UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended November 30, ~~2012~~2013

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to _________.

Commission File Number: 001-34128

Dolat Ventures, Inc.

(Exact name of registrant as specified in its charter)

Nevada		27-1885936
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)
545 Eighth Avenue, Suite 401 New York, NY		10018
No. 149 Beijing Road, Cultural Industry Park Office 5F, Fengtai District, Beijing, 10, People’s Republic of China
(Address of principal executive offices)		(Zip Code)

~~(212)~~+86 ~~502~~010-~~6657~~51363458 (Registrant’s telephone number, including area code)

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

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

Yes o No o

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

Large Accelerated Filer o¨ Accelerated Filer o¨ Non-Accelerated Filer o¨ Smaller Reporting Company x

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

~~Yes~~As ~~o No x~~of as of November 30, 2013 the registrant had 172,066,362 shares of its Common Stock, $0.001 par value, outstanding.

As of as of November 30, 2012 the registrant had 107,466,362 shares of its Common Stock, $0.001 par value, outstanding.

DOLAT VENTURES, INC.

FORM 10-Q

NOVEMBER 30, ~~2012~~2013

INDEX

PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	Consolidated Balance Sheets as of November 30, 2012 (unaudited) and May 31,2012	3
	Unaudited Balance Sheets as of November 30, 2013 and February 28, 2013	3
	Consolidated Statements of Operations for the Nine Months Ended November 30, 2012 and 2011 and for the Period April 13, 2006 (Inception) to August 31, 2012 (unaudited)	4
	Unaudited Statements of Operations for the Three Months & Nine Months Ended November 30, 2013 and 2012	4
	Consolidated Statements of Cash Flows for the Nine Months Ended November 30, 2012 and 2011 and for the Period April 13, 2006 (Inception) to August 31, 2012 (unaudited)	5
	Unaudited Statements of Cash Flows for the Nine Months Ended November 30, 2013 and 2012	5
	Notes to Consolidated Financial Statements (unaudited)	6
	Notes to Financial Statements (unaudited)	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1714
Item 3	Quantitative and Qualitative Disclosures About Market Risk	2117
Item 4.	Controls and Procedures	2118
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	2319
Item 1.A.	Risk Factors	2319
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2319
Item 3.	Defaults Upon Senior Securities	2319
Item 4.	~~Mine~~(Removed ~~Safety~~& ~~Disclosures~~Reserved)	2319
Item 5.	Other Information	2319
Item 6.	Exhibits	2420
SIGNATURE		2521

2 Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Dolat Ventures, Inc. and Subsidiaries

DOLAT VENTURES, INC.
BALANCE SHEETS
UNAUDITED

	February 28,			November 30,
Assets:	2013			2013
Current Assets
Cash	$	2		$	4
Total Current Assets		2			4

Total Assets	$	2		$	4

Liabilities and Stockholders' Deficit:
Current Liabilities
Accounts Payable and Accrued Expenses	$	30,212		$	16,450
Accounts Payable- Related Party		14,935			14,960
Shareholder Loan		33,467			47,533
Convertible Notes Payable		6,526			131,526
Convertible Note Payable- Related Party		5,000			5,000
Derivative Liability		101,140			1,567,043
Total Current Liabilities		191,280			1,782,512

Total Liabilities		191,280			1,782,512

Stockholders' Equity/(Deficit):
Preferred Stock, Par value $0.001, Authorized 25,000,000 shares
Series A Preferred Stock, 1,000,000 shares designated,
no shares issued and outstanding		-			-
Series B Preferred Stock, 24,000,000 shares designated,
4,981,350 shares issued and outstanding		4,981			4,981
Common Stock, Par value $0.001, Authorized 250,000,000 shares
Issued 119,966,362 and 172,066,362, respectively		119,966			172,066
Additional Paid-In Capital		14,122,633			14,381,633
Deficit Accumulated During Exploration Stage		(14,438,858	)		(16,341,188	)
Total Stockholders' Deficit		(191,278	)		(1,782,508	)

Total Liabilities and Stockholders' Equity	$	2		$	4

~~(An~~The ~~Exploration~~accompanying ~~Stage~~notes ~~Company)~~are an integral part of these unaudited financial statements.

~~Consolidated~~3 ~~Balance~~Table ~~Sheets~~of Contents

	31-Aug				31-Aug				30-Nov			30-Nov
	2011				2012				2011			2012
	(unaudited)				(unaudited)				(unaudited)			(unaudited)
ASSETS
Current assets
Cash		$	37,295			$	8,599		$	37,295		$	393
Related party note receivable			46,482				56,482			46,482			50,482
Prepaid expenses			22,500				22,500			22,500			22,500
Total current assets			106,277				87,581			106,277			73,375
Property and equipment, net			429,036				374,248			429,036			319,460
Total assets		$	535,313			$	482,075		$	535,313			392,835
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities
Bank overdraft		$	76,239			$	60,049		$	76,239		$	60,049
Accounts payable			60,323				58,873			60,323			69,631
Accrued liabilities			9,200				8,809			9,200			8,809
Related party payables			6,435				35,935			6,435			40,935
Notes payable			157,693				57,496			157,496			51,496
Total liabilities			309,693				220,442			309,693			230,920
Commitments and contingencies
Stockholders' deficit
Preferred stock, $0.001 par value, 25,000,000 shares authorized
Series A preferred stock, 1,000,000 shares designated,
no shares shares issued and outstanding			-
Series B preferred stock, 24,000,000 shares designated,
no shares shares issued and outstanding			-
Common stock, $.001 par value, 250,000,000 shares authorized,
98,660,000 and 107,466,000 shares issued and outstanding
at Aug 31, 2012 and Nov 30, 2012 respectively			84,689				98,660			84,689			107,466
Additional paid-in capital			11,561,581				11,847,304			11,561,581			11,891,101
Accumulated other comprehensive income (loss)			(46,567	)			(37,487	)		(45,567	)		(42,104	)
Deficit accumulated during the exploration stage			(11,328,680	)			(11,574,836	)		(11,328,680	)		(11,657,285	)
Total Dolat Ventures stockholders' deficit			271,023				333,947			271,023			299,178
Noncontrolling interest			(45,403	)			(92,560	)		(45,403	)		(137,263	)
Total stockholders' deficit			225,620				241,387			255,620			161,915
Total liabilities and stockholders' deficit		$	535.313			$	461,829		$	535,313			392,835

DOLAT VENTURES, INC.

~~See~~STATEMENTS ~~accompanying~~OF ~~notes to unaudited consolidated financial statements.~~OPERATIONS

3(UNAUDITED)

Dolat Ventures, Inc. and Subsidiaries

	For the Three Months						For the Nine Months
	Ended November 30,						Ended November 30,
	2013			2012			2013			2012
Revenues	$	-		$	-		$	-		$	-
Costs of revenues		-			-			-			-
Gross Margin		-			-			-			-

Operating Expenses:
Stock Issued for Services		42,000			-			126,500			-
Professional fees		9,000			8,554			110,917			15,946
Stock based compensation		110,000			75,000			184,600			75,000
Wages		-			-			-			-
General and administrative		54			10,060			9,547			21,351
Total Operating Expenses		161,054			93,614			431,564			112,297

Operating (Loss)		(161,054	)		(93,614	)		(431,564	)		(112,297	)

Other (Expense):
Prior period adjustments		-			-			-			-
Interest Expense		(1,973	)		-			(4,863	)		-
Derivative Expense		(323,726	)		(46,069	)		1,465,903			(50,711	)
Total Other Income (Expense)		(325,699	)		(46,069	)		1,470,766

Net (Loss) Before Taxes		(486,753	)		(139,683	)		(1,902,330	)		(163,008	)

Income Tax Provision		-			-			-			-

Net (Loss)	$	(486,753	)	$	(139,683	)	$	(1,902,330	)	$	(163,008	)

Loss per Share, Basic & Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted Average Shares Outstanding		161,418,180			107,466,362			166,022,406			105,444,140

~~(An~~The ~~Exploration~~accompanying ~~Stage~~notes ~~Company)~~are an integral part of these unaudited financial statements.

~~Consolidated~~4 ~~Statements~~Table of ~~Operations~~Contents

~~(unaudited)~~DOLAT VENTURES, INC.

