~Acquisition ~~U.S. alcoholic beverage industry is a regulated, three-tier system~~ of ~~suppliers,~~CASA ~~distributors and retailers. The Company currently distributes the~~ Montalvo ~~Tequila brand~~Treated through a network of independent distributors. The Company also maintains an arrangement with MHW, Ltd., a third-party leading service provider to alcoholic beverage companies, to import the Montalvo brand into the U.S. as well as to sell Montalvo directly to retailers in New York, New Jersey and California. The Company hopes to expand the number of independent distributors in certain existing markets and new markets, when the Company has sufficient funds to maintain a ~~larger~~Reverse ~~marketing campaign.~~Acquisition

~~RESULTS~~On OFDecember ~~OPERATIONS~~21, 2012, the Company, entered into and consummated the Agreement and Plan of Share Exchange (the “Exchange Agreement”) with Casa Montalvo and the shareholders of Casa Montalvo (the “Exchange”). Upon consummation of the transactions set forth in the Agreement (the “Closing”), the Registrant adopted the business plan of Casa Montalvo.

~~Year ended March 31, 2013 compared to year ended March 31, 2012~~-21-

~~Net~~Table ~~Sales: For the year ended March 31, 2013, net sales were approximately $28,800 compared to zero net sales for the year ended March 31, 2012. The increase is a result~~ of ~~the Company's limited launch of sales of inventory acquired through the Exclusive Worldwide Distribution Agreement with Destilidora Huerta Real, S.A. de C.V., the producers of Montalvo Tequila.~~Contents

~~Gross~~Pursuant ~~Margin:~~to ~~Gross~~the ~~margin~~Exchange ~~(loss) for~~Agreement, the ~~year~~Company ~~ended~~agreed ~~March~~to ~~31,~~acquire ~~2013,~~all ~~was~~of ~~approximately~~the ~~$16,785~~issued orand ~~58.2%~~outstanding capital stock of ~~net~~Casa ~~sales~~Montalvo ~~compared~~in toexchange ~~zero~~for ~~gross~~the ~~margin~~issuance of ~~approximately $0~~an aggregate for ~~the~~59,000,016 ~~year~~post-split ~~ended~~(pre-split ~~March~~1,817,891) 31shares of the Registrant’s Common Stock, ~~2012~~par value $0.001 ~~This~~per ~~increase~~share in(the ~~gross~~“Exchange ~~margin~~Shares”). isAs ~~attributable~~a toresult of the ~~limited~~Exchange, ~~launch~~Casa Montalvo became a wholly-owned subsidiary of the Registrant. The shareholders of Casa Montalvo ~~Tequila~~beneficially ~~described above~~owned approximately eighty-eight and one half percent (88.5%) ~~Margin~~of ~~has~~the ~~also~~issued ~~been~~and ~~maintained~~outstanding byCommon Stock of the ~~Company’s~~Registrant ~~premium~~immediately ~~product~~after ~~selling~~the ~~strategy~~consummation ~~implemented~~of bythe Exchange. Pursuant to the ~~company~~terms ~~that targets~~of ~~premium~~the ~~price~~Exchange ~~points~~Agreement, ~~targeted~~the ~~non-price~~Registrant’s ~~discounting~~principal ~~promotion~~shareholder ~~for~~agreed ~~its~~to ~~products~~retire ~~and~~10,000,000 ~~low~~shares ~~overhead~~of the Registrant’s Common Stock.

~~Selling~~As a result of the controlling financial interest of the former stockholder of Casa Montalvo, ~~General~~for ~~and~~financial ~~Administrative Expenses:~~statement ~~Selling~~reporting purposes, ~~general~~the merger between the Company and ~~administrative~~Casa ~~expenses~~Montalvo ~~for~~has ~~the~~been ~~year~~treated ~~ended~~as ~~March~~a ~~31,~~reverse ~~2013~~acquisition ~~amounted~~with toCasa ~~approximately~~Montalvo ~~$1,636,953 compared~~deemed tothe ~~approximately~~accounting ~~$129,045~~acquirer ~~for~~and the ~~same~~Company ~~period~~deemed ofthe accounting acquiree under the ~~prior~~acquisition ~~year,~~method anof ~~increase~~accounting in accordance with section 805-10-55 of ~~approximately~~ ~~$1,447,953.~~the FASB Accounting Standards Codification. The ~~increase was~~reverse ~~attributable~~acquisition tois deemed a ~~$1,461,101~~capital ~~stock~~transaction ~~based~~and ~~compensation~~the ~~expense~~net assets of Casa Montalvo (the accounting acquirer) are carried forward to the Company ~~recorded~~(the ~~based~~legal onacquirer ~~shares~~and the reporting entity) at their carrying value before the acquisition. The acquisition process utilizes the capital structure of the Company and the assets and liabilities of Casa Montalvo ~~Holdings, Inc~~which are recorded at their historical cost. The ~~that~~equity ~~were~~of ~~issued~~the ~~immediately~~Company ~~prior~~is the historical equity of Casa Montalvo retroactively restated to reflect the ~~Share~~number ~~Exchange~~of shares issued by the Company in the transaction.

~~Interest~~TARGET ~~expense: Interest~~MARKETS ~~expense~~AND ~~for~~MARKETING the year ended March 31, 2013 was approximately $4,159 compared to $1,025 for the same period last year, a net increase of $3,134 or 305%. This increase is predominantly due to the issuance of additional promissory notes as compared to prior year.STRATEGY

~~Net~~While ~~income~~our ~~(loss):~~primary ~~The~~route ~~above~~to ~~resulted in~~market ais ~~net~~by ~~loss~~selling ~~before~~directly ~~income~~to ~~tax~~distributors, ofwho $1maintain extensive resources to sell to both on and off premise retail accounts,~~624~~ including liquor stores,~~327~~ ~~for~~grocery stores, convenience stores, bars and restaurants, to build our brands, we must effectively communicate with three distinct audiences: the ~~year~~distributors; ~~ended~~the ~~March~~retail 31trade; and the end consumer. We believe advertising, ~~2013~~marketing ~~compared~~and promotional activities help to aestablish ~~net~~and ~~loss~~reinforce ~~before~~the ~~income~~image ~~tax~~and perception of ~~$130,070 for~~our ~~the~~brand ~~year~~as ~~ended~~we ~~March~~strive ~~31,~~in ~~2012~~building substantial brand value.

20We employ, in-house marketing, sales and customer service personnel who work together with third party design and advertising firms to maintain a high degree of focus on each of our products. We attempt to build brand awareness through innovative marketing activities including social media, brand tastings, as well as competitive spirits competitions. We use a variety of marketing strategies and tactics to build brand equity and increase sales, including consumer and trade advertising, price promotions, point-of-sale materials, event sponsorship, in-store and on-premise promotions and public relations, as well as a variety of other traditional and non-traditional marketing techniques. Our significant public relations campaign has helped gain editorial coverage for our brands, which increases brand awareness. Past and future event sponsorship is an economical way for us to have influential consumers taste our brands.

~~FINANCIAL~~PLAN ~~LIQUIDITY~~OF ~~AND CAPITAL RESOURCES~~OPERATIONS

~~Our~~We ~~accompanying~~develop, ~~consolidated~~market ~~financial statements~~and/or ~~have~~distribute ~~been~~alcoholic ~~prepared~~beverages, onprimarily ain ~~basis that assumes~~ the ~~Company~~United ~~will continue as a going concern~~States. As ofWe ~~March~~sell ~~31,~~our ~~2013, the~~products ~~Company~~through ~~has~~ a ~~shareholders'~~network ~~equity deficit~~ of ~~approximately~~established ~~$328,932~~spirits ~~compared with a deficit of approximately $72~~distributors,~~970~~ atwho ~~March 31,~~are ~~2012, and~~licensed ~~has~~to ~~incurred~~distribute ~~significant~~alcoholic ~~operating~~beverages ~~losses~~throughout ~~and~~the ~~negative~~United ~~cash flows since inception~~States. ~~For~~The ~~the~~We ~~year~~are ~~ended~~federally ~~March 31~~licensed, ~~2013,~~maintaining the ~~Company~~right ~~sustained~~to asell ~~net loss before income tax of $1,624,327 compared~~ to adistributors ~~net~~in ~~loss~~all ~~before~~markets ~~income tax of $130,070 for the year ended March 31, 2012 and used cash of approximately $69,264~~ in ~~operating activities for~~ the ~~year ended March 31, 2013 compared with approximately $61,095 for the year ended March 31, 2012~~U.S. ~~The accompanying consolidated financial statements do not include any adjustments relating to the classification of recorded asset amounts or amounts~~ and ~~classification of liabilities that might be necessary should the company be unable to continue in existence~~globally.

We ~~will~~intend ~~need~~ to ~~continue~~focus toon ~~manage~~growing ~~carefully~~ the market share of our ~~working~~initial ~~capital~~products, the ultra-premium Montalvo line of tequilas, whose expressions include Plata, Reposado, Anejo and ~~our~~Extra-Anejo. ~~business~~We ~~decisions~~own ~~will~~the ~~continue~~Montalvo tobrand betrademark ~~influenced~~and byhave ~~our~~exclusive ~~working~~worldwide ~~capital~~master ~~requirements~~distribution rights to the brands.

~~Net~~We ~~Cash~~intend ~~used~~to ingrow ~~Operating~~our ~~Activities:~~business ~~Net~~by ~~cash used~~expanding ~~in operating activities for the year ended March 31, 2013 was approximately $69,264, primarily from~~ our ~~loss~~portfolio of ~~approximately $1,620,168~~premium ~~net~~alcoholic ~~with~~beverage ~~non-cash activities of $317~~brands,~~462~~ including anadditional ~~increase~~spirits incategories, ~~accrued~~as ~~liabilities~~well ~~and~~as anbeer ~~adjustment based on the reverse merger,~~ and $1wine,~~237,601~~ ~~stock~~through ~~based~~additional ~~compensation. Changes~~importation ~~in operating assets, liabilities~~ and ~~sundry~~distribution ~~and~~contracts ~~other non-cash~~of ~~activities~~existing ~~were $75,339~~brands. WeIn ~~have to date funded our operations predominantly through loans from shareholders~~addition, ~~officers and~~we ~~investors~~may ~~and~~choose ~~additionally~~to ~~through~~develop ~~the~~new ~~issuance~~brands ofor ~~our~~acquire ~~common~~existing ~~stock~~companies aswith ~~payment~~their ~~for~~own ~~outstanding~~brand ~~obligations~~portfolios.

Net Cash provided by Financing Activities: Net cash provided by financing activities for the year ended March 31, 2013 was approximately $85,650 primarily from sale of common stock of $88,500 and a net repayment of notes payable of $3,000.-22-

~~GOING~~Table ~~CONCERN~~of Contents

WeTo ~~have~~achieve ~~incurred~~our ~~losses~~goal ~~from operations~~ of ~~$1,754,397~~building ~~and~~a ~~have~~distinctive ~~had~~portfolio ~~limited~~of ~~revenues~~premium ~~from~~craft ~~operations through the period ended March 31~~spirits, ~~2013.~~we ~~Further,~~seek ~~the Company has inadequate working capital~~ to ~~maintain or develop its operations, and is dependent upon funds from private investors and the support of certain stockholders.~~:

~~These~~● ~~factors~~grow ~~raise~~revenues ~~substantial~~by ~~doubt~~securing ~~about the~~additional ~~ability~~independent ofdistributors for Montalvo Tequila in multiple states in the ~~Company~~U.S. and potentially in additional countries internationally and by targeted marketing activities. We anticipate such marketing activities will require us to ~~continue~~expend asapproximately a$750,000. ~~going~~As ~~concern~~the independent distributors are generally large, well-recognized companies, we feel that accounts receivable financing should be available, though it may not be on favorable terms. ~~Management~~We isanticipate ~~planning~~that increased sales revenues from Montalvo Tequila will contribute to ~~raise~~improving ~~necessary~~our cash flow and provide additional ~~funds~~liquidity ~~through~~from ~~loans and~~operations. We may require additional ~~sales~~financing through private placements or issuance of ~~its~~notes ~~common~~payable, ~~stock.~~and ~~There~~there is no assurance that ~~the~~such ~~Company~~financing will be ~~successful~~available. inIn ~~raising~~the ~~additional~~event we are not able to increase our working capital , we will not be able to implement or inmay ~~further~~be ~~developing~~required ~~its~~to delay all or part of our business plan, and our ability to attain profitable operations, generate positive cash flows from operating and investing activities and materially expand the business will be materially adversely affected.

~~OFF~~● ~~BALANCE~~explore ~~SHEET~~the ~~ARRANGEMENTS~~potential of developing or acquiring new or existing brands by identifying attractive acquisition candidates, entering into negotiations and reaching agreements with these candidates and obtaining financing to acquire such brands. We estimate we will expend $15,000 to identify brands that are potential acquisition targets and $25,000 discussing and negotiating acquisition terms and drafting preliminary agreements; the funding required to acquire a potential target is too speculative to estimate. We intend to finance our brand acquisitions through a combination of third party financing and, in appropriate circumstances, the further issuance of equity and/or debt securities. Acquiring additional brands could have a significant effect on our financial position, and could cause substantial fluctuations in our quarterly and yearly operating results. Also, the pursuit of acquisitions and other new business relationships may require significant management attention. We may not be able to successfully identify attractive acquisition candidates, obtain financing on favorable terms or complete these types of transactions in a timely manner and on terms acceptable to us, if at all.

AsGOING ~~of March 31, 2013, there were no off balance sheet arrangements.~~CONCERN

~~BASIS~~ Based OFon ~~PRESENTATION~~the our cash balance at March 31, 2015 and projected cash needs for the remainder of 2015, management estimates that it will need to raise additional capital to cover operating and capital requirements for the 2015 year. Management plans on raising the additional needed funds through increased sales volume, issuing additional shares of common stock or other equity securities, or obtaining debt financing. Although we have been successful to date in raising necessary funding, there can be no assurance that required future financing can be successfully completed on a timely basis, or on terms acceptable to us.

~~The financial statements of the Company are presented in United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States.~~PRODUCTS

~~CRITICAL~~We ~~ACCOUNTING~~have ~~POLICIES~~an Exclusive Worldwide Distribution Agreement with Destilidora Huerta Real, S.A. de C.V., the producers of Montalvo Tequila. Montalvo, an award winning, ultra-premium tequila brand is a handcrafted, meticulously formulated tequila produced from only the highest quality blue agave plants from the Lowlands of Jalisco, Mexico. Montalvo ensures the brand’s premium quality by handcrafting in small batches, using hand-selected Blue Weber agave plants picked at the peak of maturity and employing a third distillation. Fourth-generation tequila producers Sergio and Carlos Gonzalez Rivera have combined their family’s ancient traditions with modern techniques, resulting in a clean, smooth and memorable tequila. Montalvo is available in four expressions: Plata, Reposado, Añejo and Extra-Añejo.

~~Use of Estimates and Assumptions~~CUSTOMERS

The ~~preparation~~U.S. ofalcoholic ~~financial~~beverage ~~statements in~~industry ~~conformity~~is ~~with~~a ~~accounting~~regulated, ~~principles~~three-tier ~~generally~~system ~~accepted~~of insuppliers, ~~the~~distributors ~~United States (“GAAP”) requires management to make estimates~~ and ~~assumptions~~retailers. ~~that~~We ~~affect~~currently ~~(i)~~distribute the ~~reported~~Montalvo ~~amounts~~Tequila ofbrand ~~assets~~through ~~and~~a ~~liabilities,~~network ~~(ii) the disclosure~~ of ~~contingent~~independent ~~assets and~~distributors. ~~liabilities~~We ~~known~~also tomaintain ~~exist~~an asarrangement ofwith ~~the~~MHW, ~~date the financial statements are published~~Ltd., ~~and~~a ~~(iii)~~third-party ~~the~~leading ~~reported~~service ~~amount~~provider ofto ~~net~~alcoholic ~~sales and~~beverage ~~expenses~~companies, ~~recognized~~to ~~during~~import the ~~periods~~Montalvo ~~presented.~~brand ~~Adjustments~~into ~~made with respect to~~ the ~~use~~U.S. ofas ~~estimates~~well ~~often~~as ~~relate~~ to ~~improved information~~sell ~~not~~Montalvo ~~previously~~directly ~~available. Uncertainties with respect~~ to ~~such~~retailers ~~estimates and assumptions are inherent~~ in ~~the~~New ~~preparation of financial statements; accordingly~~York, ~~actual~~New ~~results~~Jersey ~~could~~and ~~differ from these estimates~~California. ~~These~~We ~~estimates~~hope ~~and~~to ~~assumptions~~expand ~~also affect~~ the ~~reported~~number ~~amounts~~ of ~~revenues,~~independent ~~costs~~distributors ~~and~~in ~~expenses~~certain ~~during~~existing ~~the~~markets ~~reporting~~and ~~period.~~new ~~Management~~markets, ~~evaluates~~when ~~these~~we ~~estimates~~have ~~and~~sufficient ~~assumptions on~~funds ato ~~regular~~maintain ~~basis.~~a ~~Actual~~larger ~~results~~marketing ~~could differ from those estimates~~campaign.

~~Revenue Recognition~~-23-

~~The~~Table ~~Company recognizes revenue from product sales in accordance with Topic 360 “ Revenue Recognition in Financial Statements ,” which is when all~~ of the following criteria are met: (1) persuasive evidence of an arrangement exists, (2) delivery of products and services has occurred, (3) the fee is fixed or determinable and (4) collectability is reasonably assured.Contents

21RESULTS OF OPERATIONS

~~Cash~~Year ~~and~~ended ~~Cash~~March ~~Equivalents~~31, 2015 compared to year ended March 31, 2014

~~The~~Net ~~Company~~Sales: ~~considers~~For ~~all~~the ~~highly~~year ~~liquid investments~~ended ~~with~~March an31, ~~original~~2015, ~~maturity~~net ofsales ~~three~~were ~~months~~approximately or$112,690 ~~less~~compared to be$119,900 ~~cash~~in ~~equivalents.~~net Atsales for the year ended March 31, ~~2013~~2014, ~~cash~~decrease ~~and~~of ~~cash~~approximately ~~equivalents include~~6%. ~~cash~~The on(decrease) ~~hand~~was ~~and~~a ~~cash~~result inof ~~the~~our ~~bank~~inability to pay our supplier for product to be sold.

~~Property~~Gross Margin: Gross margin for the year ended March 31, 2015 was $(194,590), compared to $80,971 gross margin, or approximately 67.5% of net sales for the year ended March 31, 2014, which represents a decrease of approximately $275,560. This decrease in gross margin is attributable to inventory obsolescence and ~~Equipment~~markdowns increased. We were also able to maintain margins due to the implementation of our premium product selling strategy implemented that targets premium price points, targeted non-price discounting promotion for our products and low overhead.

~~Property~~Selling, General and ~~equipment~~Administrative isExpenses: ~~recorded~~Selling, atgeneral ~~cost~~ and ~~depreciated~~administrative ~~over~~expenses for the ~~estimated~~year ~~useful~~ended ~~lives~~March of31, ~~the~~2015 ~~assets~~amounted ~~using~~to ~~principally~~approximately ~~the~~$368,273 ~~straight-line~~compared ~~method.~~to ~~When~~approximately ~~items~~$819,606 ~~are~~for ~~retired or~~the ~~otherwise~~same ~~disposed~~period of, ~~income~~the isprior ~~charged~~year, ora ~~credited~~decrease ~~for~~of approximately ~~the~~$451,333. The ~~difference~~(decrease) ~~between~~was ~~net~~primarily ~~book~~attributable ~~value~~to ~~and~~our ~~proceeds~~reduced ~~realized.~~activity, ~~Ordinary maintenance~~the ~~and~~reduction ~~repairs~~of ~~are~~executive ~~charged~~officers toand ~~expense~~our asinability ~~incurred,~~to ~~and~~prepare ~~replacements~~our ~~and~~reports ~~betterments~~with ~~are~~the ~~capitalized~~SEC.

~~The~~ Interest ~~range~~expense: Interest ofexpense ~~estimated~~for ~~useful~~the ~~lives~~year ~~used to~~ended ~~calculated~~March ~~depreciation~~31, 2015 was approximately $90,131 compared to $4,680 for ~~principal~~the ~~items~~same period last year, a net increase of ~~property~~$85,451 ~~and~~or ~~equipment~~2000%. This ~~are~~increase is predominantly due to the issuance of additional promissory notes as ~~follow:~~compared to prior year.

Asset Category		Depreciation/ Amortization Period
Furniture and Fixture		3 Years
Office equipment		3 Years

Net income (loss): The above resulted in a net loss before income tax of $(826,756) for the year ended March 31, 2015 compared to a net loss before income tax of $(1,044,815) for the year ended March 31, 2014.

AtFINANCIAL ~~March~~LIQUIDITY ~~31,~~AND ~~2013,~~CAPITAL ~~property and equipment consisted of office equipment purchased during the period.~~RESOURCES

~~Impairment~~Our accompanying consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern. As of ~~Long-Lived~~March ~~Assets~~31, 2015, we had a shareholders' equity deficit of approximately $1,190,203 compared with a deficit of approximately $622,982 at March 31, 2014, and have incurred significant operating losses and negative cash flows since inception. For the year ended March 31, 2015, we sustained a net loss before income tax of $826,756 compared to a net loss before income tax of $1,044,815 for the year ended March 31, 2014 and used cash of approximately $250,837 in operating activities for the year ended March 31, 2015 compared with approximately $215,738 for the year ended March 31, 2014. The accompanying consolidated financial statements do not include any adjustments relating to the classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should we be unable to continue in existence.

~~Long-Lived~~We ~~Assets,~~will ~~such~~need asto ~~property,~~continue ~~plant, and~~to ~~equipment~~manage ~~and~~carefully ~~purchased~~our ~~intangibles,~~working ~~are~~capital reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Any goodwill or other intangible assets are tested at least annually for impairment. Recoverability of assets to be held and ~~used~~our isbusiness ~~measured~~decisions bywill acontinue ~~comparison of the carrying amount of an asset~~ to ~~estimated undiscounted future cash flows expected to~~ be ~~generated~~influenced by ~~the~~our ~~asset.~~working Ifcapital ~~the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset~~requirements. ~~There were no events or changes in circumstances that necessitated an impairment of long lived assets as of March 31, 2013.~~

~~Income~~Net ~~Taxes~~Cash used in Operating Activities: Net cash used in operating activities for the year ended March 31, 2015 was approximately $250,837, primarily from our loss of approximately $826,756 net with non cash activities of $525,919 including an increase in accrued liabilities of $52,227 and $206,073 in stock based compensation. Changes in operating assets, liabilities and sundry and other non cash activities were $165,372.

~~Deferred~~Net ~~income~~Cash ~~taxes are~~ provided toby ~~reflect the~~Financing ~~tax~~Activities: Net ~~consequences~~cash provided inby ~~future~~financing ~~years~~activities offor ~~differences between~~ the ~~tax~~year ~~bases~~ended ofMarch ~~assets~~31, ~~and~~2015 ~~liabilities~~was ~~and~~approximately ~~their~~$281,451 ~~financial~~primarily ~~reporting amounts~~from ~~based~~sale onof ~~enacted~~common ~~tax~~stock ~~laws~~of $250,000 (and ~~statutory~~a ~~tax~~net ~~rates~~issuance ~~applicable~~of tonotes ~~the~~payable ~~periods~~of ~~in which the differences are expected to affect taxable income~~$251,000). ~~Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.~~

~~ASC~~GOING Topic 740 contains a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating the Company's tax positions and tax benefits, which may require periodic adjustments. At March 31, 2013, the Company did not record any liabilities for uncertain tax positions.CONCERN

~~Concentration~~We had an accumulated deficit at March 31, 2015 and have had limited revenues from operations through the period ended March 31, 2015. Further, the Company has inadequate working capital to maintain or develop its operations, and is dependent upon funds from private investors and the support of ~~Credit~~certain ~~Risk~~stockholders.

~~The~~These ~~Company~~factors ~~maintains~~raise ~~its~~substantial ~~operating~~doubt ~~cash balances~~about inthe ~~banks~~ability ~~located~~of inthe ~~California~~Company to continue as a going concern. ~~The~~Management ~~Federal~~is ~~Depository~~planning ~~Insurance~~to ~~Corporation~~raise ~~(“FDIC”)~~necessary ~~insures~~additional ~~accounts~~funds ~~at each~~through ~~institution~~loans upand toadditional ~~$100,000~~sales of its Common Stock. AtThere ~~March~~is ~~31,~~no ~~2013,~~assurance that the Company’s ~~cash~~will ~~accounts~~be ~~were~~successful ~~below~~in ~~the~~raising ~~insured~~additional ~~limit.~~capital or in further developing its operations

~~Earnings Per Share~~-24-

~~Basic~~Table ~~earnings per share is computed by dividing net income (loss) available to common shareholders by the weighted average number~~ of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if stock options, warrants, and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. The Company does not have any options, warrants or other common stock equivalents outstanding as of March 31, 2013.Contents

22OFF BALANCE SHEET ARRANGEMENTS

~~Fair~~ As ~~Value~~ of ~~Financial~~March ~~Instruments~~31, 2015, there were no off balance sheet arrangements.

~~The~~BASIS ~~Company's~~OF financial instruments consist primarily of cash, accounts payable, accrued liabilities, and advances from affiliates. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities of these instruments. The estimated fair value is not necessarily indicative of the amounts the Company would realize in a current market exchange or from future earnings or cash flows.PRESENTATION

~~ASC Topic 820, “ Fair Value Measurements ” (“ASC Topic 820”) defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.~~ The ~~standard~~financial ~~provides~~statements ~~a consistent definition~~ of ~~fair~~the ~~value~~Company ~~that~~are ~~focuses~~presented ~~on an exit price that would be received upon sale of an asset or paid to transfer a liability~~ in anUnited ~~orderly~~States ~~transaction~~dollars ~~between market participants at the measurement date. The standard also prioritizes, within the measurement of fair value, the use of market-based information over entity specific information~~ and ~~establishes~~have abeen ~~three-level~~prepared ~~hierarchy~~in ~~for~~accordance ~~fair~~with ~~value~~accounting ~~measurements~~principles ~~based~~generally onaccepted ~~the nature of inputs used~~ in the ~~valuation~~United ~~of an asset or liability as of the measurement date~~States.

~~The~~CRITICAL ~~three-level~~ACCOUNTING ~~hierarchy for fair value measurements is defined as follows:~~POLICIES

~~Level~~Use 1of –Estimates ~~inputs~~and ~~to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets;~~Assumptions

~~Level~~The 2preparation –of ~~inputs~~financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect (i) the ~~valuation~~ ~~methodology~~reported ~~include~~amounts ~~quoted~~of ~~prices~~assets ~~for~~and ~~similar~~liabilities, (ii) the disclosure of contingent assets and liabilities inknown ~~active~~to ~~markets,~~exist oras ~~inputs~~of ~~that~~the date the financial statements are ~~observable for~~published, and (iii) the ~~assets~~reported oramount ~~liabilities~~of ~~other~~net ~~than~~sales ~~quoted~~and ~~prices,~~expenses ~~either~~recognized ~~directly~~during orthe ~~indirectly,~~periods ~~including~~presented. ~~inputs~~Adjustments inmade ~~markets~~with ~~that~~respect ~~are~~to the use of estimates often relate to improved information not ~~considered~~ previously available. Uncertainties with respect to besuch ~~active~~estimates and assumptions are inherent in the preparation of financial statements; accordingly, actual results could differ from these estimates. These estimates and assumptions also affect the reported amounts of revenues, costs and expenses during the reporting period. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates.

~~Level~~Revenue ~~3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement.~~Recognition

~~Off~~The ~~Balance~~Company ~~Sheet~~recognizes ~~Arrangements~~revenue from product sales in accordance with Topic 360 “ Revenue Recognition in Financial Statements ,” which is when all of the following criteria are met: (1) persuasive evidence of an arrangement exists, (2) delivery of products and services has occurred, (3) the fee is fixed or determinable and (4) collectability is reasonably assured.

WeCash ~~have~~and ~~not~~Cash ~~entered into any off-balance sheet arrangements during the year ended March 31, 2013.~~Equivalents

~~RECENT~~The ~~ACCOUNTING~~Company ~~PRONOUNCEMENTS~~considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At March 31, 2014, cash and cash equivalents include cash on hand and cash in the bank.

~~ITEM~~Property ~~7A.~~and ~~QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~Equipment

~~The~~Property ~~Company~~and equipment is ~~not~~recorded ~~exposed~~at tocost ~~market~~and ~~risk related~~depreciated over the estimated useful lives of the assets using principally the straight-line method. When items are retired or otherwise disposed of, income is charged or credited for the difference between net book value and proceeds realized. Ordinary maintenance and repairs are charged to ~~interest~~expense ~~rates~~as onincurred, ~~foreign~~and ~~currencies~~replacements and betterments are capitalized.

~~ITEM~~The 8.range ~~FINANCIAL~~of ~~STATEMENTS~~estimated ~~AND~~useful ~~SUPPLEMENTARY~~lives ~~DATA~~used to calculated depreciation for principal items of property and equipment are as follow:

The information required by Item 8 appears after the signature page to this report.