	For the nine months ended			For the nine months ended			13-Apr-06 inception to			For the six months ended			13-Apr-06 (Inception) to
	Nov 30, 2012			Nov 30, 2011			Nov 30, 2012			Aug 31, 2012			Aug 31, 2011			Aug 31, 2012
Sales Revenues	$	-		$	-		$	30,870		$	-		$	-		$	30,870
Operating Expenses
Mineral property Expenditures		-			-			11,144			-						11,144
General and administrative expenses		11,146			59,198			458,749			11,361			59,198			458,749
Professional fees		4,145			53,772			485,671			8,680			53,772			485,749
Depreciation expense		54,788			13,697			188,069			-			13,697			133,281
Stock based compensation and donations		-			-			10,641,050									10,641,050
Total operating expenses		70,079			126,667			11,760,024			20,041			126,667			11,689,945
Loss from operations		(70,079	)		(126,667	)		(11,760,024	)		(20,041	)		(126,667	)		(11,689,945	)
Other income (expense)
Interest expense		(19,813	)		(5,857	)		(39,141	)		-			(5,857	)		(19,328	)
Total other income (expense)		-						(39,141	)
Loss before income taxes		(89,892	)		(132,524	)		(11,799,165	)		(20,041	)		(132,524	)		(11,709,273	)
Provision for income taxes								-
Net loss attributable non-controlling interest		7,443			21,914			137,263			7,443			21,914			129,820
Net loss attributable to Dolat Ventures, Inc.		(82,449	)		(110,610	)	$	(11,661,902	)		(12,598	)		(110,610	)		(11,579,299	)
Weighted average number of shares outstanding – Basic and diluted		98,660,000			84,435,094			107,466,362			98,660,000			84,435,094			98,600,000
Foreign currency translation gain		-			(9,080	)		4,617			4,463			(4,617	)		4,617
Total comprehensive loss	$	(82,449	)	$	(119,690	)	$	(11,657,285	)	$	(8,135	)		(115,227	)		(11,579,299	)

STATEMENTS OF CASH FLOWS

~~See accompanying notes to unaudited consolidated financial statements.~~(UNAUDITED)

	For the Nine Months Ended
	November 30,
	2013			2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss for the Period	$	(1,902,330	)	$	(163,008	)
Adjustments to reconcile net loss to net cash used by operating activities:
Depreciation and Amortization
Derivative Expense		1,465,903			50,711
Stock Based Compensation		184,600			75,000
Shares Issued for Services		126,500
Prior period adjustments
Changes in Operating Assets and Liabilities
Decrease in Note Receivable		-			400
Increase (Decrease) in Accounts Payable and Accrued Expenses		(13,737	)		8,777

Net Cash Used in Operating Activities		(139,064	)		(28,120	)

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from Shareholder Loans		14,066			13,300
Proceeds from Convertible Note Payable		125,000
Proceeds from Convertible Note Payable to Related Parties		-			5,000
Net Cash Provided by Financing Activities		139,066			18,300

Net (Decrease) Increase in Cash		2			(9,820	)
Cash at Beginning of Period		2			10,216
Cash at End of Period	$	4		$	396

~~Dolat~~The ~~Ventures,~~accompanying ~~Inc.~~notes ~~and~~are ~~Subsidiaries~~an integral part of these unaudited financial statements.

~~(An~~5 ~~Exploration~~Table ~~Stage~~of ~~Company)~~Contents

~~Consolidated~~Dolat ~~Statements~~Ventures, ofInc. ~~Cash Flows~~

~~(unaudited)~~Notes to Financial Statements

	For the Three Months Ended						13-Apr-06 (Inception) to
	Nov. 30			Nov. 30			Nov 30
	2012			2011			2012
Cash flows from operating activities:
Net loss	$	(82,499	)	$	(110,610	)	$	(11,657,335	)
Adjustments to reconcile net loss to net cash used in operations:
Non-controlling interests		(44,703	)		(21,914	)		(167,234	)
Depreciation		54,748			13,697			174,332
Mineral property impairment		-						1,548
Stock issued for charitable donations		-						56,250
Stock issued for services		2,500						10,587,300
Changes in operating assets and liabilities:
Employee advances		-						8,519
Prepaid expenses		-			(9,273	)		(22,500	)
Bank overdraft		-			10,711			47,431
Related party payables		(5,000	)					26,682
Accounts payable and accrued liabilities		(78,440	)		(17,646	)		(136,779	)
Net cash used in operating activities		(153,304	)		(135,035	)		(1,081,695	)
Cash flows from investing activities:
Cash acquired from acquisitions		-						31,599
Acquisition of property and equipment		-			(4,000	)		(4,000	)
Acquisition of mineral property		-						(1,548	)
Issuance of note receivable - related party		-						(18,218	)
Advances to related entities		-						(307,103	)
Net cash from (used in) investing activities		-			(4,000	)		(299,270	)
Cash flows from financing activities:
Proceeds from issuance of common stock		146,098			50,000			1,353,098
Proceeds from loans payable		5,000			100,000			138,040
Payments on loans payable		(6,000	)		(15,296	)		(115,778	)
Net cash from financing activities		145,098			134,704			1,381,360
Effect of exchange rate changes on cash		-			3,674			-
Net increase (decrease) in cash		(8,206	)		(657	)		(8,206	)
Cash at beginning of period		8,599			37,295			8,599
Cash at end of period	$	393		$	37,295		$	393

November 30, 2013

~~See accompanying notes to unaudited consolidated financial statements.~~(Unaudited)

Dolat Ventures, Inc. and Subsidiaries

Notes to Consolidated Financial Statements

Nov 30, 2012

(unaudited)

Note 1 – Nature of Business, Presentation, and Going Concern

Organization

Dolat Ventures, Inc., the “Company” was incorporated in Nevada on April 13, 2006 with the intent to engage in the business of mineral property exploration. On March 20, 2013, the Company changed its domicile from Nevada to Wyoming.

On February 9, 2009, the Company entered into an Agreement and Plan of Acquisition (the “Acquisition Agreement”) with Dove Diamond and Mining, Inc. (“Dove”), a Nevada corporation, and the shareholders of Dove (“Dove Shareholders”) whereby the Company acquired 100% of the issued and outstanding common stock of Dove in exchange (the “Stock Exchange”) for 20,622,000 newly issued shares of its restricted common stock. The final closing was concluded and is effective February 15, 2009. For accounting purposes, as a result of the Stock Exchange, isDove ~~being~~became ~~accounted~~a ~~for~~wholly asowned ifsubsidiary of the Company. Dove isceased ~~considered~~being a ~~newly~~subsidiary ~~created~~of ~~entity. Dove~~the ~~will~~Company ~~import~~effective ~~and~~March ~~wholesale~~1, ~~rough~~2011 ~~diamonds~~when ~~and~~Dove’s ~~gemstones~~corporate charter was permanently revoked by Nevada.

In conjunction with the acquisition of Dove, the Company experienced a change in control. On February 28, 2009 Shmuel Dovid Hauck was nominated and elected by the Board of Directors as President of Dolat Ventures, Inc. upon the resignation of Gary Tice, who previously served as President, Chief Financial Officer, Secretary, and a Director. Mr. Hauck was also appointed to the Board of Directors on February 28, 2009.

On April 13, 2010, the Company entered into a ~~Share~~commercial ~~Exchange~~based ~~Agreement~~agreement with Millennium Mining LLC (“Millennium”),. aThe ~~Sierra Leone Limited Liability~~ Company~~. Under~~ ~~the~~issued ~~agreement, the company acquired 75% of the capital stock of Millennium in exchange for~~ thirty million (2830,000,000) shares of ~~the Company’s~~ common stock. ~~The~~to ~~shares~~Millennium ofas ~~stock~~consideration ~~acquired~~for ~~were~~the ~~owned~~formation byof ~~Mr.~~a ~~Shumel~~commercial ~~Dovid~~association ~~Hauck,~~between the ~~Company’s~~two ~~President and majority shareholder~~entities. ~~Millennium~~ isThe anCompany ~~operating~~ceased ~~entity~~its incommercial ~~the~~association ~~business~~with ofMillennium ~~mining~~effective ~~and~~March ~~wholesale~~1, ~~distribution of diamonds and precious gemstones~~2011.

Segment Information

In accordance with the provisions of ASC 280-10, “Disclosures about Segments of an Enterprise and Related Information”, the Company is required to report financial and descriptive information about its reportable operating segments. This provision is not applicable as the Company's planned principal operations have not fully commenced.