Asset Category		Depreciation/ Amortization Period
Furniture and Fixture		3 Years
Office equipment		3 Years

~~ITEM~~At 9.March ~~CHANGES~~31, IN2014, ~~AND~~property ~~DISAGREEMENTS~~and ~~WITH~~equipment ~~ACCOUNTANTS~~consisted ONof ~~ACCOUNTING~~office ~~AND~~equipment ~~FINANCIAL~~purchased ~~DISCLOSURES~~during the period.

OnImpairment ~~August~~of 2,Long-Lived ~~2012, the Company dismissed its independent registered public accounting firm, Seale and Beers, CPAs (“Seale and Beers”).~~Assets

~~The~~Long-Lived ~~reports~~Assets, ofsuch ~~Seale~~as property, plant, and ~~Beers~~equipment and purchased intangibles, are reviewed for ~~each of~~impairment ~~the~~whenever ~~years~~events ~~ended~~or ~~March~~changes ~~31,~~in ~~2012~~circumstances ~~and~~indicate ~~March~~that ~~31,~~the ~~2011~~carrying ~~did~~amount of an asset may not ~~contain~~be anrecoverable. ~~adverse~~Any ~~opinion~~goodwill or ~~disclaimer~~other intangible assets are tested at least annually for impairment. Recoverability of ~~opinion~~assets to be held and ~~were~~used ~~not~~is ~~qualified or~~measured ~~modified~~by asa comparison of the carrying amount of an asset to ~~uncertainty~~estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, ~~audit~~an ~~scope~~impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. There were no events or ~~accounting~~changes ~~principles~~in ~~other~~circumstances ~~than~~that ~~going~~necessitated ~~concern~~an impairment of long lived assets as of March 31, 2015.

The decision to change accountants was approved by the Company’s board of directors on August 2, 2012, and on such date Li & Company, PC (“Li”) was engaged as the Company’s new independent registered public accountants. During the two most recent years or any subsequent interim period prior to engaging Li, the Company did not consult Li regarding either: (i) the application of accounting principles to a specified transaction, completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, or (ii) any matter that was either the subject of a disagreement or a reportable event in connection with its report on the Company’s financial statements.-25-

23Table of Contents

~~During~~Income the Company's two most recent fiscal years and any subsequent interim period preceding August 2, 2012, the date of dismissal of Seale and Beers, there were no disagreements with Seale and Beers on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to the satisfaction of Seale and Beers, would have caused it to make reference to the matter in connection with its reports. There were no "reportable events" within the two most recent years and any subsequent interim period preceding the dismissal of Seale and Beers in connection with its report on the Company’s financial statements.Taxes

OnDeferred ~~August~~income 2,taxes ~~2012,~~are ~~the~~provided ~~Company engaged Li as its new independent certified public accounting firm~~ to ~~audit~~reflect the ~~Company’s~~tax ~~financial~~consequences ~~statements~~in ~~March~~future ~~31, 2013. During the two most recent~~ years orof ~~any~~differences ~~subsequent~~between ~~interim period prior to engaging Li,~~ the ~~Registrant~~tax ~~did~~bases ~~not consult such firm regarding either (i) the application~~ of ~~accounting~~assets ~~principles~~and toliabilities aand ~~specific~~their ~~completed~~financial orreporting ~~contemplated~~amounts ~~transaction,~~based oron ~~the~~enacted ~~type~~tax oflaws ~~audit~~and ~~opinion that~~statutory ~~might~~tax berates ~~rendered~~applicable onto the ~~Registrant’s~~periods ~~financial~~in ~~statements~~which ~~or (ii) any matter that was either~~ the ~~subject~~differences ofare aexpected ~~disagreement or event identified in response~~ to ~~(a)(1)(iv)~~affect oftaxable ~~Item~~income. ~~304~~Valuation ofallowances ~~Regulation~~are ~~S-K,~~established orwhen anecessary ~~reportable~~to ~~event~~reduce asdeferred ~~that~~tax ~~term~~assets isto ~~used~~the inamount ~~Item 304(a)(1)(v)~~expected ofto ~~Item~~be ~~304 of Regulation S-K~~realized.

~~ITEM~~ASC ~~9A(T)~~Topic 740 contains a two-step approach to recognizing and measuring uncertain tax positions. ~~CONTROLS~~The ~~AND~~first ~~PROCEDURES~~ step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating the Company's tax positions and tax benefits, which may require periodic adjustments. At March 31, 2015, the Company did not record any liabilities for uncertain tax positions.

~~(a)~~Concentration ~~Evaluation~~ of ~~Disclosure~~Credit ~~Controls and Procedures~~Risk

InThe ~~accordance with Rule 13a-15(b) of the Securities Exchange Act of 1934 as amended (the “Exchange Act”), as of the end of the period covered by this Annual Report on Form 10-K, the~~ Company’s ~~management~~maintains ~~evaluated,~~its ~~with~~operating ~~the~~cash ~~participation~~balances ofin ~~the~~banks ~~Company’s~~located ~~principal~~in ~~executive officer~~California. ~~and~~The ~~principal~~Federal ~~financial~~Depository ~~officer,~~Insurance ~~the~~Corporation ~~effectiveness of the design and operation of the Company’s disclosure controls and procedures~~ (~~as defined in Rule 13a-15(e~~“FDIC”) orinsures ~~Rule~~accounts ~~15d-15(e)~~at ~~under~~each ~~the~~institution ~~Exchange~~up ~~Act). Disclosure controls and procedures are defined as those controls and other procedures of an issuer that are designed~~ to ~~ensure that the information required to be disclosed by the issuer in the reports it files or submits under the Act is recorded~~$100, ~~processed, summarized and reported, within the time periods specified in the Commission’s rules and forms~~000. At ~~Disclosure~~March ~~controls and procedures include~~31, ~~without limitation~~2015, ~~controls and procedures designed to ensure that information required to be disclosed by an issuer in~~ the reports that it files or submits under the Act is accumulated and communicated to the issuer's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based upon an evaluation of the effectiveness of disclosure controls and procedures, our Company’s ~~principal~~cash ~~executive~~accounts ~~officer and~~were principal financial officer have concluded that as of the end of the period covered by this Annual Report on Form 10K our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act) are not effective because of the material weaknesses in our disclosure controls and procedures which are identified below. ~~It should be noted that~~ the ~~design of~~insured any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remotelimit.

~~The~~Earnings ~~material~~Per ~~weaknesses in our disclosure control procedures are as follows:~~Share

1.Basic ~~Lack~~earnings ofper ~~formal~~share ~~policies~~is ~~and~~computed ~~procedures~~by ~~necessary~~dividing tonet ~~adequately~~income ~~review~~(loss) ~~significant~~available ~~accounting~~to ~~transactions.~~common ~~The~~shareholders ~~Company~~by ~~utilizes~~the aweighted ~~third~~average ~~party~~number ~~independent~~of ~~contractor~~common ~~for~~shares ~~the~~outstanding ~~preparation~~during ofthe ~~its~~reporting ~~financial statements~~period. ~~Although~~Diluted ~~the~~earnings ~~financial~~per ~~statements~~share ~~and~~reflects ~~footnotes~~the ~~are~~potential ~~reviewed~~dilution bythat ~~our~~could ~~management,~~occur weif dostock ~~not~~options, ~~have~~warrants, aand ~~formal~~other ~~policy~~commitments to ~~review~~issue ~~significant~~Common ~~accounting~~Stock ~~transactions~~were ~~and~~exercised ~~the~~or ~~accounting~~equity ~~treatment~~awards ofvest ~~such~~resulting ~~transactions.~~in ~~The~~the ~~third~~issuance ~~party~~of ~~independent~~Common ~~contractor~~Stock isthat ~~not~~could ~~involved~~share in the ~~day~~earnings ~~to day operations~~ of the Company. ~~and~~The ~~may~~Company does not behave ~~provided~~any ~~information~~options, ~~from~~warrants ~~management~~or onother aCommon ~~timely~~Stock ~~basis~~equivalents tooutstanding ~~allow~~as ~~for adequate reporting/consideration~~ of ~~certain~~March ~~transactions~~31, 2015.

2.Fair ~~Audit~~Value ~~Committee~~of ~~and~~ Financial ~~Expert. The Company does not have a formal audit committee with a financial expert, and thus the Company lacks the board oversight role within the financial reporting process.~~Instruments

WeThe ~~intend~~Company's tofinancial ~~initiate~~instruments ~~measures~~consist primarily of cash, accounts payable, accrued liabilities, and advances from affiliates. The carrying amounts of such financial instruments approximate their respective estimated fair value due to ~~remediate~~ the ~~identified~~short-term ~~material~~maturities ~~weaknesses~~of ~~including,~~these ~~but~~instruments. The estimated fair value is not necessarily ~~limited~~indicative ~~to,~~of the ~~following:~~amounts the Company would realize in a current market exchange or from future earnings or cash flows.

·ASC ~~Establishing~~Topic a820, ~~formal~~“ ~~review~~Fair ~~process~~Value ofMeasurements ~~significant~~” ~~accounting~~(“ASC ~~transactions~~Topic ~~that~~820”) ~~includes~~defines ~~participation~~fair ofvalue, ~~the~~establishes ~~Chief~~a ~~Executive~~framework ~~Officer,~~for ~~the~~measuring ~~Chief~~fair ~~Financial~~value, ~~Officer~~ and ~~the~~expands ~~Company’s~~disclosures ~~corporate~~about ~~legal~~fair ~~counsel~~value measurements. ·The ~~Form~~standard anprovides ~~Audit~~a ~~Committee~~consistent definition of fair value that ~~will~~focuses ~~establish~~on ~~policies~~an ~~and~~exit ~~procedures~~price that ~~will~~would ~~provide~~be ~~the~~received ~~Board~~upon sale of ~~Directors~~an asset or paid to transfer a ~~formal~~liability ~~review~~in ~~process~~an ~~that~~orderly ~~will~~transaction ~~among~~between ~~other~~market ~~things~~participants at the measurement date. The standard also prioritizes, ~~assure~~within ~~that~~the ~~management~~measurement ~~controls~~of fair value, the use of market-based information over entity specific information and ~~procedures~~establishes ~~are~~a three-level hierarchy for fair value measurements based on the nature of inputs used in ~~place~~the ~~and~~valuation ~~being~~of ~~maintained~~an ~~consistently~~asset or liability as of the measurement date.

24The three-level hierarchy for fair value measurements is defined as follows:

(b) Management’s Report on Internal Control over Financial Reporting

	Level 1 –	inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets;
	Level 2 –	inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, or inputs that are observable for the assets or liabilities other than quoted prices, either directly or indirectly, including inputs in markets that are not considered to be active;
	Level 3 –	inputs to the valuation methodology are unobservable and significant to the fair value measurement.

~~Our~~Off ~~management~~Balance isSheet responsible for establishing and maintaining adequate internal control over financial reporting for the company (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Internal control over financial reporting is to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintain records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition , use or disposition of company assets that could have a material effect on our financial statements would be prevented or detected.Arrangements

AsWe ofhave March 31, 2013, management assessed the effectiveness of the Company’s internal control over financial reporting based on the criteria for effective internal control over financial reporting established in SEC guidance on conducting such assessments. Based on this evaluation under the COSO Framework, our management concluded that our internal control over financial reporting are not ~~effective~~ asentered ofinto ~~March~~any ~~31,~~off-balance ~~2013.~~sheet Inarrangements ~~making~~during ~~this assessment, our management used~~ the ~~criteria~~year ~~set forth~~ended ~~by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control-Integrated Framework. Based on that evaluation, they concluded that, as of~~ March 31, ~~2013, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below~~2014. This was due to deficiencies that existed in the design or operation of our internal control over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

The matters involving internal controls and procedures that the Company’s management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; (3) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (4) ineffective controls over period end financial disclosure and reporting processes. The aforementioned material weaknesses were identified by the Company's Chief Financial Officer in connection with the review of our financial statements as of March 31, 2013and communicated to our management.-26-

~~The~~Table ~~matters involving internal controls and procedures that the Company’s management considered to be material weaknesses under the standards~~ of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; (3) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (4) ineffective controls over period end financial disclosure and reporting processes. The aforementioned material weaknesses were identified by the Company's Chief Financial Officer in connection with the review of our financial statements as of March 31, 2013and communicated to our management.Contents

~~Management~~RECENT ~~believes~~ACCOUNTING that the material weaknesses set forth in items (2), (3) and (4) above did not have an affect on the Company's financial results. However, management believes that the lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures can result in the Company's determination to its financial statements for the future years.PRONOUNCEMENTS

We In ~~are~~April ~~committed~~2014, tothe ~~improving~~FASB ~~our~~issued ~~financial organization~~ASU No. As2014-08, ~~part~~Presentation of ~~this~~Financial ~~commitment,~~Statements we(Topic ~~will~~205) ~~create a position to segregate duties consistent with control objectives~~ and ~~will~~ ~~increase~~Property, ~~our~~Plant, ~~personnel resources~~ and ~~technical~~Equipment ~~accounting~~(Topic ~~expertise within the accounting function when funds are available to the Company~~360): i)Reporting ~~Appointing~~Discontinued ~~one~~Operations orand ~~more~~Disclosures ~~outside~~of ~~directors~~Disposals ~~to our board~~ of ~~directors~~Components ~~who shall be appointed to the audit committee~~ of ~~the~~an ~~Company~~Entity. ~~resulting~~The amendments in athis ~~fully~~Update ~~functioning~~change ~~audit committee who will undertake~~ the ~~oversight~~requirements ~~in the establishment and monitoring of required internal controls and procedures; and ii) Preparing and implementing sufficient written policies and checklists which will set forth procedures~~ for ~~accounting and financial~~ reporting ~~with~~discontinued ~~respect~~operations toin ~~the~~Subtopic ~~requirements and application of US GAAP and SEC disclosure requirements~~205-20.

~~Management~~ Under ~~believes that~~ the ~~appointment of~~new ~~more outside directors~~guidance, ~~who shall be appointed to~~ a ~~fully~~discontinued ~~functioning~~operation ~~audit~~is ~~committee,~~defined ~~will~~as ~~remedy~~a ~~the~~disposal ~~lack~~ of a ~~functioning audit~~component ~~committee~~or ~~and~~group aof ~~lack~~components ofthat ais ~~majority~~disposed of ~~outside~~or ~~directors~~is onclassified ~~the~~as ~~Company's~~held ~~Board.~~for Insale ~~addition, management believes that preparing~~ and ~~implementing~~“represents ~~sufficient~~a ~~written~~strategic ~~policies~~shift ~~and~~that ~~checklists~~has (or will ~~remedy~~have) ~~the~~a ~~following~~major ~~material~~effect ~~weaknesses~~on ~~(i)~~an ~~insufficient~~entity’s ~~written policies~~operations and ~~procedures~~financial ~~for~~results.” ~~accounting~~The ~~and~~ASU ~~financial~~states ~~reporting~~that ~~with~~a ~~respect~~strategic toshift ~~the~~could ~~requirements~~include ~~and~~a ~~application~~disposal of ~~US GAAP and SEC disclosure requirements; and~~ (iii) ~~ineffective~~a ~~controls~~major ~~over~~geographical ~~period~~area ~~end~~of ~~financial close and reporting processes. Further~~operations, ~~management believes~~(ii) ~~that~~a ~~the~~major ~~hiring~~line of ~~additional~~business, ~~personnel~~(iii) ~~who~~a ~~have~~major ~~the~~equity ~~technical~~method ~~expertise~~investment, ~~and~~or ~~knowledge~~(iv) ~~will~~other ~~result~~major ~~proper~~parts ~~segregation~~ of ~~duties~~an ~~and provide more checks and balances within the department~~entity. ~~Additional~~Although ~~personnel~~“major” ~~will~~is ~~also~~not ~~provide~~defined, the ~~cross~~standard ~~training needed~~provides toexamples ~~support the Company if personnel turn over issues within the department occur. This coupled with the appointment~~ of ~~additional outside~~when ~~directors~~a ~~will~~disposal ~~greatly~~qualifies ~~decrease~~as ~~any~~a ~~control~~discontinued ~~and procedure issues the company may encounter in the future~~operation.

25 The ASU also requires additional disclosures about discontinued operations that will provide more information about the assets, liabilities, income and expenses of discontinued operations. In addition, the ASU requires disclosure of the pre-tax profit or loss attributable to a disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements.

We The ~~will~~ASU ~~continue~~is toeffective ~~monitor~~for ~~and~~public ~~evaluate the~~business ~~effectiveness~~entities offor ~~our~~annual ~~internal~~periods ~~controls~~beginning ~~and procedures and our internal controls over financial reporting~~ on anor ~~ongoing~~after ~~basis and~~December ~~are~~15, ~~committed~~2014, ~~to taking further action~~ and ~~implementing~~interim ~~additional~~periods ~~enhancements~~within orthose ~~improvements, as necessary and as funds allow~~years.

In June 2014, the FASB issued ASU No. 2014-10, Development Stage Entities (cTopic 915): ~~Changes~~Elimination inof ~~Internal~~Certain ~~Control Over~~ Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation.

~~There~~ The ~~have~~amendments ~~been~~in nothis ~~changes~~Update inremove ~~our~~the ~~internal controls~~definition ~~over~~of a development stage entity from the Master Glossary of the Accounting Standards Codification, thereby removing the financial reporting ~~that~~distinction ~~occurred~~between ~~during~~development ~~the~~stage ~~quarter~~entities ~~ended~~and ~~March~~other 31reporting entities from U.S. GAAP. In addition, ~~2013~~the ~~that~~amendments ~~have~~eliminate ~~materially~~the ~~affected~~requirements orfor ~~are~~development ~~reasonably likely~~stage entities to ~~materially~~(1) ~~affect~~present inception-to-date information in the statements of income, ~~our~~cash ~~internal~~flows, ~~controls~~and ~~over~~shareholder equity, (2) label the financial ~~reporting~~statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage.

~~Attestation Report~~ The ofamendments also clarify that the ~~Independent~~guidance ~~Registered~~in ~~Public~~Topic ~~Accounting~~275, ~~Firm~~Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations.

~~This~~ Finally, ~~annual~~the ~~report~~amendments ~~does~~remove ~~not~~paragraph ~~include~~810-10-15-16. ~~an attestation~~Paragraph ~~report~~810-10-15-16 ofstates ~~the~~that ~~Company’s~~a ~~independent~~development ~~registered~~stage ~~public~~entity ~~accounting~~does ~~firm~~not ~~regarding~~meet ~~internal~~the ~~control~~condition ~~over~~in ~~financial reporting.~~paragraph ~~Management’s~~810-10-15-14(a) ~~report~~to ~~was~~be ~~not~~a ~~subject~~variable tointerest ~~attestation~~entity byif (1) the ~~Company’s~~entity ~~independent~~can ~~registered~~demonstrate ~~public~~that ~~accounting firm~~the ~~pursuant~~equity toinvested ~~temporary~~in ~~rules of~~ the ~~Securities~~legal ~~and~~entity ~~Exchange~~is ~~Commission~~sufficient ~~that~~to permit it to finance the ~~Company~~activities tothat ~~provide~~it ~~management~~is ~~report~~ currently engaged in and (2) the ~~Annual~~entity’s ~~Report~~governing documents and contractual arrangements allow additional equity investments.

~~ITEM~~ The 9Bamendments in this Update also eliminate an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. ~~Other~~The ~~Information~~amendments to eliminate that exception simplify U.S. GAAP by reducing avoidable complexity in existing accounting literature and improve the relevance of information provided to financial statement users by requiring the application of the same consolidation guidance by all reporting entities. The elimination of the exception may change the consolidation analysis, consolidation decision, and disclosure requirements for a reporting entity that has an interest in an entity in the development stage.

~~None~~ The amendments related to the elimination of inception-to-date information and the other remaining disclosure requirements of Topic 915 should be applied retrospectively except for the clarification to Topic 275, which shall be applied prospectively. For public business entities, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein.

~~ITEM~~ Early 10application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued (public business entities) or made available for issuance (other entities). ~~DIRECTORS~~Upon adoption, ~~EXECUTIVE~~entities ~~OFFICERS,~~will ~~PROMOTERS~~no ~~AND~~longer ~~CORPORATE~~present ~~GOVERNANCE~~or disclose any information required by Topic 915.

~~The~~ Management ~~following~~does ~~table~~not ~~sets~~believe ~~forth~~that ~~the~~any ~~names and~~recently ~~ages~~issued, ofbut ~~our~~not ~~current~~yet ~~directors~~effective ~~and~~accounting ~~executive officers~~pronouncements, ~~their~~if ~~principal~~adopted, ~~offices~~would ~~and~~have ~~positions and the date each such person became~~ a ~~director~~material oreffect ~~executive~~on ~~officer. Executive officers are elected annually by our Board of Directors. Each executive officer holds his office until he resigns, is removed by~~ the ~~Board~~accompanying orconsolidated ~~his~~financial ~~successor is elected and qualified~~statements. ~~Directors are elected annually by our stockholders at the annual meeting. Each director holds his office until his successor is elected and qualified or his earlier resignation or removal.~~

~~The following persons are the directors and executive officers of our company:~~-27-

Name	Age	Title
Alex Viecco	48	Chief Executive Officer, Director
Carlos Gonzalez Rivera	41	Chief Operating Officer; Chief Financial Officer;
Sergio Gonzalez Rivera	43	President, Director
Daniel Cahill	38	Director of Sales, Director

Table of Contents

~~The~~ITEM ~~Company’s~~7A. ~~executive~~QUANTITATIVE ~~officers and~~AND ~~directors~~QUALITATIVE ~~are~~DISCLOSURES ~~elected~~ABOUT ~~annually~~MARKET ~~and serve until the next annual meeting of stockholders.~~RISK

Alex Viecco, Chief Executive Officer and Director, has served as the Chief Executive Officer of Casa Montalvo Holdings, Inc. since 2011, prior thereto and from 2000 to 2011, Mr. Viecco served as the Co-Founder and Vice President of New Era Debt Solutions, in Camarillo, California. Under Mr. Viecco’s leadership, New Era Debt Solutions has become an industry leader, providing debt resolution for thousands of clients throughout the United States. With his expertise in the debt resolution field, Mr. Viecco has been featured in numerous industry publications. Mr. Viecco also worked as a Financial Consultant with a division of Citigroup, and consistently led sales throughout his five-year tenure. While serving in this capacity, Mr. Viecco managed, supervised, and trained dozens of representatives into successful positions, and received multiple awards. The Company ~~believed~~is ~~Mr.~~not ~~Viecco’s~~exposed ~~extensive~~to ~~business and~~market ~~finance~~risk ~~expertise~~related ~~made him an ideal candidate~~ to ~~serve~~interest inrates ~~these~~on ~~capacities~~foreign currencies.

~~Sergio~~ITEM ~~Gonzalez Rivera , Chief Operating Officer and Director , has served as the President of Casa Montalvo Holdings, Inc~~8. ~~since~~FINANCIAL ~~2011, prior~~STATEMENTS ~~thereto~~AND ~~and~~SUPPLEMENTARY from 2005 to the present, Mr. Gonzalez Rivera has served as a Director of Destilidora Huerta Real, S.A. de C.V., a distillery located in Jalisco, Mexico. From a young age, Mr. Gonzalez Rivera began learning from his father and uncles all of the intricacies of the art of producing tequila, from picking the perfect Blue Agave Weber plants, to identifying the best time to harvest the plants to give the best yield. Sergio learned the secret of producing high quality Tequila is combining ancient techniques with modern world trends. His family’s experience in tequila business dates back to his great grandfather and Sergio has worked in a variety of positions in the industry from sales, engineering, product development, customer service and management. Mr. Gonzalez Rivera earned a degree in Business Management, Project Management, Marketing, Innovation and Strategies, Real Estate Business, and Sales from the University of Guadalajara. Mr. Rivera also continued his studies in Systems Engineering in Germany, with a specialization in business and entrepreneurism. The Company believes Mr. Gonzalez Rivera’s distinguished career in the tequila industry and the region, made him ideal for these positions. Mr. Gonzalez Rivera also serves as Councilman of the Municipality of Tequila, Mexico.DATA

26 The information required by Item 8 appears after the signature page to this report.

~~Carlos~~ITEM ~~Gonzalez Rivera, President and Director , has served as the Chief Operating of Casa Montalvo Holdings, Inc~~9. ~~since~~CHANGES ~~2011,~~IN ~~prior~~AND ~~thereto and~~DISAGREEMENTS ~~from~~WITH ~~2005~~ACCOUNTANTS toON ~~the~~ACCOUNTING ~~present,~~AND ~~served~~FINANCIAL as President of Destilidora Huerta Real, S.A. de C.V., a distillery located in Jalisco, Mexico. Mr. Gonzalez Rivera spent many years with his family learning the art of producing tequila. His particular interest was in harvesting the plants and learning their regional attributes and has been recognized by the local farmers as an instrumental representative to ensure fair trade in the region. Mr. Gonzalez Rivera graduated from the University of Guadalajara, Mexico with a degree in Dentistry Medicine in 1994. After further studies and specializing as a dental surgeon, he travelled to the United States to continue his studies in modern dental techniques, where he worked with well-respected dentists in Oxnard, California and Thousand Oaks, California. The Company believes Mr. Rivera’s previous experience operating tequilerias make him an asset to the Company.DISCLOSURES

~~Daniel Cahill, Director of Sales and Director , has served as the Director of Sales of Casa Montalvo Holdings, Inc~~ None. since 2011, prior thereto and from 2011 to 2012 Mr. Cahill served as the Managing Director of Point Loma Capital, Inc. Prior thereto and from 2001 to 2011, Mr. Cahill served in various positions at Meyers Associates, Aegis Capital and Maxim Group. Throughout his career, he has executed a wide variety of financing transactions as an investment banker to numerous private and publicly traded companies, as well as spending significant time and resources mentoring and developing new advisors on how to build and maintain client relationships. The Company believes Mr. Cahill’s experience in the finance industry would be an asset to the Company.

~~Significant~~ITEM ~~Employees~~9A. CONTROLS AND PROCEDURES

~~The~~(a) ~~Company~~Evaluation ~~does~~of ~~not,~~Disclosure atControls ~~present, have any employees other than the current director~~ and ~~officer and director. We have not entered into any employment agreements, as we currently do not have any employees other than the current director and officer and director.~~Procedures

~~Family~~ In ~~Relations~~accordance with Rule 13a-15(b) of the Securities Exchange Act of 1934 as amended (the “Exchange Act”), as of the end of the period covered by this Annual Report on Form 10-K, the Company’s management evaluated, with the participation of the Company’s principal executive officer and principal financial officer, the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) or Rule 15d-15(e) under the Exchange Act). Disclosure controls and procedures are defined as those controls and other procedures of an issuer that are designed to ensure that the information required to be disclosed by the issuer in the reports it files or submits under the 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 Act is accumulated and communicated to the issuer's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based upon an evaluation of the effectiveness of disclosure controls and procedures, our principal executive officer and principal financial officer have concluded that as of the end of the period covered by this Annual Report on Form 10K our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act) are not effective because of the material weaknesses in our disclosure controls and procedures which are identified below. It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

~~Sergio~~ The ~~Gonzalez~~material ~~Rivera~~weaknesses ~~and~~in ~~Carlos~~our ~~Gonzalez Rivera~~disclosure control procedures are ~~brothers.~~as follows:

~~Involvement~~1. Lack of formal policies and procedures necessary to adequately review significant accounting transactions. The Company utilizes a third party independent contractor for the preparation of its financial statements. Although the financial statements and footnotes are reviewed by our management, we do not have a formal policy to review significant accounting transactions and the accounting treatment of such transactions. The third party independent contractor is not involved in ~~Legal~~the ~~Proceedings~~day to day operations of the Company and may not be provided information from management on a timely basis to allow for adequate reporting/consideration of certain transactions.

No2. ~~executive~~Audit ~~Officer~~Committee orand ~~Director~~Financial ofExpert. ~~the~~ The Company ~~has~~does ~~been~~not ~~convicted~~have ina ~~any~~formal ~~criminal~~audit ~~proceeding~~committee ~~(excluding~~with ~~traffic~~a ~~violations)~~financial orexpert, isand thus the ~~subject~~Company oflacks athe ~~criminal~~board ~~proceeding that~~oversight isrole ~~currently~~within ~~pending~~the financial reporting process.

NoWe ~~executive~~intend ~~Officer~~to orinitiate ~~Director~~measures ofto remediate the ~~Company~~ isidentified ~~the~~material ~~subject~~weaknesses ofincluding, ~~any~~but ~~pending~~not ~~legal~~necessarily ~~proceedings.~~limited to, the following:

No● ~~Executive~~Establishing ~~Officer~~a orformal ~~Director~~review process of significant accounting transactions that includes participation of the ~~Company~~ isChief ~~involved~~Executive inOfficer, ~~any~~the ~~bankruptcy~~Chief ~~petition~~Financial byOfficer orand ~~against~~the ~~any~~Company’s ~~business~~corporate inlegal ~~which~~counsel. ~~they~~● ~~are~~Forming aan ~~general~~Audit ~~partner~~Committee orthat ~~executive~~will ~~officer at~~establish ~~this~~policies ~~time~~and orprocedures ~~within~~that ~~two~~will ~~years~~provide ofthe ~~any~~Board ~~involvement~~of asDirectors a ~~general~~formal ~~partner,~~review ~~executive~~process ~~officer~~that will among other things, orassure ~~Director~~that ofmanagement ~~any~~controls ~~business~~and procedures are in place and being maintained consistently.