Basis of Presentation

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in The United States of America and the rules and regulations of the Securities and Exchange Commission (“SEC”).

6 Table of Contents

Going Concern

The accompanying unaudited consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As reflected in the accompanying consolidated financial statements, the Company had an accumulated deficit of $11,657,285 at November 30, 2012, a net loss of $82,449 for the Nine Months ended November 30, 2012, as compared to a net loss of $110,610 for the same three month period ending November 30, 2011. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

The ability of the Company’s to continue as a going concern is dependent upon the Company’s ability to further implement its business plan, generate revenues, and continue to raise additional investment capital. No assurance can be given that the Company will be successful in these efforts.

The unaudited ~~consolidated~~ financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.

Note 2 – Summary of Significant Accounting Policies

Use of Estimates

The preparation of ~~consolidated~~ financial statements in conformity with accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates in the accompanying ~~consolidated~~ financial statements include the depreciable lives of property and equipment, valuation of share-based payments and the valuation allowance on deferred tax assets. Actual results could differ from those estimates and would impact future results of operations and cash flows.

~~Principles~~Reclassification of ~~Consolidation~~Prior Year Financial Statements

The ~~consolidated~~Company ~~financial~~has ~~statements include the accounts of Dolat Ventures~~reclassified, ~~Inc.,~~where ~~its wholly-owned subsidiary~~appropriate, ~~Dove~~the ~~Diamond~~prior ~~and~~year ~~Mining,~~financial ~~Inc.,~~statements ~~and~~to ~~its~~conform ~~majority-owned~~to ~~subsidiary,~~the ~~Millennium~~current ~~Mining~~year ~~LLC~~presentation. ~~All significant inter-company balances and transactions have been eliminated in consolidation.~~

Reclassifications

Certain items on the 2010 statement of operations, and statement of cash flows have been reclassified to conform to the current period presentation.

Cash and Cash Equivalents

The Company considers all highly liquid temporary cash investments with an original maturity of twelve months or less to be cash equivalents. At ~~Nov.~~November 30, ~~2012~~2013 and ~~Nov.~~February 3028, ~~2011~~2013, respectively, the Company had no$4 and $2 in cash equivalents.

Property and Equipment

Property and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation of property and equipment is computed by the straight-line method (after taking into account their respective estimated residual values) over the assets estimated useful lives of 10 years. Upon sale or retirement of property and equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the consolidated statements of operations. Leasehold improvements are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter.

Depreciation expense for the nine months ended Nov 30, 2012 was $174,332.

Mineral Property and Exploration Costs

The Company has been in the exploration stage since April 13, 2006 and has not yet realized sustainable revenues from its planned operations. It is primarily engaged in ~~the~~attempting ~~acquisition~~to acquire, ~~exploration~~explore, and ~~development~~develop of mining properties and attempting the wholesale distribution and sale of diamonds and precious gemstones. In accordance with Securities and Exchange Commission Industry Guide 7, mineral property acquisition costs and exploration costs are expensed to operations as incurred.

When it has been determined that a mineral property can be economically developed as a result of establishing probable and then proven reserves, the costs then incurred to develop such property are capitalized. Such costs will be amortized using the units-of-production method over the estimated life of the probable-proven reserves. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.

Table of Contents

Impairment or Disposal of Long-Lived Assets

The Company accounts for the impairment or disposal of long-lived assets according to the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360 “Property, Plant and Equipment”. ASC 360 clarifies the accounting for the impairment of long-lived assets and for long-lived assets to be disposed of, including the disposal of business segments and major lines of business. Long-lived assets are reviewed when facts and circumstances indicate that the carrying value of the asset August not be recoverable. When necessary, impaired assets are written down to estimate fair value based on the best information available. Estimated fair value is generally based on either appraised value or measured by discounting estimated future cash flows. Considerable management judgment is necessary to estimate discounted future cash flows. Accordingly, actual results could vary significantly from such estimates.

Fair Value of Financial Instruments

FASB ASC 820, Fair Value Measurements and Disclosures, establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 states that a fair value measurement should be determined based on the assumptions the market participants would use in pricing the asset or liability. In addition, ASC 820 specifies a hierarchy of valuation techniques based on whether the types of valuation information (“inputs”) are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

The twelve broad levels defined by ASC 820 hierarchy are as follows:

Level 1 – quoted prices for identical assets or liabilities in active markets.

Level 2 – pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reported date.

Level 3 – valuations derived from methods in which one or more significant inputs or significant value drivers are unobservable in the markets.

These financial instruments are measured using management’s best estimate of fair value, where the inputs into the determination of fair value require significant management judgment to estimation. Valuations based on unobservable inputs are highly subjective and require significant judgments. Changes in such judgments could have a material impact on fair value estimates. In addition, since estimates are as of a specific point in time, they are susceptible to material near-term changes. Changes in economic conditions ~~August~~\may also dramatically affect the estimated fair values.

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of November 30, ~~2012~~2013. The respective carrying value of certain financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include ~~related party receivables, prepaid expenses,~~ accounts payable and accrued expenses and related party payables. The fair value of the Company’s notes payable is estimated based on current rates that would be available for debt of similar terms which is not significantly different from its stated value.

Revenue Recognition

The Company ~~recognized~~recognizes revenue on arrangements in accordance with ASC Topic 605, “Revenue Recognition” (“ASC Topic 605”). Under ASC Topic 605, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. Revenue is recognized when the products are received and accepted by the customer.

Table of Contents

Environmental Costs

Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations, and which do not contribute to current or future revenue generation, are expensed. Liabilities are recorded when environmental assessments and/or remedial efforts are probable, and the cost can be reasonably estimated. Generally, the timing of these accruals coincides with the earlier of completion of a feasibility study or the Company’s commitments to plan of action based on the then known facts.

Stock Based Compensation

The Company accounts for Stock-Based Compensation under ASC 718 “Compensation – Stock Compensation”, which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 is a revision to SFAS No. 123, "Accounting for Stock-Based Compensation," and supersedes Accounting Principles Board ("APB") Opinion No. 25, "Accounting for Stock Issued to Employees," and its related implementation guidance. ASC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized.

The Company accounts for stock-based compensation awards to non-employees in accordance with ASC 505-50 “Equity-Based Payments to Non-Employees” ("ASC 505-50"). Under ASC 505-50, the Company determines the fair value of the warrants or stock-based compensation awards granted as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. Any stock options issued to non-employees are recorded in expense and additional paid-in capital in shareholders' equity/(deficit) over the applicable service periods using variable accounting through the vesting dates based on the fair value of the options at the end of each period.

The Company has not adopted a stock option plan and has not granted any stock options as of November 30, ~~2012~~2013.

Income Taxes

Income taxes are accounted for under the liability method of accounting for income taxes. Under the liability method, future tax liabilities and assets are recognized for the estimated future tax consequences attributable to differences between the amounts reported in the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Future tax assets and liabilities are measured using enacted or substantially enacted income tax rates expected to apply when the asset is realized or the liability settled. The effect of a change in income tax rates on future income tax liabilities and assets is recognized in income in the period that the change occurs. Future income tax assets are recognized to the extent that they are considered more likely than not to be realized.

The FASB has issued ASC 740 “Income Taxes” (formerly, Financial Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” – An Interpretation of FASB Statement No. 109 (FIN 48)). ASC 740 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements in accordance with prior literature FASB Statement No. 109, Accounting for Income Taxes. This standard requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements.

As a result of the implementation of this standard, the Company performed a review of its material tax positions in accordance with recognition and measurement standards established by FASB ASC 740 and concluded that the tax position of the Company has not met the more-likely-than-not threshold as of ~~February~~November 2930, ~~2012~~2013.

109 Table of Contents

Foreign Currency Translation

The consolidated financial statements are presented in United States dollars. In accordance with ASC 828 ‘‘Foreign Currency Matters’’, foreign denominated monetary assets and liabilities are translated into their United States dollar equivalents using foreign exchange rates which prevailed at the balance sheet date. Non-monetary assets and liabilities are translated at the exchange rates prevailing at the transaction date. Revenue and expenses are translated at average rates of exchange during the year. Gains or losses resulting from foreign currency transactions are included in results of operations. Translation adjustments are included in Accumulated Other Comprehensive Income (Loss).