~~Audit Committee~~-28-

~~Our~~Table ~~Board~~ of Directors has not established a separate audit committee within the meaning of Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Instead the board of directors acts as the audit committee within the meaning of Section 3(a)(58)(B) of the Exchange Act. The Company intends on establishing an Audit Committee composed of independent directors of the Company. The audit committee's duties would be to recommend to the Company's board of directors the engagement of independent auditors to audit the Company's financial statements and to review its accounting and auditing principles. The audit committee would review the scope, timing and fees for the annual audit and the results of audit examinations performed by the internal auditors and independent public accountants, including their recommendations to improve the system of accounting and internal controls. The audit committee would at all times be composed exclusively of directors who are, in the opinion of the Company's board of directors, free from any relationship which would interfere with the exercise of independent judgment as a committee member and who possess an understanding of financial statements and generally accepted accounting principles.Contents

27(b) Management’s Report on Internal Control over Financial Reporting

~~Compensation~~ Our ~~Committee~~management is responsible for establishing and maintaining adequate internal control over financial reporting for the company (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Internal control over financial reporting is to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintain records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition , use or disposition of company assets that could have a material effect on our financial statements would be prevented or detected.

~~Our~~ As ~~board~~ of ~~directors~~March ~~does~~31, ~~not~~2015, ~~have~~management ~~a separate~~assessed ~~compensation~~the ~~committee~~effectiveness ~~responsible~~of ~~for~~the ~~determining~~Company’s ~~executive~~internal ~~and~~control ~~director~~over ~~compensation. Instead,~~financial ~~the~~reporting ~~board of~~based ~~directors~~on ~~fulfills~~the ~~this~~criteria ~~function,~~for ~~and~~effective ~~each~~internal ~~member~~control ofover ~~the~~financial ~~Board~~reporting ~~participates~~established in ~~the~~SEC ~~determination~~guidance on conducting such assessments. ~~Given~~ ~~the~~Based ~~small size~~on ofthis ~~the~~evaluation ~~Company~~under ~~and~~the ~~its~~COSO ~~Board~~Framework, ~~plus~~our ~~the~~management ~~Company's~~concluded ~~limited~~that ~~resources,~~our ~~locating,~~internal ~~obtaining~~control ~~and~~over ~~retaining~~financial ~~additional~~reporting ~~independent directors~~are isnot ~~extremely~~effective ~~difficult~~as of March 31, 2015. In ~~the~~making ~~absence~~this ofassessment, ~~independent~~our ~~directors,~~management used the ~~Board~~criteria ~~does~~set ~~not~~forth ~~believe~~by ~~that~~the ~~creating a~~Committee ~~separate~~of ~~compensation~~Sponsoring ~~committee~~Organizations ~~would~~of ~~result~~the inTreadway ~~any~~Commission ~~improvement~~(“COSO”) in ~~the~~Internal ~~compensation~~Control-Integrated ~~determination process~~Framework. ~~Accordingly, the~~ ~~board~~Based ofon ~~directors~~that ~~has~~evaluation, they concluded that, ~~the~~as ~~Company~~of ~~and~~March ~~its~~31, ~~stockholders~~2015, ~~would~~such beinternal ~~best~~controls ~~served~~and byprocedures ~~having~~were not effective to detect the ~~entire~~inappropriate ~~board~~application of ~~director’s act~~US inGAAP ~~place~~rules ofas amore ~~compensation~~fully ~~committee~~described below. ~~When~~ ~~acting~~This inwas ~~this~~due ~~capacity,~~to deficiencies that existed in the ~~Board~~design ~~does~~or ~~not~~operation ~~have~~of aour ~~charter~~internal control over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

~~Code~~ The Ofmatters ~~Ethics~~involving internal controls and procedures that the Company’s management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; (3) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (4) ineffective controls over period end financial disclosure and reporting processes. The aforementioned material weaknesses were identified by the Company's Chief Financial Officer in connection with the review of our financial statements as of March 31, 2015 and communicated to our management.

We Management ~~have~~believes ~~adopted~~that ~~a code of ethics meeting~~ the ~~requirements~~material ofweaknesses ~~Section~~set ~~406~~forth ofin ~~the~~items ~~Sarbanes-Oxley~~(2), ~~Act~~(3) ofand ~~2002.~~(4) Weabove ~~believe~~did ~~our~~not ~~code~~have ofan ~~ethics~~affect ison ~~reasonably~~the ~~designed~~Company's tofinancial ~~deter wrongdoing~~results. ~~and~~However, ~~promote~~management ~~honest~~believes ~~and~~that ~~ethical~~the ~~conduct;~~lack ~~provide~~of ~~full,~~a ~~fair,~~functioning ~~accurate,~~audit ~~timely~~committee and ~~understandable~~lack ~~disclosure~~of ina ~~public reports;~~majority ~~comply~~of ~~with~~outside ~~applicable~~directors ~~laws;~~on ~~ensure~~the ~~prompt~~Company's ~~internal~~board ~~reporting~~ of ~~violations;~~directors, ~~and~~resulting ~~provide~~in ~~accountability~~ineffective ~~for~~oversight ~~adherence to~~in the ~~provisions~~establishment ofand ~~the~~monitoring ~~code~~ of ~~ethic.~~required Ainternal ~~copy~~controls ofand ~~our~~procedures ~~code~~can ofresult ~~ethics~~in isthe ~~available~~Company's ~~without~~determination ~~charge, upon written request~~ to: ~~Montalvo Spirits,~~its ~~Inc.,~~financial ~~Attn:~~statements ~~C.E.O.,~~for ~~4326~~the ~~Laurel~~future ~~Glen Drive, Moorpark, California 93021~~years.

~~ITEM~~ We 11are committed to improving our financial organization. ~~EXECUTIVE~~As ~~COMPENSATION~~part of this commitment, we will create a position to segregate duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the accounting function when funds are available to the Company: i) Appointing one or more outside directors to our board of directors who shall be appointed to the audit committee of the Company resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring of required internal controls and procedures; and ii) Preparing and implementing sufficient written policies and checklists which will set forth procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements.

~~The~~ Management ~~following~~believes ~~table sets~~that ~~forth~~the ~~all~~appointment of ~~the~~more ~~compensation~~outside ~~awarded~~directors, who shall be appointed to a fully functioning audit committee, ~~earned~~will byremedy orthe ~~paid~~lack toof ~~(i)~~a ~~each~~functioning ~~individual~~audit ~~serving~~committee asand a lack of a majority of outside directors on the Company’'s ~~principal executive~~Board. ~~officer~~In ~~during~~addition, management believes that preparing and implementing sufficient written policies and checklists will remedy the ~~last~~following ~~three~~material ~~completed~~weaknesses ~~fiscal~~(i) ~~years~~insufficient ~~ending~~written ~~March~~policies ~~31,~~and ~~2013,~~procedures ~~2012~~for accounting and ~~2011~~financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (ii) ~~each~~ineffective ~~other~~controls ~~individual~~ over period end financial close and reporting processes. Further, management believes that ~~served~~the ashiring anof ~~executive~~additional ~~officer~~personnel who have the technical expertise and knowledge will result proper segregation of duties and provide more checks and balances within the ~~Company~~department. atAdditional personnel will also provide the ~~conclusion~~cross oftraining needed to support the ~~fiscal~~Company ~~year~~if ~~ended~~personnel ~~March~~turn ~~31,~~over ~~2013~~issues ~~and~~within ~~who~~the ~~received~~department ~~in excess~~occur. ofThis ~~$100,000~~coupled inwith the ~~form~~appointment of ~~salary~~additional outside directors will greatly decrease any control and ~~bonus~~procedure ~~during~~issues ~~such~~the ~~fiscal~~company ~~year~~may encounter in the future.

Name and Principal Position	Year	Salary (1)		Bonus		Equity Awards		Option Awards		All Other Compensation		Total
George Frederick	2013		—		—		—		—		—		—
Meyer, President, Secretary, Treasurer	2012		—		—		—		—		—		—
and Chief Executive Officer	2011		—		—		—		—		—		—
Alex Viecco*	2013		72,000		—		187,612		—		—		259,612
	2012		18,000		—		—		—		—		18,000
Carlos Gonzalez Rivera *	2013		72,000		—		187,612		—		—		259,612
	2012		18,000		—		—		—		—		18,000
Sergio Gonzalez Rivera *	2013		72,000		—		187,612		—		—		259,612
	2012		18,000		—		—		—		—		18,000
Daniel P. Cahill *	2013		—		—		120,649		—		—		—
	2012		—		—		—		—		—		—

We will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds allow.

*Appointed December 21, 2012-29-

28Table of Contents

~~Outstanding~~(c) Changes ~~Equity~~in ~~Awards~~Internal atControl ~~Fiscal Year-End~~ Over Financial Reporting

~~The~~ There ~~following~~have ~~table~~been ~~sets~~no ~~forth~~changes ~~for~~in ~~each~~our ~~named~~internal ~~executive~~controls ~~officer certain~~over ~~information~~financial ~~concerning~~reporting ~~the~~that ~~outstanding~~occurred ~~equity~~during ~~awards~~the asquarter ofended March 31, ~~2013:~~ 2015 that have materially affected or are reasonably likely to materially affect, our internal controls over financial reporting.

~~Name~~ Attestation ~~and~~Report ~~Principal Position Number~~ of ~~Securities~~the ~~Underlying~~Independent ~~Unexercised~~Registered ~~Options~~Public ~~Exercisable~~Accounting Number of Securities Underlying Unexercised Options Unexercisable Option Exercise Price ($) Option Expiration Date Number of Shares or Units of Stock that Have Not Vested Market Value of Shares or Units of Stock that Have Not Vested Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights that Have Not Vested Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights that Have Not Vested George Frederick Meyer, former — — — — — — — — Alex Viecco, CEO — — — — — — — — Carlos Gonzalez Rivera, COO, CFO — — — — — — — — Sergio Gonzalez Rivera, President — — — — — — — — Daniel Cahill, Director of Sales — — — — — — — —Firm

~~EMPLOYMENT~~ This ~~AGREEMENTS~~annual report does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s independent registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide management report in the Annual Report.

~~Employment~~ITEM ~~with~~9B. ~~the~~Other ~~President~~Information

~~On January 1, 2012, the Company and Carlos Gonzalez (“CG”), entered into an Employment Agreement (the “Employment Agreement”), to employ CG as the Company’s President~~ None. The initial term of employment under the agreement is from January 1, 2012 (the “Effective Date”) until December 31, 2014, unless sooner terminated in accordance with the terms of the Employment Agreement. Pursuant to the Employment Agreement, CG is entitled to a salary of $72,000 per annum for the period beginning on the Effective Date through December 31, 2012. The salary of CG was extended through December 31, 2013.

~~Employment~~ITEM ~~with~~10. ~~the~~DIRECTORS, ~~Chief~~EXECUTIVE ~~Operating Officer~~OFFICERS, PROMOTERS AND CORPORATE GOVERNANCE

OnThe ~~January~~following 1,table ~~2012,~~sets forth the ~~Company~~names and ~~Sergio Gonzalez~~ages ~~(“SG”),~~of ~~entered~~our ~~into~~current andirectors ~~Employment~~and ~~Agreement~~executive ~~(the~~officers, ~~“Employment~~their ~~Agreement”),~~principal tooffices ~~employ~~and CGpositions asand the ~~Company’s~~ ~~Chief~~date ~~Operating~~each ~~Officer.~~such ~~The~~person ~~initial~~became ~~term~~a ofdirector ~~employment~~or ~~under~~executive ~~the~~officer. ~~agreement~~Executive isofficers ~~from~~are ~~January~~elected 1,annually ~~2012~~by ~~(the~~our ~~“Effective Date”)~~Board ~~until~~of ~~December~~Directors. ~~31,~~Each ~~2014,~~executive ~~unless~~officer ~~sooner~~holds ~~terminated~~his inoffice ~~accordance~~until ~~with~~he ~~the~~resigns, ~~terms~~is ofremoved by the ~~Employment~~Board ~~Agreement.~~or ~~Pursuant to~~his ~~the~~successor ~~Employment~~is ~~Agreement,~~elected SGand isqualified. ~~entitled~~Directors toare aelected ~~salary~~annually ofby ~~$72,000 per~~our ~~annum~~stockholders ~~for~~at the ~~period~~annual ~~beginning~~meeting. onEach ~~the~~director ~~Effective Date~~holds ~~through~~his ~~December~~office ~~31,~~until ~~2012.~~his ~~The~~successor ~~salary~~is ofelected SGand ~~was~~qualified ~~extended~~or ~~through~~his ~~December~~earlier ~~31,~~resignation ~~2013~~or removal.

29The following persons are the directors and executive officers of our company:

Employment with the Chief Executive Officer

Name	Age	Title
Alex Viecco	50	Chief Executive Officer
Carlos Gonzalez Rivera	43	Chief Operating Officer; Chief Financial Officer;
Sergio Gonzalez Rivera	44	President, Director
Daniel Cahill	40	Director of Sales, Director

OnThe ~~January 1, 2012, the~~ Company ~~and Alex Viecco (“AV”), entered into an Employment Agreement (the “Employment Agreement”), to employ CG as the Company~~’s ~~Chief~~ ~~Executive~~executive ~~Officer.~~officers ~~The~~and ~~initial~~directors ~~term~~are ofelected ~~employment~~annually ~~under~~and ~~the~~serve ~~agreement is from January 1, 2012 (the “Effective Date”)~~ until ~~December 31, 2014, unless sooner terminated in accordance with~~ the ~~terms~~next ofannual ~~the~~meeting ~~Employment Agreement. Pursuant to the Employment Agreement, AV is entitled to a salary~~ of ~~$72,000 per annum for the period beginning on the Effective Date through December 31, 2012~~stockholders. ~~The salary of AV was extended through December 31, 2013.~~

~~ITEM~~Alex 12Viecco, Chief Executive Officer and Director, has served as the Chief Executive Officer of Casa Montalvo Holdings, Inc. ~~SECURITY~~since ~~OWNERSHIP~~2011, OFprior ~~CERTAIN~~thereto ~~BENEFICIAL~~and ~~OWNERS~~from 2000 to 2011, ~~MANAGEMENT~~Mr. Viecco served as the Co-Founder and Vice President of New Era Debt Solutions, ~~AND~~in ~~RELATED~~Camarillo, ~~STOCKHOLDERS~~California. ~~MATTERS~~Under Mr. Viecco’s leadership, New Era Debt Solutions has become an industry leader, providing debt resolution for thousands of clients throughout the United States. With his expertise in the debt resolution field, Mr. Viecco has been featured in numerous industry publications. Mr. Viecco also worked as a Financial Consultant with a division of Citigroup, and consistently led sales throughout his five-year tenure. While serving in this capacity, Mr. Viecco managed, supervised, and trained dozens of representatives into successful positions, and received multiple awards. The Company believed Mr. Viecco’s extensive business and finance expertise made him an ideal candidate to serve in these capacities.