Basic and Diluted Loss Per Share

The Company computes income (loss) per share in accordance with ASC 260, "Earnings per Share", which requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the statement of operations. Basic EPS is computed by dividing income (loss) available to common shareholders by the weighted average number of shares outstanding during the period. Diluted EPS gives effect to all dilutive potential shares of common stock outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. ~~Dilutive~~ ~~loss per share has not been presented because as of February 28, 2011 and 2010, respectively, there were no common share equivalents outstanding.~~

~~Segment~~As ~~Information~~of November 30, 2013, there were 131,785,714 potentially dilutive shares that could be issued if the common stock conversion feature contained in the convertible notes payable were exercised.

InEmerging ~~accordance~~Growth ~~with the provisions of ASC 280-10, “Disclosures about Segments of an Enterprise and Related Information”, the~~ Company ~~is required to report financial and descriptive information about its reportable operating segments. The Company operates in only one operating segment as of February 29, 2012.~~

~~Exploration~~We ~~Stage~~qualify ~~Company~~as an “emerging growth company” under the 2012 JOBS Act. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. As an emerging growth company, we can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period.

The Company is an “exploration stage company” as defined in the Securities and Exchange Commission Industry Guide 7, and is subject to compliance with ASC Topic 915 “Development Stage Entities”. To date, the Company's planned principal operations have not fully commenced.

Accounting Standards Codification

In September 2009, the Financial Accounting Standards Board (“FASB”) issued ASC 105, formerly FASB Statement No. 168, the FASB Accounting Standards Codification (“Codification”) and the Hierarchy of Generally Accepted Accounting Principles (“GAAP”), a replacement of FASB Statement No. 162 (“SFAS 168”). SFAS 168 establishes the Codification as the single source of authoritative GAAP in the United States, other than rules and interpretive releases issued by the SEC. The Codification is a reorganization of current GAAP into a topical format that eliminates the current GAAP hierarchy and establishes instead two levels of guidance — authoritative and non-authoritative. All non-grandfathered, non-SEC accounting literature that is not included in the Codification will become non-authoritative. The FASB’s primary goal in developing the Codification is to simplify user access to all authoritative GAAP by providing all the authoritative literature related to a particular accounting topic in one place. The Codification was effective for interim and annual periods ending after September 15, 2009. As the Codification was not intended to change or alter existing GAAP, it did not have a material impact on the Company’s consolidated financial statements.

Effect of Recent Accounting Pronouncements

~~The~~In ~~Company~~October ~~reviews~~2012, ~~new~~the ~~accounting~~Financial ~~standards~~Accounting asStandards ~~issued.~~Board No(FASB) ~~new~~issued ~~standards~~Accounting ~~had~~Standards ~~any~~Update ~~material~~(ASU) ~~effect~~2012-04, on''Technical ~~these~~Corrections ~~consolidated~~and ~~financial~~Improvements" ~~statements.~~in ~~The~~Accounting ~~accounting~~Standards ~~pronouncements~~Update ~~issued~~No. ~~subsequent~~2012-04. toThe ~~the~~amendments ~~date~~in ofthis ~~these~~update ~~financial~~cover ~~statements~~a ~~that~~wide ~~were~~range ~~considered~~of ~~significant~~Topics byin ~~management were evaluated for~~ the ~~potential~~Accounting ~~effect~~Standards onCodification. ~~these~~These ~~consolidated~~amendments ~~financial~~include ~~statements.~~technical ~~Management~~corrections ~~does~~and ~~not~~improvements ~~believe~~to ~~any of~~ the ~~subsequent~~Accounting ~~pronouncements~~Standards ~~will~~Codification ~~have~~and aconforming ~~material~~amendments ~~effect~~related onto ~~these~~fair ~~consolidated~~value ~~financial~~measurements. ~~statements~~The asamendments ~~presented~~in ~~and~~this ~~does~~update ~~not~~will ~~anticipate~~be ~~the~~effective ~~need~~ for ~~any~~fiscal ~~future~~periods ~~restatement~~beginning ofafter ~~these~~December ~~consolidated~~15, ~~financial~~2012. ~~statements~~The ~~because~~adoption of ~~the~~ASU ~~retro~~2012-~~active~~04 ~~application~~is ofnot ~~any~~expected ~~accounting pronouncements issued subsequent~~ to ~~May~~have ~~31,~~a ~~2012~~material ~~through~~impact ~~the~~on ~~date~~our ~~these~~ financial ~~statements~~position ~~were~~or ~~issued~~results of operations.

~~Note~~In 3August –2012, ~~Mineral~~the ~~Properties~~FASB issued ASU 2012-03, "Technical Amendments and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No. 114, Technical Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22 (SEC Update)" in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations.

~~Paula~~In ~~Property~~June 2014, ~~British~~the ~~Columbia~~FASB issued ASU 2014-10, ~~Canada~~“Development Stage Entities” which eliminated the definition of a development stage entity from U.S. generally accepted accounting principles and removed the additional disclosure requirements for such entities. The Company did not issue any financial statements subsequent to the implementation of ASU 2014-10. The Company adopted the early application of the provisions of ASU 2014-10.

OnThe ~~October 3, 2006, the~~ Company ~~acquired~~has aimplemented ~~100%~~all ~~undivided~~new ~~right,~~accounting ~~title~~pronouncements ~~and~~that ~~interest~~are in ~~and~~effect. toThese ~~the~~pronouncements ~~‘‘Paula~~did ~~Property’’~~not ~~located~~have inany ~~the~~material ~~province~~impact ofon ~~British~~the ~~Columbia,~~financial ~~Canada~~statements ~~from~~unless anotherwise ~~unrelated party for $1~~disclosed,~~000. From~~ ~~that~~and ~~time through February 28, 2010,~~ the Company ~~has~~does ~~incurred~~not ~~property~~believe ~~acquisition~~that ~~and~~there ~~exploration~~are ~~costs~~any ~~totaling~~other ~~$10,771~~new onaccounting ~~the~~pronouncements ~~Paula~~that ~~Property. During~~have ~~the~~been ~~year~~issued ~~ended~~that ~~February~~might ~~28,~~have ~~2010,~~a ~~the~~material ~~Company~~impact ~~has decided to abandon the Paula Property to focus~~ on its ~~operations~~financial ~~acquired~~position inor ~~Sierra~~results ~~Leone~~of operations.

Bo10 ~~District,~~Table ~~Sierra~~of ~~Leone~~Contents

OnNOTE April 13, 2010, the Company acquired 75% of the capital stock of Millennium Mining LLC (“Millennium”). Millennium was incorporated in Sierra Leone as a Private Limited Liability Company on March 3, ~~2008~~- ~~and~~GOING commenced commercial operations after obtaining its license from the Ministry of Mineral Resources (Sierra Leone) shortly after. The Company’s core operations are to mine, extract, refine, and purify precious metals and stones. The Company buys, sells, distributes and exports diamond bauxite, rutile gold, silver and other precious minerals in Sierra Leone and internationally.CONCERN

~~Millennium~~The isaccompanying ~~party~~unaudited tofinancial astatements ~~mining~~have ~~agreement~~been ~~pursuant~~prepared toon ~~which~~a ~~owners~~going ofconcern ~~land~~basis, inwhich contemplates the ~~towns~~realization of ~~Gandorhun~~assets and ~~Njala in~~ the ~~Tikonko~~satisfaction ~~Chiefdom, Bo District~~ of ~~Sierra~~liabilities ~~Leone~~in ~~have~~the ~~agreed~~normal tocourse ~~allow~~of ~~Millennium~~business. toAs ~~mine~~reflected in the ~~area~~accompanying infinancial ~~and~~statements, ~~around~~ the ~~Baimbawai~~Company ~~Pool~~had ofan ~~the~~accumulated ~~Sewa~~deficit ~~River~~of ~~located~~$16,341,188 ~~between~~at ~~those~~November ~~two~~30, ~~towns~~2013. ~~According~~The toCompany ~~the~~had ~~terms~~net ofcash ~~the~~used ~~mining~~in ~~agreement~~operations ~~dated~~of ~~January 26~~$139,064 ~~2008~~and $28,120 ~~Millennium~~for ~~will~~the ~~fund~~nine ~~all~~months ~~diamond~~ended ~~mining~~November ~~operations~~30, 2013 and ~~shall~~November be30, ~~responsible for all required machinery~~2012, ~~mining~~respectively. ~~equipment~~These ~~and/or~~conditions ~~structures.~~raise ~~The~~substantial ~~landowners~~doubt ~~who~~about ~~hold~~ the ~~license~~Company’s toability ~~mine this area shall be entitled~~ to ~~thirty~~continue ~~percent~~as ~~(28%)~~a ofgoing ~~the net profits~~concern.