~~The~~Sergio ~~following~~Gonzalez ~~table~~Rivera, ~~sets~~Chief ~~forth~~Financial ~~information relating~~Officer, has served as the President of Casa Montalvo Holdings, Inc. since 2011, prior thereto and from 2005 to the ~~beneficial~~present, ~~ownership~~Mr. Gonzalez Rivera has served as a Director of ~~the~~Destilidora ~~Company's~~Huerta ~~common~~Real, ~~stock~~S.A. byde ~~those~~C.V., ~~persons~~a ~~beneficially~~distillery ~~holding~~located ~~more~~in ~~than~~Jalisco, 5%Mexico. From a young age, Mr. Gonzalez Rivera began learning from his father and uncles all of the ~~Company's common~~intricacies ~~stock~~of the art of producing tequila, byfrom picking the ~~Company'~~perfect Blue Agave Weber plants, to identifying the best time to harvest the plants to give the best yield. Sergio learned the secret of producing high quality Tequila is combining ancient techniques with modern world trends. His family’s ~~directors~~experience in tequila business dates back to his great grandfather and ~~executive~~Sergio ~~officers~~has worked in a variety of positions in the industry from sales, engineering, product development, customer service and bymanagement. ~~all~~Mr. ofGonzalez Rivera earned a degree in Business Management, Project Management, Marketing, Innovation and Strategies, Real Estate Business, and Sales from the University of Guadalajara. Mr. Rivera also continued his studies in Systems Engineering in Germany, with a specialization in business and entrepreneurism. The Company' believes Mr. Gonzalez Rivera’s ~~directors~~distinguished career in the tequila industry and ~~executive~~the ~~officers~~region, ~~as a~~made ~~group~~him ideal for these positions. Mr. Gonzalez Rivera also serves as Councilman of ~~March~~the 31Municipality of Tequila, ~~2013:~~Mexico.

Shareholder	Beneficial Ownership (a)		Percent of Class (b)
Sergio Gonzalez Rivera		8,037,595		12.1	%
DPC Consultants, LLC (c)		1,157,741		1.7	%
Point Loma Capital, Inc. (d)		10,877,684		16.4	%
Carlos Gonzalez Rivera		8,037,595		12.1	%
Alex Viecco		8,037,595		12.1	%
Charles Duff (e)		12,697,188		19	%
All Directors and Executive Officers as a group		24,112,785		36.2	%

Carlos Gonzalez Rivera, President and Director, has served as the Chief Operating of Casa Montalvo Holdings, Inc. since 2011, prior thereto and from 2005 to the present, served as President of Destilidora Huerta Real, S.A. de C.V., a distillery located in Jalisco, Mexico. Mr. Gonzalez Rivera spent many years with his family learning the art of producing tequila. His particular interest was in harvesting the plants and learning their regional attributes and has been recognized by the local farmers as an instrumental representative to ensure fair trade in the region. Mr. Gonzalez Rivera graduated from the University of Guadalajara, Mexico with a degree in Dentistry Medicine in 1994. After further studies and specializing as a dental surgeon, he travelled to the United States to continue his studies in modern dental techniques, where he worked with well-respected dentists in Oxnard, California and Thousand Oaks, California. The Company believes Mr. Rivera’s previous experience operating tequilerias make him an asset to the Company.

~~(1)The address for all officers, directors and beneficial owners is 4236 Laurel Glen Drive, Moorpark, California 93021.~~-30-

~~(a)~~Table ~~Security~~of ownership is direct unless indicated otherwise. Security ownership information for beneficial owners is taken from statements filed with the Securities and Exchange Commission pursuant to Sections 13(d), 13(g) and 16(a) and/or information made known to the Company.Contents

~~(b)~~Daniel ~~Based~~Cahill, onDirector 66of Sales and Director,~~700,012~~ ~~shares~~has served as the Director of ~~our~~Sales ~~common stock~~of ~~outstanding~~Casa Montalvo Holdings, Inc. since 2011, prior thereto and from 2011 to 2012 Mr. Cahill served as the Managing Director of ~~March~~Point 31Loma Capital, ~~2013~~Inc. Prior thereto and from 2001 to 2011, Mr. Cahill served in various positions at Meyers Associates, Aegis Capital and Maxim Group. Throughout his career, he has executed a wide variety of financing transactions as an investment banker to numerous private and publicly traded companies, as well as spending significant time and resources mentoring and developing new advisors on how to build and maintain client relationships. The Company believes Mr. Cahill’s experience in the finance industry would be an asset to the Company.

~~(c)~~Significant ~~Daniel Cahill holds voting and dispositive power over DPC Consultants, LLC.~~Employees

~~(d)~~We ~~Does~~do not ~~include 1~~,~~819,503~~ ~~shares~~at ~~held by CMFD Group~~present, ~~LLC~~have ~~over~~any ~~which~~employees ~~Mr.~~other ~~Duff~~than ~~holds~~the ~~voting~~current directors and ~~dispositive power~~officers.

~~(e)~~Family Includes 10,877,684 shares held by Point Loma Capital, Inc. (“Point Loma”) and 1,819,503 shares held by CMFD Group, LLC (“CMFD”), Charles Duff holds voting and dispositive power over the securities held by Point Loma and CMFD.Relations

~~ITEM~~Sergio ~~13.~~Gonzalez ~~CERTAIN~~Rivera ~~RELATIONSHIPS~~and ~~AND~~Carlos ~~RELATED~~Gonzalez ~~TRANSACTIONS~~Rivera ~~AND~~are ~~DIRECTOR INDEPENDENCE~~brothers.

~~Currently,~~Involvement ~~there are no contemplated transactions that the Company may enter into with our officers, directors or affiliates. If any such transactions are contemplated we will file such disclosure~~ in aLegal ~~timely manner with the Commission on the proper form making such transaction available for the public to view.~~Proceedings

~~The~~During ~~Company~~the ~~has~~past noten ~~formal~~years, ~~written~~none ~~employment agreement~~of ~~or other contracts with~~ our current ~~director~~directors ~~and~~or ~~officer~~executive ~~and~~officers ~~director~~has and there is no assurance that the services to be provided by them will be available for any specific length of time in the future. The amounts of compensation and other terms of any full time employment arrangements would be determined, if and when, such arrangements become necessary.been:

30● the subject of any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

~~ITEM~~● ~~14.~~convicted PRin ~~INCIPAL~~a ~~ACCOUNTING~~criminal ~~FEES~~proceeding ~~AND~~or ~~SERVICES~~is subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

~~Audit~~● ~~Fees~~subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities;

~~The~~● ~~aggregate~~found ~~fees~~by ~~for~~a ~~each~~court of ~~the~~competent ~~last two~~jurisdiction ~~years~~(in ~~for~~a ~~professional~~civil ~~services~~action), ~~rendered by~~ the ~~principal~~SEC ~~accountant~~or ~~for~~the ~~our~~Commodity ~~audits~~Futures ofTrading ~~our~~Commission ~~annual~~to ~~financial~~have ~~statements~~violated ~~and interim~~a ~~reviews~~federal ofor ~~our~~state ~~financial~~securities ~~statements included in our fillings with Securities and Exchange Commission on Form 10-K and 10-Qs~~ or ~~services~~commodities law, that ~~are~~has ~~normally~~not ~~provided~~been byreversed, ~~the~~suspended, ~~accountant in connection with statutory and regulatory filings~~ or ~~engagements for those years were approximately:~~vacated;

March, 2013		$	10,000
March, 2012		$	5,000

●

subject of, or a party to, any order, judgment, decree or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of a federal or state securities or commodities law or regulation, law or regulation respecting financial institutions or insurance companies, law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

~~Audit~~● ~~Related~~subject ~~Fees~~of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization, any registered entity or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

~~The~~ None ~~aggregate~~of ~~fees~~our indirectors, ~~each~~officers ofor ~~the~~affiliates, ~~last two~~or ~~years~~any ~~for~~beneficial ~~the~~owner ~~assurance~~of ~~and~~5% ~~related~~or ~~services~~more ~~provided~~of byour ~~the~~common ~~principal~~stock, ~~accountant~~or ~~that~~any ~~are~~associate ~~not~~of ~~reasonably~~such ~~related~~persons, tois ~~the~~an ~~performance of~~adverse ~~the~~party ~~audit~~in orany ~~review~~material ofproceeding ~~the~~to, ~~Company's~~or ~~financial~~has ~~statements~~a ~~and~~material ~~are~~interest ~~not~~adverse ~~reported~~to, inus ~~paragraph~~or ~~(1)~~any ~~were~~of ~~approximately:~~our subsidiaries.

March, 2013		$	0
March, 2012		$	0

Audit Committee

Our Board of Directors has not established a separate audit committee within the meaning of Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Instead the board of directors acts as the audit committee within the meaning of Section 3(a)(58)(B) of the Exchange Act. We ~~incurred~~intend ~~these~~on establishing an Audit Committee composed of independent directors of the Company. The audit committee's duties would be to recommend to the Company's board of directors the engagement of independent auditors to audit the Company's financial statements and to review its accounting and auditing principles. The audit committee would review the scope, timing and fees for the annual audit and the results of audit examinations performed by the internal auditors and independent public accountants, including their recommendations to improve the system of accounting and internal controls. The audit committee would at all times be composed exclusively of directors who are, in ~~connection~~the opinion of the Company's board of directors, free from any relationship which would interfere with ~~registration~~ the exercise of independent judgment as a committee member and who possess an understanding of financial statements and ~~financing~~generally ~~transactions.~~accepted ~~Tax~~accounting ~~Fees~~principles.

~~The aggregate fees in each of the last two years for the professional services rendered by the principal accountant for tax compliance, tax advice and tax planning were approximately:~~-31-

March, 2013		$	0
March, 2012		$	0

Table of Contents

~~All~~Compensation ~~Other Fees~~Committee

~~The~~ Our ~~aggregate~~Board ~~fees~~of inDirectors does not have a separate compensation committee responsible for determining executive and director compensation. Instead, the board of directors fulfills this function, and each member of the ~~last two~~Board ~~years~~participates ~~for~~in the ~~products~~determination. Given the small size of the Company and ~~services~~its ~~provided~~Board, byplus the ~~principal~~Company's ~~accountant~~limited resources, ~~other~~locating, ~~than~~obtaining and retaining additional independent directors is extremely difficult. In the ~~services~~absence ~~reported~~of independent directors, the Board does not believe that creating a separate compensation committee would result in ~~paragraph~~any ~~(1) were~~improvement ~~approximately:~~in the compensation determination process. Accordingly, the board of directors has concluded that the Company and its stockholders would be best served by having the entire board of director’s act in place of a compensation committee. When acting in this capacity, the Board does not have a charter.

March 31, 2013		$	0
March 31, 2013		$	0

Code Of Ethics

~~ITEM~~ We 15have adopted a code of ethics meeting the requirements of Section 406 of the Sarbanes-Oxley Act of 2002. ~~EXHIBITS~~We believe our code of ethics is reasonably designed to deter wrongdoing and promote honest and ethical conduct; provide full, fair, accurate, timely and understandable disclosure in public reports; comply with applicable laws; ensure prompt internal reporting of violations; and provide accountability for adherence to the provisions of the code of ethic. A copy of our code of ethics is available without charge, upon written request to: Montalvo Spirits, Inc., Attn: C.E.O., 5301 N. Commerce Ave., Suite F, California 93021.

Exhibit		Description
2.1		Agreement and Plan of Share exchange by and among Advanced Cloud Storage, Inc., Casa Montalvo Holdings, Inc. and the shareholders of Casa Montalvo Holdings, Inc., dated December 21, 2012*
3.1		Amended and Restated Articles of Incorporation of the Registrant.*
10.1		Exclusive Master Distribution Agreement*
10.2		Form of Employment Agreement*
10.3		Form of Director Agreement*
21		List of Subsidiaries#
31.1		Chief Executive Officer Certification of Periodic Financial Report Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002#
31.2		Chief Executive Officer Certification of Periodic Financial Report Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002#
32.1		Chief Executive Officer Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002#
32.2		Chief Financial Officer Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002#

ITEM 11. EXECUTIVE COMPENSATION

* Incorporated The following table sets forth all of the compensation awarded to, earned by ~~reference~~or paid to (i) each individual serving as the Company’s ~~Current~~principal ~~Form~~executive onofficer ~~8-K~~during the last three completed fiscal years ending March 31, ~~filed~~2015, ~~with~~2014 and 2013; (ii) each other individual that served as an executive officer of the ~~Securities~~Company ~~Commission~~at onthe ~~December~~conclusion 24of the fiscal year ended March 31, ~~2012~~2014 and who received in excess of $100,000 asin ~~amended~~the form of salary and bonus during such fiscal year.

# Filed herewith

Name and Principal Position	Year	Salary (1)		Bonus	Equity Awards		Option Awards	All Other Compensation		Total

George Frederick Meyer, President, Secretary, Treasurer and Chief Executive Officer	2012	$	-	-		-	-		-	-

Alex Viecco**	2015	$	72,000	-		-	-		-	72,000
Chief Executive Officer	2014	$	54,000	-		30,000	-		-	84,000
	2013	$	72,000	-		187,612	-		-	259,612

Carlos Gonzalez Rivera **	2015	$	72,000	-		-	-		-	72,000
Chief Operating Officer, Chief	2014	$	54,000	-		30,000	-		-	84,000
Financial Officer	2013	$	72,000	-		187,612	-		-	259,612

Sergio Gonzalez Rivera **	2015	$	72,000	-		-	-		-	72,000
President	2014	$	54,000	-		30,000	-		-	84,000
	2013	$	72,000	-		187,612	-		-	259,612

Daniel P. Cahill *	2015	$	72,000			-				72,000
Director of Sales	2014	$	9,500	-		30,000	-		-	39,500
	2013	$	-	-		120,649	-		-	120,649

31*Mr. Myer resigned effective December 21, 2012

~~SIGNATURES~~**Appointed December 21, 2012

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.-32-

~~Dated:~~Table ~~July~~of ~~15, 2013~~Contents

~~MONTALVO~~Outstanding ~~SPIRITS,~~Equity ~~INC.~~Awards ~~/s/~~at ~~Alex~~Fiscal ~~Viecco~~Year-End Name: Alex Viecco Title: Chief Executive Officer (Principal Executive Officer) /s/ Carlos Gonzalez Rivera Name: Carlos Gonzalez Rivera Title: Chief Financial Officer, Chief Operating Officer (Principal Financial Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated None.