~~Note~~The 4ability –of ~~Notes~~the ~~Payable~~Company’s to continue as a going concern is dependent upon the Company’s ability to further implement its business plan, generate revenues, and continue to raise additional investment capital. No assurance can be given that the Company will be successful in these efforts.

The ~~Company~~unaudited ~~issued~~financial ~~twelve~~statements ~~notes~~do ~~payable~~not asinclude ~~follows:~~any ~~Note~~adjustments ~~One~~relating isto athe ~~non-interest~~recoverability ~~bearing~~and ~~loan~~classification ~~in the amount~~ of ~~$17,113~~recorded ~~(74,441,165~~asset ~~Sierra~~amounts ~~Leones)~~or ~~disbursed to~~ the ~~Company~~amounts onand ~~multiple~~classification ~~dates~~of ~~between~~liabilities ~~March~~that ~~15,~~might ~~2008~~be ~~and~~necessary ~~August~~should 5,the ~~2009. All~~Company ~~amounts~~be ~~were~~unable ~~payable~~to ~~February~~continue 1,as ~~2009. Note Two is~~ a ~~non-interest~~going ~~bearing~~concern. ~~loan~~Management inbelieves ~~the~~that ~~amount~~actions ofpresently ~~$18,391~~being ~~(80,000,000~~taken ~~Sierra~~to ~~Leones)~~obtain ~~obtained~~additional onfunding ~~March 28, 2008~~ and ~~payable~~implement ~~June~~its ~~28,~~strategic ~~2008. Note~~plans ~~Twelve~~provide isthe aopportunity ~~non-interest~~for ~~bearing loan secured by a motor vehicle in~~ the ~~amount~~Company ofto ~~$3,218~~continue ~~(14,000,000~~as ~~Sierra~~a ~~Leones)~~going ~~obtained on February 24, 2009 and due on demand~~concern. ~~All twelve notes are in default at February 28, 2011.~~

12NOTE 4 – CONVERTIBLE NOTES PAYABLE

~~During~~On ~~the~~May ~~year ended February 28~~30, ~~2010~~2008, ~~one of~~ the Company’s ~~banks~~entered ~~credited~~into ~~their~~an ~~overdraft~~unsecured ~~balance~~promissory bynote ~~$34,070~~with ~~(140~~Paul M’Bayo for 80,000,000 Sierra Leones) ~~and created a Bank Loan for this amount~~(approx. ~~During~~ ~~the twelve months ended February 28~~$18,500) ~~2011,~~with ~~$15,296~~interest ~~(58,333,333~~due ~~Sierra~~oft ~~Leones)~~6% ~~was~~per ~~paid~~annum onand ~~the~~due ~~loan~~May ~~leaving~~30, a2009. ~~balance~~The ofnote ~~$18,774~~can ~~(81,666,667~~be ~~Sierra~~converted ~~Leones). This~~at ~~loan~~any ~~accrues~~time ~~interest~~by ~~monthly~~the ~~which~~holder isinto ~~automatically~~common ~~charged~~shares toof the ~~bank~~Company ~~account. Interest~~at ~~expense~~a conversion rate of $~~602~~.00/shares. ~~was~~Currently ~~paid during~~ the ~~twelve~~Company ~~months~~is ~~ended~~in ~~February~~default ~~28,~~of ~~2011~~this note.

OnIn ~~March~~the year ended February 28, ~~2011~~2013, ~~the~~Mr. ~~Company~~M’Bayo ~~issued~~assigned a$18,500 ~~short-term~~of ~~note~~convertible ~~payable~~debt into ~~the~~an ~~amount~~unrelated ofthird ~~$100,000. The~~party ~~note~~who isin ~~non-interest~~turn ~~bearing~~converted ~~and~~the isdebt ~~due~~into ~~January 28~~18,500,000 ~~2012~~common shares of the Company.

~~Note~~On 5May –20, ~~Related~~2009, ~~Party~~the ~~Transactions~~Company entered into an unsecured promissory note with Kevin Cheung for 28,030,000 Sierra Leones (approx. $6,500) with interest due of 6% per annum and due May 20, 2010. The note can be converted at any time by the holder into common shares of the Company at a conversion rate of $.001/share. Currently the Company is in default of this note.

AsOn ofNovember ~~February~~5, 282012, ~~2009~~ the Company ~~had~~entered ~~received~~into ~~$24,660~~an ~~from~~unsecured ~~associates~~promissory ofnote ~~the~~with ~~Company’s~~its ~~management.~~former ~~These~~President ~~advances~~Mr. ~~were~~David ~~unsecured~~Hauck ~~and~~for ~~non-interest~~$5,000 ~~bearing. During~~with ~~the~~prepaid ~~year~~interest ~~ended~~of ~~February 28~~$1,000 ~~2010~~and ~~the~~due ~~Company~~on ~~received~~demand. anThe ~~additional~~note ~~$7,022~~can ~~from~~be ~~Company’s~~converted ~~management,~~at ~~and~~any ~~$25,247~~time ofby ~~this~~the ~~debt~~holder ~~was~~into ~~forgiven~~common ~~and~~shares ~~credited~~of tothe ~~additional~~Company ~~paid~~at ina ~~capital,~~conversion ~~resulting~~rate inequal ato ~~balance~~50% of ~~$6,435~~the ~~due~~closing tomarket ~~related~~price ~~parties~~on asthe date of ~~February~~conversion. ~~28,~~Currently ~~2010~~the ~~and~~Company ~~February~~is ~~28,~~in ~~2011~~default of this note.

On ~~February~~May 91, ~~2009~~2013, the Company entered into an ~~Agreement~~unsecured ~~and~~$125,000 ~~Plan~~promissory ofnote ~~Acquisition (the “Acquisition Agreement”)~~ with ~~Dove~~Mayfair ~~Diamond and Mining~~Sterling, Inc. ~~(“Dove”),~~with ainterest ~~Nevada~~due ~~corporation, and the shareholders~~ of ~~Dove~~6% ~~(“Dove~~per ~~Shareholders”)~~annum ~~whereby~~and ~~the~~maturing ~~Company~~on ~~acquired~~May ~~100%~~1, of2014. ~~the~~The ~~issued~~note ~~and~~may ~~outstanding~~be ~~common~~converted ~~stock~~at ofany ~~Dove~~time inby ~~exchange (~~the ~~“Stock~~holder ~~Exchange”)~~into ~~for~~common ~~20,622,000 newly issued~~ shares of ~~its~~the ~~restricted~~Company ~~common~~at ~~stock. The~~a ~~final~~conversion ~~closing~~rate ~~was~~of ~~concluded and is effective February 15, 2009~~$0.001/share.

~~During~~Derivative the year ended February 28, 2010, Dove advanced $298,000 to a Millennium, which at the time was majority owned by the Company’s President and majority shareholder. On April 13, 2010, the Company acquired a 75% interest in Millennium.Liability

OnAt ~~September~~November 2930, ~~2009,~~2013 ~~Mr. Gary Tice~~ and ~~Ms.~~February ~~Nigar~~28, ~~Lila executed a stock Purchase Agreement~~2013, ~~pursuant~~the toCompany’s ~~which~~derivative ~~Ms.~~liability ~~Lila~~balances ~~agreed~~were to$1,567,043 ~~sell~~and ~~all~~$101,140, ~~of her holding in Dolat to Mr~~respectively. ~~Tice~~The ~~for~~derivative ~~$250,000. Ms.~~liability ~~Lila~~was ~~resigned~~calculated ~~from~~using the ~~Board~~Black ofScholes ~~Directors~~ Model on ~~September~~each ~~22,~~of ~~2009~~the ~~and~~outstanding ~~was~~convertible ~~replaced~~notes ~~by Gary Tice, who was appointed President the same day~~payable.

On11 ~~February~~Table ~~28, 2009 Shmuel Dovid Hauck was nominated and elected by the Board~~ of Directors as President of the Company upon the resignation of Gary Tice, who previously served as President, Chief Financial Officer, Secretary, and a Director. Mr. Hauck was also appointed to the Board of Directors on February 28, 2009.Contents

~~For~~NOTE ~~the~~5 ~~years~~– ~~ended~~RELATED ~~February~~PARTY ~~28, 2010 and February 28, 2009 the Company paid a total of $220 and $2,500, respectively, to the Company’s sole officer for administrative services rendered to the Company.~~TRANSACTIONS

OnAs ~~April~~of 13November 30, ~~2010~~2013 and February 28, 2013 the Company ~~entered~~had ~~into~~an aaccounts ~~Share~~payable ~~Exchange~~to ~~Agreement~~related ~~with~~parties ~~Millennium~~balance ~~Mining~~of ~~LLC (“Millennium”)~~$14,960 aand ~~Sierra~~$14,935, ~~Leone~~respectively. ~~Limited~~From ~~Liability~~time ~~Company. Under~~to ~~the agreement~~time, ~~the~~associates ~~company acquired 75%~~ of the ~~capital~~Company’s ~~stock~~management ofwill ~~Millennium~~provide inservices ~~exchange~~to ~~for~~the ~~thirty~~Company ~~million~~as ~~(28,000,000)~~well ~~shares~~as ofprovide the Company’s ~~common~~funds ~~stock.~~to ~~The~~cover ~~shares~~shortfalls ofin ~~stock acquired were owned by Mr~~capital. ~~Shmuel~~These ~~Dovid~~advances ~~Hauck,~~are ~~the~~unsecured ~~Company’s President~~ and ~~majority~~non-interest ~~shareholder~~bearing.

13On February 9, 2009, the Company entered into an Agreement and Plan of Acquisition (the “Acquisition Agreement”) with Dove Diamond and Mining, Inc. (“Dove”), a Nevada corporation, and the shareholders of Dove (“Dove Shareholders”) whereby the Company acquired 100% of the issued and outstanding common stock of Dove in exchange (the “Stock Exchange”) for 20,622,000 newly issued shares of its restricted common stock. The final closing was concluded and is effective February 15, 2009. Dove is majority owned by the Company’s former President and majority shareholder. Effective March 1, 2011, Dove’s corporate charter was permanently revoked by the State of Nevada and ceased to be a subsidiary of the Company.

On ~~July~~April 2113, 2010, the Company entered into an agreement with Millennium whereby the company issued 1thirty million (30,000,000) shares of ~~its~~the ~~restricted~~Company’s common stock toin consideration for the ~~brother-in-law~~formation of a commercial association among the two entities. The shares of stock acquired were owned by Mr. Shmuel David Hauck, the Company’s former President and ~~Director~~majority ~~for~~shareholder. ~~compensation~~Effective ~~for~~March ~~past~~1, ~~support~~2011, of the Company ceased its commercial association with Millennium.

~~In September~~On November 5, 2012, the Company’s entered into an unsecured promissory note with its former President ~~lent~~Mr. David Hauck for $5,000 atwith noprepaid interest ~~for~~of a$1,000 ~~term~~and due on demand. The note can be converted at any time by the holder into common shares of ~~one~~the ~~year~~Company at a conversion rate equal to 50% of the ~~Corporation,~~closing tomarket ~~pay~~price ~~for~~on ~~administrative~~the ~~expenses~~date of conversion. Currently the Company is in default of this note.

~~Note~~NOTE 6 – ~~Stockholders~~STOCKHOLDERS’ ~~Deficit~~EQUITY

On ~~June~~July 1929, ~~2006~~2010, the Company ~~issued~~filed ~~4,000,000~~an ~~restricted~~amendment ~~shares~~to its articles of incorporation with the Nevada Secretary of State to increase its authorized number of common ~~stock~~shares ~~for~~to $4250,000 ~~cash~~,000 orat $0.001 ~~per~~par ~~share~~value and authorized 25,000,000 shares of preferred stock with a par value of $0.001.

On ~~June~~July 2629, ~~2006~~2010, the Board of Directors of the Company ~~issued~~filed a Designation of Series A Preferred Stock creating 1,000,000 ~~restricted~~shares of Series A Preferred Stock and a Designation of Series B Preferred Stock creating 24,000,000 shares of ~~its~~Series B Preferred Stock. The Series A Preferred Stock may be converted at any time by the holder into common ~~stock~~shares ~~for~~at $a rate of 1~~,000~~:1. ~~cash,~~Each orshare $of Series A Preferred Stock will vote equivalent to one share of common stock.~~001~~ ~~per~~The Series B Preferred Stock may be converted at any time by the holder into common shares at a rate of 1:1. Each share of Series B Preferred Stock will vote equivalent to one share of common stock.

OnAs ~~August~~of 21November 30, ~~2006~~2013 and 2012, the Company ~~issued~~has ~~800~~4,~~000~~981,350 ~~restricted~~ shares of ~~its~~Series ~~common~~B ~~stock~~Preferred ~~for~~Stock $8outstanding,~~000~~ ~~cash, or $~~respectively.~~01 per share.~~

OnDuring the twelve months ended February 129, ~~2006,~~2012 the Company issued ~~800~~3,~~000~~817,460 ~~restricted~~ shares of its common stock for $16350,000, ~~cash~~9,865,740 orshares of common stock for consulting services and 1,150,000 shares of common stock for other services . The shares for consulting services were valued at the closing share price on the date of issuance which resulted in the Company recording a non cash expense of $1,449,861.02 ~~per~~The consulting services were provided by unrelated third party consultants and were completed in the year ended February 29, 2012. The shares issued for other services were valued at the closing share price on the date of issuance which resulted in the Company recording an expense of $159,500.

OnIn the year ended February 1528, ~~2009~~2013, the Company issued 2018,~~622~~500,000 common shares pursuant to the assignment and conversion of ~~stock~~convertible tonotes ~~two~~payable ~~individuals~~and in2,500,000 ~~exchange~~shares to consultants for ~~100%~~services ofcompleted ~~the~~by February 28, 2013. The shares ofissued to consultants were valued at the ~~outstanding~~closing ~~capital~~share ~~stock~~price on the date of ~~Dove~~issuance ~~Diamonds~~which ~~and~~resulted ~~Mining,~~in ~~Inc~~the Company recording an expense of $75,000.

During the ~~year~~nine months ended ~~February~~November 2830, ~~2010~~2013, the ~~company~~Company ~~sold~~issued 152,~~803~~100,~~279~~000 ~~restricted~~ shares of ~~its~~ common stock ~~for~~valued at $~~325~~311,~~000~~100, or $~~0.18~~126,500 ~~per~~was ~~share. The~~issued ~~Company~~for ~~incurred~~services and $17184,~~500~~600 ofwas ~~expense~~stock ~~related~~based ~~to sale of these shares~~compensation.

On12 ~~April~~Table ~~13, 2010, the Company issued 28,000,000 shares~~ of ~~common stock in a share exchange agreement for 75% of Millennium Mining LLC common stock.~~Contents

OnNOTE ~~July~~7 ~~29,~~– ~~2010,~~INCOME the Company filed an amendment to its articles of incorporation with the Nevada Secretary of State to increase its authorized number of common shares to 250,000,000 at $0.001 par value and authorized 25,000,000 shares of preferred stock with a par value of $0.001. Also on July 29, 2010, the Board of Directors of the Company filed a Designation of Series A Preferred Stock creating 1,000,000 shares of Series A Preferred Stock and a Designation of Series B Preferred Stock creating 24,000,000 shares of Series B Preferred Stock.TAX

~~During~~Deferred income taxes have been provided to show the ~~year~~effect ~~ended~~of ~~February~~temporary ~~28,~~differences ~~2010,~~between the ~~Company~~recognition ~~issued~~of aexpenses ~~total~~for financial and income tax reporting purposes and between the tax basis of 4assets and liabilities,~~162,223~~ ~~restricted~~and ~~shares~~their reported amounts in the consolidated financial statements. In assessing the realizability of ~~its~~deferred ~~common~~tax ~~stock~~assets, ~~for~~the ~~$503~~Company assesses the likelihood that deferred tax assets will be recovered through tax planning strategies or from future taxable income,~~000~~ ~~cash~~and to the extent that recovery is not likely or there is insufficient operating history, a valuation allowance is established. The Company adjusts the valuation allowance in the period management determines it is more likely than not that net deferred tax assets will or anwill ~~average~~not ofbe $0realized.12 ~~per~~As ~~share~~of November 30, ~~under~~2013 ~~private~~and ~~placements~~February 28, 2013, the Company has provided a valuation allowance for all net deferred tax assets due to their current realization not being more likely than not.