Signature	Title	Date
/s/ Alex Viecco	Chief Executive Officer, Director	July 15, 2013
Alex Viecco	(Principal Executive Officer)
/s/ Carlos Gonzalez Rivera	Chief Financial Officer, Chief Operating Officer, and Director	July 15, 2013
Carlos Gonzalez Rivera	(Principal Financial Officer)
/s/Sergio Gonzalez Rivera	President, Director	July 15, 2013
Sergio Gonzalez Rivera
/s/Daniel Cahill	Director of Sales, Director	July 15, 2013
Daniel Cahill

Compensation of Directors

32 As of March 31, 2015, none of our directors has received any compensation from us for serving as our director, nor do we have any plans to compensate our directors until we have adequate funds to do so

~~EXHIBIT~~EMPLOYMENT ~~INDEX~~AGREEMENTS

Exhibit		Description
2.1		Agreement and Plan of Share exchange by and among Advanced Cloud Storage, Inc., Casa Montalvo Holdings, Inc. and the shareholders of Casa Montalvo Holdings, Inc., dated December 21, 2012*
3.1		Amended and Restated Articles of Incorporation of the Registrant.*
10.1		Exclusive Master Distribution Agreement*
10.2		Form of Employment Agreement*
10.3		Form of Director Agreement*
21		List of Subsidiaries#
31.1		Chief Executive Officer Certification of Periodic Financial Report Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002#
31.2		Chief Executive Officer Certification of Periodic Financial Report Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002#
32.1		Chief Executive Officer Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002#
32.2		Chief Financial Officer Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002#

On November 13, 2014, the Company entered into employment agreements (the “Employment Agreements”) with each of Sergio Gonzalez as the Company’s President, Carlos Gonzalez as then - Chief Operating Officer, and Daniel Cahill as the Company’s Director of Sales. All of the Employment Agreements provide an initial term of employment from November 13, 2014 (the “Effective Date”) until November 12, 2016, unless sooner terminated in accordance with the terms and conditions of the Employment Agreement. All of the Employment Agreements provide the employee with a salary of $72,000 per annum for the period beginning on the Effective Date through November 12, 2016.

* Incorporated byITEM ~~reference~~12. toSECURITY ~~the~~OWNERSHIP ~~Company’s~~OF ~~Current~~CERTAIN ~~Form~~BENEFICIAL ~~on 8-K~~OWNERS, ~~filed with the Securities Commission on December 24~~MANAGEMENT, ~~2012,~~AND asRELATED ~~amended~~STOCKHOLDERS MATTERS.

~~#Filed~~The ~~Herewith~~following table sets forth certain information, as of March 31, 2015 (except as otherwise indicated), regarding beneficial ownership of our Common Stock by (i) each person who is known by us to own beneficially more than 5% of the Common Stock, (ii) each of our directors and nominees for director, (iii) each of the Named Executive Officers (as defined below) and (iv) all our directors and executive officers as a group. As used in the table below, the term beneficial ownership with respect to a security consists of sole or shared voting power, including the power to vote or direct the vote, and/or sole or shared investment power, including the power to dispose or direct the disposition, with respect to the security through any contract, arrangement, understanding, relationship, or otherwise, including a right to acquire such power(s) during the 60 days immediately following March 31, 2015. As of March 31, 2015, we had 75,466,969 shares of Common Stock outstanding.

33Additionally, unless otherwise noted, the address of each person is: Care of Montalvo Spirits, Inc., 5301 N. Commerce Ave., Suite F, Moorpark, CA 93021.

Montalvo Spirits, Inc.

Shareholder	Beneficial Ownership (a)		Percent of Class (b)
Sergio Gonzalez Rivera		8,787,596		11.64	%
Daniel Cahill		3,911,343		5.18	%
Carlos Gonzalez Rivera		8,787,596		11.64	%
Alex Viecco		8,787,596		11.64	%
All Directors and Executive Officers as a group		30,274,131		40.12	%

Other 5% Shareholders
Ronald Shoemaker		6,237,295		8.26	%

(~~Formerly~~a) Security ~~Advanced~~ownership ~~Cloud~~is ~~Storage,~~direct ~~Inc~~unless indicated otherwise. Security ownership information for beneficial owners is taken from statements filed with the Securities and Exchange Commission pursuant to Sections 13(d), 13(g) and 16(a) and/or information made known to the Company.

(Ab) Based ~~Development~~on ~~Stage~~75,466,969 ~~Company)~~shares of our Common Stock outstanding as of March 31, 2015.

~~March 31, 2013 and 2012~~-33-

~~Index~~Table toof ~~the Consolidated Financial Statements~~Contents

Contents	Page(s)
Report of Independent Registered Public Accounting Firm	F-2
Consolidated Balance Sheets at March 31, 2013 and 2012	F-3
Consolidated Statements of Operations for the Fiscal Year ended March 31, 2013, for the period from April 4, 2011 (inception) through March 31, 2012 and for the period from April 4, 2011 (inception) through March 31, 2013	F-4
Consolidated Statement of Stockholders’ Equity (Deficit) for the period from April 4, 2011 (inception) through March 31, 2013	F-5
Consolidated Statements of Cash Flows for the Fiscal Year ended March 31, 2013, for the period from April 4, 2011 (inception) through March 31, 2012 and for the period from April 4, 2011 (inception) through March 31, 2013	F-6
Notes to the Consolidated Financial Statements	F-7

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

F Our -Chief 1Financial Officer and our President control Destiladora Huerta Real, S.A. de C.V. (“Huerta Real”), the producers of Montalvo Tequila. We have an outstanding note payable to Huerta Real in the principal amount of $320,000 that accrues interest at a rate of 5% per annum. We have not made any payment of principal or interest on this note to date. As such, the largest aggregate principal amount on the note during 2015 and 2014, and to date, is $320,000.

~~REPORT~~ Our OFChief ~~INDEPENDENT~~Executive ~~REGISTERED~~Officer ~~PUBLIC ACCOUNTING~~loaned ~~FIRM~~the Company $2,000 on April 1, 2012 for which we issued a note payable in the amount of $2,000, with interest at 8% per annum, with principal and interest due on March 31, 2013, The note is currently past due

To Currently, there are no contemplated transactions that the ~~Board~~Company ofmay ~~Directors~~enter ~~and~~into ~~Stockholders of~~with our officers, directors or affiliates. If any such transactions are contemplated we will file such disclosure in a timely manner with the Commission on the proper form making such transaction available for the public to view.

~~Montalvo~~ITEM ~~Spirits, Inc~~14. PR INCIPAL ACCOUNTING FEES AND SERVICES

~~(Formerly~~Audit ~~Advanced Cloud Storage, Inc.)~~Fees

(A The ~~Development~~aggregate ~~Stage~~fees ~~Company)~~for each of the last two years for professional services rendered by the principal accountant for our audits of our annual financial statements and interim reviews of our financial statements included in our fillings with Securities and Exchange Commission on Form 10-K and 10-Qs or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those years were approximately:

Moorpark, California

March, 2015		$	25,000
March, 2014		$	10,000

WeAudit ~~have~~Related audited the accompanying consolidated balance sheets of Montalvo Spirits, Inc., a development stage company, (the “Company”) as of March 31, 2013 and 2012, and the related consolidated statements of operations, stockholders’ equity (deficit) and cash flows for the fiscal year then ended, for the period from April 4, 2011 (inception) through March 31, 2012 and for the period from April 4, 2011 (inception) through March 31, 2013. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.Fees

We The ~~conducted~~aggregate ~~our~~fees ~~audits~~ in ~~accordance~~each ~~with the standards~~ of the ~~Public~~last ~~Company~~two ~~Accounting~~years ~~Oversight~~for ~~Board~~the ~~(United~~assurance ~~States). Those standards require that we plan~~ and ~~perform the~~related ~~audit~~services toprovided ~~obtain~~by ~~reasonable assurance about whether~~ the ~~consolidated~~principal ~~financial~~accountant ~~statements~~that are ~~free of material misstatement. The Company is~~ not ~~required~~reasonably torelated ~~have, nor were we engaged~~ to ~~perform,~~the anperformance ~~audit~~ of ~~its~~the ~~internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing~~ audit ~~procedures~~or ~~that~~review ~~are appropriate in the circumstances, but not for the purpose~~ of ~~expressing an opinion on~~ the ~~effectiveness of the~~ Company’'s ~~internal~~ ~~control over~~ financial ~~reporting. Accordingly, we express no such opinion. An audit includes examining on a test basis, evidence supporting the amount and disclosures in the consolidated financial~~ statements. ~~An audit also includes assessing the accounting principles used~~ and ~~significant~~are ~~estimates~~not ~~made~~reported byin ~~management,~~paragraph as(1) ~~well~~were ~~as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.~~approximately:

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of March 31, 2013 and 2012 and the results of its operations and its cash flows for the fiscal year then ended, for the period from April 4, 2011 (inception) through March 31, 2012 and for the period from April 4, 2011 (inception) through March 31, 2013 in conformity with accounting principles generally accepted in the United States of America.

March, 2015		$	0
March, 2014		$	0

~~The~~ We ~~accompanying~~incurred ~~consolidated~~these ~~financial statements~~fees ~~have been prepared assuming that the Company will continue as a going concern. As discussed~~ in ~~Note~~connection 3with toregistration ~~the consolidated financial~~ statements, ~~the Company had a deficit accumulated during the development stage at March 31, 2013~~ and ~~had~~financing ~~a net loss and net cash used in operating activities for the fiscal year then ended~~transactions. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regards to these matters are also described in Note 3. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~/s/Li~~Tax ~~and Company, PC Li and Company, PC~~Fees

~~Skillman~~ The aggregate fees in each of the last two years for the professional services rendered by the principal accountant for tax compliance, ~~New~~tax ~~Jersey~~advice and tax planning were approximately:

July 15, 2013

March, 2015		$	0
March, 2014		$	0

FAll -Other 2Fees

~~Montalvo~~ The ~~Spirits~~aggregate fees in each of the last two years for the products and services provided by the principal accountant, ~~Inc.~~other than the services reported in paragraph (1) were approximately:

(Formerly Advanced Cloud Storage, Inc.)

March 31, 2015		$	0
March 31, 2014		$	0

(A Our Board ~~Development~~of ~~Stage~~Directors ~~Company)~~pre-approves all services provided by our independent accountants. Our Board of Directors reviewed and approved all of the above services and fees.

~~Consolidated Balance Sheets~~-34-

	March 31, 2013			March 31, 2012
ASSETS
CURRENT ASSETS
Cash	$	23,291		$	6,905
Subscription Receivable		16,500			-
Inventories		346,197			37,100
Total Current Assets		385,988			44,005
TOTAL ASSETS	$	385,988		$	44,005
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilites	$	353,770		$	72,975
Advance from stockholder		150			-
Note payable		15,000			21,000
Current maturities of notes payable - related parties		26,000			15,000
Total Current Liabilities		394,920			108,975
LONG-TERM LIABILITIES
Notes payable - related parties, net of current maturities		320,000			8,000
Total Liabilities		714,920			116,975
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock par value $0.001: 10,000,000 shares authirozied; none issued or outstanding		-			-
Common stock par value $0.001: 300,000,000 shares authorized; 67,112,512 and 15,328,920 shares issued and outstanding respectively		67,113			15,329
Additional paid-in capital		1,258,552			41,771
Deficit accumulated during the development stage		(1,754,397	)		(130,070	)
Total Stockholders' Equity (Deficit)		(428,732	)		(72,970	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	286,188		$	44,005

Table of Contents

~~See~~ITEM ~~accompanying~~15 ~~notes to the consolidated financials statements~~. EXHIBITS

F - 3

Exhibit		Description
2.1		Agreement and Plan of Share exchange by and among Advanced Cloud Storage, Inc., Casa Montalvo Holdings, Inc. and the shareholders of Casa Montalvo Holdings, Inc., dated December 21, 2012*
3.1		Amended and Restated Articles of Incorporation of the Registrant.*
10.1		Exclusive Master Distribution Agreement*
10.2		Form of Employment Agreement*
10.3		Form of Director Agreement
21		List of Subsidiaries#
31.1		Chief Executive Officer Certification of Periodic Financial Report Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002#
31.2		Chief Executive Officer Certification of Periodic Financial Report Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002#
32.1		Chief Executive Officer Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002#
32.2		Chief Financial Officer Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002#
101.INS		XBRL Instance Document#
101.SCH		XBRL Schema Document#
101.CAL		XBRL Calculation Linkbase Document#
101.DEF		XBRL Definition Linkbase Document#
101.LAB		XBRL Label Linkbase Document#
101.PRE		XBRL Presentation Linkbase Document#
*	Incorporated by reference to the Company’s Current Form on 8-K, filed with the Securities Commission on December 24, 2012, as amended.

~~Montalvo~~ # ~~Spirits,~~Filed ~~Inc.~~herewith

~~(Formerly Advanced Cloud Storage, Inc.)~~-35-

(ATable ~~Development~~of ~~Stage Company)~~Contents

~~Consolidated Statements of Operations~~SIGNATURES

				For the Period from			For the Period from
				April 4, 2011			April 4, 2011
	For the Fiscal Year			(Inception)			(Inception)
	Ended			through			through
	March 31, 2013			March 31, 2012			March 31, 2013
SALES	$	28,819		$	-		$	28,819
COST OF GOODS SOLD		12,034			-			12,034
GROSS MARGIN		16,785			-			16,785
OPERATING EXPENSES
Selling expense		58,299			33,224			91,523
Salaries and wages		1,461,101			61,500			1,522,601
Consulting fee		72,000			18,000			90,000
General and administrative		45,553			16,321			61,874
Total Operating Expenses		1,636,953			129,045			1,765,998
LOSS FROM OPERATIONS		(1,620,168	)		(129,045	)		(1,749,213	)
OTHER (INCOME) EXPENSE
Interest expense		4,159			1,025			5,184
Total Other (Income) Expense		4,159			1,025			5,184
LOSS BEFORE INCOME TAX PROVISION		(1,624,327	)		(130,070	)		(1,754,397	)
Income tax provision		-			-			-
NET LOSS	$	(1,624,327	)	$	(130,070	)	$	(1,754,397	)
Net Loss per Common Share
- Basic and diluted	$	(0.02	)	$	(0.01	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
- Basic and diluted		66,209,841			15,268,589

See accompanying notes to the consolidated financials statements.

Dated: April __, 2016	MONTALVO SPIRITS, INC.

	/s/ Alex Viecco
	Name: Alex Viecco
	Title: Chief Executive Officer, Chairman
	(Principal Executive Officer)

	/s/ Carlos Gonzalez Rivera
	Name: Carlos Gonzalez Rivera
	Title: Chief Financial Officer, (Principal Financial Officer)

FPursuant -to 4the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated

Montalvo Spirits, Inc.