~~During~~The ~~the~~provisions ~~year~~for ~~ended~~income ~~February~~taxes ~~28,~~differ ~~2010,~~from the ~~Company~~amount ~~issued~~computed ~~861,000~~by ~~shares~~applying ofthe ~~its~~statutory ~~restricted~~federal ~~common~~income ~~stock~~tax rate to ~~various~~Income ~~individuals~~before ~~and~~provision ~~entities~~ for ~~services~~income attaxes. aThe ~~value~~source ofand ~~$126,650,~~tax oreffects ~~an average~~ of ~~$0.147~~the ~~per~~differences ~~share,~~are ~~based~~as onfollows for the ~~market~~nine ~~value~~months atended ~~the~~November ~~date~~30, of2013 ~~issuance.~~and 2012:

During the year ended February 28, 2010, the Company issued 375,000 shares of its restricted common stock to various charitable organizations as donations at a value of $56,250, or an average of $0.15 per share, based on the market value at the date of issuance.

	2013			2012
U.S. federal statutory rate		35	%		35	%
Valuation reserve		-35	%		-35	%
Total		0	%		0	%

14As of November 30, 2013, the Company did not recognize any assets or liabilities relative to uncertain tax positions, nor do we anticipate any significant unrecognized tax benefits will be recorded during the next 12 months. Any interest or penalties related to unrecognized tax benefits is recognized in income tax expense. Since there are no unrecognized tax benefits as a result of tax positions taken, there are no accrued penalties or interest.

During the year ended February 28, 2010, the Company issued 19,709,660 shares of its restricted common stock to various individuals and entities for past support of the Company at a value of $10,458,150, or an average of $0.53 per share, based on the market value at the date of issuance.

During the year ended February 28, 2010, the Company issued 2,092,199 shares of its Series B preferred stock to various individuals and entities for global public relations at a value of $320,523, or an average of $0.153 per share, based on the market value of its common stock at the date of issuance. The Company cancelled these shares, and the shares were returned, on February 27, 2010 as the services were not performed by the recipients.

During the twelve months ended May 28, 2011, the Company issued 555,555 restricted shares of its common stock for $50,000 cash, or $0.09 per share, under a private placement.

During the twelve months ended February 29, 2012 the Company issued 14,833,000 restricted shares of its common stock for $350,000.00.

In September, 2012 the Company issued 1,000,000 common restricted shares, and 5,000,000 common restricted shares to two (2) debt holders in debt reduction of a an aggregate $6,000 at par value.

In September, 2012 the Company issued 2,500,00 common restricted shares for services to Paramount Capital for consulting services.

The Company has not adopted a stock option plan and has not granted any stock options or issued any warrants as of Nov. 30, 2012.

Note 7 – Income Taxes

Deferred income taxes have been provided to show the effect of temporary differences between the recognition of expenses for financial and income tax reporting purposes and between the tax basis of assets and liabilities, and their reported amounts in the consolidated financial statements. In assessing the realizability of deferred tax assets, the Company assesses the likelihood that deferred tax assets will be recovered through tax planning strategies or from future taxable income, and to the extent that recovery is not likely or there is insufficient operating history, a valuation allowance is established. The Company adjusts the valuation allowance in the period management determines it is more likely than not that net deferred tax assets will or will not be realized. As of February 29, 2012 and February 28, 2011, the Company has provided a valuation allowance for all net deferred tax assets due to their current realization not being more likely than not.

The provisions for income taxes differ from the amount computed by applying the statutory federal income tax rate to Income before provision for income taxes. The source and tax effects of the differences are as follows for the twelve months ended February 29, 2012 and February 28, 2011:

	2012			2011
U.S. federal statutory rate		34	%		34	%
Valuation reserve		- 34	%		-34	%
Total		0	%		0	%

As of Aug. 31, 2012, the Company did not recognize any assets or liabilities relative to uncertain tax positions, nor do we anticipate any significant unrecognized tax benefits will be recorded during the next 12 months. Any interest or penalties related to unrecognized tax benefits is recognized in income tax expense. Since there are no unrecognized tax benefits as a result of tax positions taken, there are no accrued penalties or interest.

Tax positions are positions taken in a previously filed tax return or positions expected to be taken in a future tax return that are reflected in measuring current or deferred income tax assets and liabilities reported in the consolidated financial statements. Tax positions include, but are not limited to, the following:

-	An allocation or shift of income between taxing jurisdictions;

-	The characterization of income or a decision to exclude reportable taxable income in a tax return; or

-	A decision to classify a transaction, entity or other position in a tax return as tax exempt.

The Company reflects tax benefits only if it is more likely than not that we will be able to sustain the tax position, based on its technical merits. If a tax benefit meets this criterion, it is measured and recognized based on the largest amount of benefit that is cumulatively greater than 50% likely to be realized. The Company has no unrecognized tax benefits as of ~~February~~November 2930, ~~2012~~2013.

The Company’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company had no accrual for interest or penalties on the Company’s balance sheets at ~~Nov.~~November 30, ~~2012~~2013 and February 28, 2013, and has not recognized interest and/or penalties in the statement of operations for either period.

~~Note~~NOTE 8 – ~~Subsequent~~ ~~Events~~SUBSEQUENT EVENTS

~~The~~On December 2, 2016, Wang DeQun, the Company’s ~~has~~President ~~evaluated~~and ~~subsequent~~director, ~~events~~acquired ~~through~~control of the ~~date~~Company ~~the~~from ~~financial~~its ~~statements~~prior ~~were~~sole ~~issued~~officer and ~~filed~~President ~~with~~through ~~Securities~~the ~~and~~purchase ~~Exchange~~of ~~Commission.~~300,000 ~~The~~shares of the Company’s ~~has~~Class ~~determined~~A ~~that~~Convertible ~~there~~Preferred ~~are~~Stock noconvertible ~~other~~into ~~events~~750,000,000 ~~that~~shares ~~warrant~~of ~~disclosure~~the orCompany’s ~~recognition~~common instock ~~the~~and ~~financial~~having ~~statements~~voting rights equivalent to 750,000,000 common shares.

16On January 11, 2017, the Company acquired Ji Ming Yang Amperex Technology Limited, a related party Chinese corporation. The purchase price was 100,000 shares of Class D Preferred Stock convertible into 250,000,000 shares of the Company’s common stock and having voting rights equal to 250,000,000 shares of common stock.

On April 4, 2017, the Company acquired a patent from Wang DeQun in exchange for 100,000 shares of Class E Preferred Stock also convertible into 250,000,000 shares of the Company’s common stock and having voting rights equal to 250,000,000 shares of the Company’s common stock.

Table of Contents

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

SPECIAL NOTE CONCERNING FORWARD-LOOKING STATEMENTS

We believe that it is important to communicate our future expectations to our security holders and to the public. This report, therefore, contains statements about future events and expectations which are “forward-looking statements” within the meaning of Sections 27A of the Securities Act of 1933 and 21E of the Securities Exchange Act of 1934, including the statements about our plans, objectives, expectations and prospects under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” You can expect to identify these statements by forward-looking words such as “August,” “might,” “could,” “would,” ”will,” “anticipate,” “believe,” “plan,” “estimate,” “project,” “expect,” “intend,” “seek” and other similar expressions. Any statement contained in this report that is not a statement of historical fact August be deemed to be a forward-looking statement. Although we believe that the plans, objectives, expectations and prospects reflected in or suggested by our forward-looking statements are reasonable, those statements involve risks, uncertainties and other factors that August cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements, and we can give no assurance that our plans, objectives, expectations and prospects will be achieved.

Important factors that might cause our actual results to differ materially from the results contemplated by the forward-looking statements are contained in the “Risk Factors” section of and elsewhere in our Annual Report on Form 10-K for the fiscal year ended February 28, ~~2012~~2013 and in our subsequent filings with the Securities and Exchange Commission. The following discussion of our results of operations should be read together with our financial statements and related notes included elsewhere in this report.