Signature	Title	Date

/s/ Alex Viecco	Chief Executive Officer, Charman	April 8, 2016
Alex Viecco	(Principal Executive Officer)

/s/ Carlos Gonzalez Rivera	Chief Financial Officer, and Director	April 8, 2016
Carlos Gonzalez Rivera	(Principal Financial Officer)

/s/Sergio Gonzalez Rivera	President, Director	April 8, 2016
Sergio Gonzalez Rivera

/s/Daniel Cahill	Director of Sales, Director	April 8, 2016
Daniel Cahill

~~(Formerly Advanced Cloud Storage, Inc.)~~-36-

(ATable ~~Development~~of ~~Stage Company)~~Contents

~~Consolidated~~EXHIBIT ~~Statement of Stockholders' Equity (Deficit)~~INDEX

For the Period from April 4, 2011 (inception) through March 31, 2013

Exhibit		Description
2.1		Agreement and Plan of Share exchange by and among Advanced Cloud Storage, Inc., Casa Montalvo Holdings, Inc. and the shareholders of Casa Montalvo Holdings, Inc., dated December 21, 2012*
3.1		Amended and Restated Articles of Incorporation of the Registrant.*
10.1		Exclusive Master Distribution Agreement*
10.2		Form of Employment Agreement*
10.3		Form of Director Agreement*
21		List of Subsidiaries#
31.1		Chief Executive Officer Certification of Periodic Financial Report Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002#
31.2		Chief Executive Officer Certification of Periodic Financial Report Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002#
32.1		Chief Executive Officer Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002#
32.2		Chief Financial Officer Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002#

*	Incorporated by reference to the Company’s Current Form on 8-K, filed with the Securities Commission on December 24, 2012, as amended.

					Additional		Stock			Deficit Accumulated			Total
	Common stock par value $0.001				Paid-In		Subscription			during the			Stockholders'
	Number of Shares		Amount		Capital		Receivable			Development Stage			Equity (Deficit)
Balance at inception,April 4, 2011		-	$	-	$	-	$	-		$	-		$	-
Common stock issued to founders for cash at par value upon formation		14,600,000		14,600										14,600
Common stock issued to founders for services at par value upon formation		600,000		600										600
Common stock issued for cash at $0.325 per share from August 24, 2011 through September 2, 2011		28,920		29		9,371								9,400
Common stock issued for services at $0.325 per share on September 27, 2011		100,000		100		32,400								32,500
Net loss											(130,070	)		(130,070	)
Balance at March 31, 2012		15,328,920		15,329		41,771		-			(130,070	)		(72,970	)
Reverse acqusition adjustment		51,371,092		51,371		1,102,185								1,153,556
Common stock issued for cash at $0.5 per share on December 21, 2012		200,000		200		-		(30,000	)					(29,800	)
Common stock issued for cash at $0.40 per share on February 12, 2013		12,500		13		4,987								5,000
Common stock issued for services on March 29, 2013		200,000		200		99,800								100,000
Stock subscription receivable collected								30,000						30,000
Forgiveness of debt by stockholder						9,809								9,809
Net loss											(1,624,327	)		(1,624,327	)
Balance, March 31, 2013		67,112,512	$	67,113	$	1,258,552	$	-		$	(1,754,397	)	$	(428,732	)

#Filed Herewith

~~See accompanying notes to the consolidated financials statements.~~-37-

FMontalvo -Spirits, 5Inc.

~~Montalvo~~March ~~Spirits~~31, ~~Inc.~~2015 and 2014

~~(Formerly~~Index ~~Advanced~~to ~~Cloud~~the ~~Storage,~~Consolidated ~~Inc.)~~Financial Statements

(A Development Stage Company)

Contents			Page(s)
Report of Independent Registered Public Accounting Firm			F-2
Consolidated Balance Sheets at March 31, 2015 and 2014			F-3
Consolidated Statements of Operations for the Fiscal Year ended March 31, 2015 and 2014			F-4
Consolidated Statement of Stockholders’ Equity (Deficit) for the Fiscal Year ended March 31, 2015 and 2014			F-5
Consolidated Statements of Cash Flows for the Fiscal Year ended March 31, 2015 and 2014			F-6
Notes to the Consolidated Financial Statements			F-7

~~Consolidated Statements of Cash Flows~~F-1

				For the Period from			For the Period from
				April 4, 2011			April 4, 2011
	For the Fiscal Year			(Inception)			(Inception)
	Ended			through			through
	March 31, 2013			March 31, 2012			March 31, 2013
OPERATING ACTIVITIES:
Net Loss	$	(1,624,327	)	$	(130,070	)	$	(1,754,397	)
Adjustments to reconcile net loss to net cash used in operating activities:
Allowance for doubtful accounts		-
Depreciation		-
Stock based compensation		1,237,601			33,100			1,270,701
Changes in operating assets and liabilities:
Inventories		10,903			(37,100	)		(26,197	)
Accounts payable and accrued liabilites		280,795			72,975			353,770
Net Cash Used in Operating Activities		(95,028	)		(61,095	)		(156,123	)
FINANCING ACTIVITIES:
Cash acquired from the reverse acquisition		25,764			-			25,764
Proceeds from notes payable - related party		3,000			23,000			26,000
Proceeds from notes payable		-			21,000			21,000
Repayment of notes payable		(6,000	)		-			(6,000	)
Proceeds from sale of common stock		88,500			24,000			112,500
Advanves from stockholder		150			-			150
Net Cash Provided by Financing Activities		111,414			68,000			179,414
NET CHANGE IN CASH		16,386			6,905			23,291
CASH AT BEGINNING OF PERIOD		6,905			-			-
CASH AT END OF PERIOD	$	23,291		$	6,905		$	23,291
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Interest paid		248		$	1,025		$	1,273
Income tax paid		-		$	-		$	-
NON CASH FINANCING AND INVESTING ACTIVITIES:
Common stock issued for a stock subscription receivable	$	16,500		$	-		$	16,500
Note payable issued for inventory	$	320,000		$	-		$	320,000

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~See~~The ~~accompanying~~Board ~~notes~~of toDirectors ~~the~~and ~~consolidated financials statements.~~Stockholders

FMontalvo -Spirits, 6Inc.

We have audited the accompanying consolidated balance sheets of Montalvo Spirits, Inc. (the “Company”) as of March 31, 2015 and 2014 and the related consolidated statements of operations, changes in stockholders’ deficit and cash flows for the years then ended. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (~~Formerly~~United ~~Advanced~~States). Those ~~Cloud~~standards ~~Storage~~require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company is not required to have, ~~Inc~~nor were we engaged to perform, an audit of its internal control over financial reporting.) Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

(AIn ~~Development~~our ~~Stage~~opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company) as of March 31, 2015 and 2014 and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the consolidated financial statements, the Company had an accumulated deficit at March 31, ~~2013~~2015, a net loss and ~~2012~~net cash used in operating activities for the year then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regards to these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Notes~~/s/Li toand ~~the~~Company, ~~Consolidated Financial Statements~~PC

~~Note~~Li ~~1 – Organization~~ and ~~Operations~~Company, PC

~~Montalvo Spirits~~Skillman, ~~Inc.~~New ~~(Formerly Advanced Cloud Storage, Inc.)~~Jersey

~~Advanced~~April ~~Cloud Storage~~8, Inc. (“Advanced Cloud Storage”) was incorporated on November 18, 2010 under the laws of the State of Nevada. The Company intends to market and sell its planed secure online data storage through its’ intended website.2016

~~Amendment to the Certificate of Incorporation~~F-2

On December 21, 2012, holders of a majority of the Company’s outstanding Common Stock voted to amend the Company’s Articles of Incorporation to: (i) change its name to “Montalvo Spirits, Inc.” (the “Company”), (ii) increase the number of its authorized shares of capital stock from 75,000,000 shares to 310,000,000 consisting of (a) 300,000,000 shares were designated as Common Stock and (b) 10,000,000 shares were designated as blank check preferred stock and (iii) effectuate a forward split on a 1:32.4552 basis (“the Amendment”).

Montalvo Spirits, Inc. Consolidated Balance Sheets

	March 31, 2015			March 31, 2014
ASSETS
CURRENT ASSETS
Cash	$	50,757		$	20,143
Accounts receivable		20,985			35,171
Inventories		104,800			308,213
Total Current Assets		176,542			363,527

TOTAL ASSETS	$	176,542		$	363,527

LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable and accrued liabilites	$	597,822		$	619,909
Advance from stockholder		8,700			8,700
Notes payable		27,351			11,900
Convertible notes payable, net of discount		1,556			-
Derivative liability		137,691			-
Current maturities of notes payable - related parties		346,000			26,000

Total Current Liabilities		1,119,120			666,509

LONG-TERM LIABILITIES
Convertible notes payable, net of discount		29,156			-
Derivative liability		218,469			-
Notes payable - related parties, net of current maturities		-			320,000

Total Long-Term Liabilities		247,625			320,000

Total Liabilities		1,366,745			986,509

STOCKHOLDERS' DEFICIT
Preferred stock par value $0.001: 10,000,000 shares authirozied; none issued or outstanding		-			-
Common stock par value $0.001: 300,000,000 shares authorized; 75,466,969 and 70,157,512 shares issued and outstanding, respectively		75,467			70,158
Additional paid-in capital		2,360,298			2,106,072
Accumulated deficit		(3,625,968	)		(2,799,212	)

Total Stockholders' Deficit		(1,190,203	)		(622,982	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	176,542		$	363,527

~~CASA~~See ~~Montalvo~~accompanying ~~Holdings,~~notes ~~Inc~~to the consolidated financials statements.

CASA Montalvo Holdings, Inc. (“Casa Montalvo”) was incorporated under the laws of the State of California on April 4, 2011. The Company develops, markets and/or distributes alcoholic beverages, primarily in the United States.F-3

Formation of Montalvo Imports LLC

Montalvo Spirits, Inc. Consolidated Statements of Operations

	For the Fiscal Year Ended
		March 31, 2015			March 31, 2014

SALES		$	112,697		$	119,916

COST OF GOODS SOLD
Cost of goods sold			33,105			38,945
Inventory obsolescence and markdowns			274,182			-

COST OF GOODS SOLD			307,287			38,945

GROSS MARGIN			(194,590	)		80,971

OPERATING EXPENSES
Selling expense			99,702			199,641
Salaries and wages			112,538			289,000
Consulting fees			32,262			142,828
General and administrative			123,771			188,137

Total Operating Expenses			368,273			819,606

LOSS FROM OPERATIONS			(562,863	)		(738,635	)

OTHER (INCOME) EXPENSE
Financing expense			-			301,500
Derivative expense			158,368			-
Change in fair value of derivative liabilities			15,394			-
Interest expense			90,131			4,680

Total Other (Income) Expense			263,893			306,180
			-
LOSS BEFORE INCOME TAX PROVISION			(826,756	)		(1,044,815	)

Income tax provision			-			-

NET LOSS		$	(826,756	)	$	(1,044,815	)

Net Loss per Common Share
- Basic and diluted		$	(0.01	)	$	(0.02	)

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
- Basic and diluted			71,703,883			67,818,145

OnSee ~~August~~accompanying 9,notes ~~2012, the Company formed Montalvo Imports LLC (“LLC” or “Imports”) under the laws of the State of Delaware. The LLC, of which the Company is the sole member, was formed~~ to ~~provide~~ the ~~same~~consolidated ~~services~~financials ~~as that of the Company~~statements.

~~Acquisition of CASA Montalvo Treated as a Reverse Acquisition~~F-4

On December 21, 2012, Advanced Cloud Storage, Inc., a Nevada corporation, entered into and consummated the Agreement and Plan of Share Exchange (the “Exchange Agreement”) with Casa Montalvo Holdings, Inc., a California corporation (“Casa Montalvo”) and the shareholders of Casa Montalvo (the “Exchange”). Upon consummation of the transactions set forth in the Agreement (the “Closing”), the Registrant adopted the business plan of Casa Montalvo.

Montalvo Spirits, Inc. Consolidated Statement of Stockholders' Deficit For the Period from March 31, 2013 through March 31, 2015


	Common stock par value $0.001				Additional Paid-In Capital
	Number of Shares		Amount		Additional Paid-In Capital		Accumulated Deficit			Total Stockholders' Deficit

Balance, March 31, 2013		67,112,512	$	67,113	$	1,358,352	$	(1,754,397	)	$	(328,932	)

Common stock issued for cash
at $0.50 per share on June 15, 2013		10,000		10		4,990					5,000

Common stock issued for cash
at $0.50 per share from July 5, 2013 to August 29, 2013		146,000		146		72,854					73,000

Common stock issued for services on July 15, 2013,
valued at $0.50 per share		111,000		111		55,389					55,500

Common stock issued for notes payable and
accrued interest on July 15, 2013, valued at $0.50 per share		32,500		32		16,218					16,250

Common stock issued for commitment shares
on August 29, 2013, valued at $0.50 per share		603,000		603		300,897					301,500

Common stock issued for cash
at $0.20 per share on September 3, 2013		10,000		10		1,990					2,000

Common stock issued for cash
at $0.20 per share on Novmber 13, 2013		20,000		20		4,980					5,000

Common stock issued for cash
at $0.242 per share on Novmber 13, 2013		100,000		100		24,140					24,240

Common stock issued for cash
at $0.234 per share on Novmber 15, 2013		100,000		100		23,300					23,400

Common stock issued for cash
at $0.20 per share on December 3, 2013		100,000		100		17,900					18,000

Common stock issued for cash
at $0.15 per share of February 28, 2014		166,667		167		24,833					25,000

Common stock issued for services
vauled at $0.15 per share on February 28, 2014		145,833		146		21,729					21,875

Common stock issued for services,
valued at $0.12 per share on March 28, 2014		1,500,000		1,500		178,500					180,000

Net loss								(1,044,815	)		(1,128,761	)

Balance, March 31, 2014		70,157,512		70,158		2,106,072		(2,799,212	)		(622,982	)

Common stock issued for services
at $0.10 per share on June 16, 2014		11,111		11		1,100					1,111

Common stock issued for services
at $0.10 per share on June 23, 2014		11,111		11		1,100					1,111

Common stock issued for services
at $0.10 per share on June 30, 2014		11,111		11		1,100					1,111

Common stock issued for services
at $0.10 per share from July 7, 2014 to August 15, 2014		144,443		144		14,300					14,444

Common stock issued for cash
at $0.075 per share of August 20, 2014		200,000		200		14,800					15,000

Common stock issued for services
at $0.075 per share from August 25, 2014 to September 15, 2014		112,500		112		8,326					8,438

Common stock issued for commitment shares
on September 12, 2014, valued at $0.0711 per share		400,000		400		28,040					28,440

Common stock issued for services
at $0.077 per share on October 6, 2014		11,111		11		844					855

Filing Compare · Montalvo Spirits, Inc.