Company Overview

Dolat Ventures, Inc. (the "Company", “Dolat”, “DOLV”, “we”, “us” or “our”), through its wholly ~~and majority~~ owned ~~subsidiaries~~subsidiary, Dove Diamonds and Mining, Inc. ~~and~~(“Dove”) ~~Millennium~~was ~~Mining~~formerly ~~LLC, respectively, is~~ focused on the early stages of ~~acquiring~~attempting to acquire diamonds, gems and precious stones from a variety of locations throughout the African continent. Effective March 1, 2011, Dove’s corporate charter was permanently revoked by Nevada and ceased being a subsidiary of the Company. The Company has had limited operations and is actively evaluating commercial extraction possibilities.

Company History

WeDolat ~~were incorporated on April 13~~Ventures, ~~2006 in the state of Nevada~~Inc. ~~We are an exploration stage enterprise and have not sustained operations or generated or realized any significant revenues from our business operations. On December 15~~, ~~2009, we acquired 100% of~~ the ~~outstanding capital stock of Dove Diamonds and Mining, Inc., a Nevada Corporation (~~“~~Dove~~Company”), atwas ~~which~~incorporated ~~point the Company experienced a change~~ in ~~control~~Nevada ~~and~~on ~~Shmuel Dovid Hauck became our President and sole Director. On~~ April 13, ~~2010,~~2006 ~~the~~with ~~Company entered into a Share Exchange Agreement under which~~ the ~~Company~~intent ~~agreed~~ to ~~exchange~~engage ~~Thirty-Million~~in ~~(30,000,000)~~the ~~shares~~business of ~~Common~~mineral ~~stock~~property toexploration. ~~Millennium~~On inMarch ~~exchange for 75%~~20, ~~or (22~~2013,~~500,000~~ ~~shares) of~~ the ~~issued~~Company ~~and~~changed ~~outstanding~~its ~~capital~~domicile ~~stock~~from ofNevada ~~Millennium~~to Wyoming.

On ~~October~~February 39, ~~2006~~2009, the Company ~~acquired~~entered ainto ~~100%~~an ~~undivided~~Agreement ~~right,~~and ~~title~~Plan ~~and~~of ~~interest~~Acquisition in(the ~~and~~“Acquisition toAgreement”) ~~the~~with ~~‘‘Paula~~Dove ~~Property’’~~Diamond ~~located~~and inMining, ~~the~~Inc. ~~province~~(“Dove”), ofa ~~British~~Nevada ~~Columbia~~corporation, ~~Canada~~and ~~from~~the anshareholders ~~unrelated~~of ~~party~~Dove ~~for~~(“Dove ~~$1,000. From~~Shareholders”) ~~that~~whereby ~~time~~the ~~through~~Company ~~February~~acquired ~~28,~~100% ~~2010,~~of the ~~Company~~issued ~~has~~and ~~incurred~~outstanding ~~property~~common ~~acquisition~~stock ~~and~~of ~~exploration~~Dove ~~costs~~in ~~totaling~~exchange ~~$10~~(the “Stock Exchange”) for 20,~~771~~622,000 onnewly ~~the~~issued ~~Paula~~shares ~~Property~~of its restricted common stock. ~~During~~ ~~the~~The ~~year~~final ~~ended~~closing was concluded and is effective February 2815, ~~2011,~~2009. ~~the~~For ~~Company~~accounting ~~has~~purposes, ~~decided~~as toa ~~abandon~~result of the ~~Paula~~Stock ~~Property~~Exchange, toDove ~~focus~~became ona ~~its~~wholly ~~operations~~owned ~~acquired~~subsidiary inof ~~Sierra~~the ~~Leone~~Company.

1714 Table of Contents

On April 13, 2010, the Company entered into a Share Exchange Agreement with Millennium Mining LLC (“Millennium”), a Sierra Leone Limited Liability Company. Under the agreement, the company acquired 75% of the capital stock of Millennium in exchange for twenty eight million (28,000,000) shares of the Company’s common stock. The shares of stock acquired were owned by Mr. Shumel Dovid Hauck, the Company’s (former) President and majority shareholder. Millennium is an operating entity in the business of mining and wholesale distribution of diamonds and precious gemstones.

Plan of Operation

We As ~~are~~of ~~currently focused on~~ the ~~early~~date ~~stages~~ of ~~acquiring~~this ~~diamonds~~Report, ~~gems~~we ~~and~~are ~~precious~~engaged ~~stones~~in ~~from~~the aevaluation ~~variety~~ of ~~locations throughout~~ the ~~African~~acquisition, ~~continent~~exploration, ~~through our subsidiaries Dove Diamonds~~ and ~~Mining~~advancement ~~and~~of ~~Millennium~~mining ~~Mining~~projects.

Our primary focus in the natural resource sector is diamonds. Our strategic initiatives are to undertake cost efficient and effective exploration activities to discover mineralization and potentially mineral reserves. Though we have the expertise on our board of directors to take a resource property that hosts a viable ore deposit into mining production, the costs and time frame for doing so are considerable, and the subsequent return on investment for our shareholders would be very long term indeed. We therefore anticipate optioning or selling any ore bodies that we may discover to a major mining company. Most major mining companies obtain their ore reserves through the purchase of ore bodies found by junior exploration companies. Although these major mining companies do some exploration work themselves, many of them rely on the junior resource exploration companies to provide them with future deposits for them to mine. By optioning or selling a deposit found by us to these major mining companies, it would provide an immediate return to our shareholders without the long time frame and cost of putting a mine into operation ourselves, and it would also provide future capital for the company to continue operations.

Dove Diamonds and Mining

Dove iswas ~~currently~~ in the early stages of ~~acquiring~~attempting to acquire diamonds, gems and precious stones from a variety of locations throughout the African continent. Primarily focused on the West African country of Sierra Leone, wethe ~~are~~strategy inwas anto ~~organized~~ search for mineral locations, suppliers and sellers of diamonds, gems and precious stones. ~~Dove intends~~ toEffective ~~acquire~~March ~~equipment~~1, ~~mining operations and mining locations~~2011, ~~and~~Dove’s tocorporate ~~establish~~charter ~~distribution~~was ~~channels~~permanently torevoked ~~sell~~by ~~its~~Nevada ~~diamonds~~and toceased ~~wholesalers~~being ~~and~~a ~~retailers~~subsidiary inof the ~~United States and globally~~company. ~~Dove~~ ~~has no plans to sell directly to consumers currently.~~

Millennium Mining, LLC

Millennium’s core operations are to mine, extract, refine, and purify precious metals and stones. We intend to buy, sell, distribute and export diamond bauxite, rutile gold, silver and all other precious minerals in Sierra Leone and internationally.

Millennium is party to a mining agreement pursuant to which owners of land in the towns of Gandorhun and Njala in the Tikonko Chiefdom, Bo District of Sierra Leone have agreed to allow Millennium to mine the area in and around the Baimbawai Pool of the Sewa River located between those two towns. The Sewa River, located in the heart of Sierra Leone, is renowned for its diamonds production and has been successfully mined for over 50 years. The Sewa River is formed by the junction of the Bagbe and Bafi rivers and it flows 150 mi (240 km) to join the Waanje River and form the Kittam, which empties into the Atlantic Ocean. The country's most important commercial river, it has historically produced the bulk of Sierra Leone's diamond exports.

This site in particular has a rich deposit because the pool was never mined properly and has indicated from spot mining that there is a concentration of diamonds. The pool goes down to depths of 90 feet and the gravel is covered by 1-15 feet of sand. So unless an operator has the right equipment, it is very hard to get down to the gravel, especially in the middle of the pool.

According to the terms of the mining agreement dated January 26, 2008, Millennium will fund all diamond mining operations, and shall be responsible for all required machinery, mining equipment and/or structures. The landowners who hold the license to mine this area shall be entitled to thirty percent (30%) of the net profits.

During the year ended February 28, 2011, we completed the installation of new equipment at the Sewa River facility. Initial testing has produced approximately .4 carats per ton of gravel processed. Management expects to be able to process approximately 1,000 tons per day when sufficient capital is raised to commence and sustain full scale mining operations. Once full scale operations are sustained, management anticipates strong margins as diamond prices continue to average over $250 per carat. However, there is no assurance that sufficient capital will be raised in order to reach such full scale operations.

Results of Operations

For the Nine Months Ended ~~Nov~~November 30, ~~2012~~2013 and ~~2011~~2012

Revenues

The Company had no revenues for the ~~Nine~~periods ~~Months~~ ended ~~Nov~~November 30, ~~2012~~2013 and ~~2011~~2012.

Operating Expenses

For the ~~Nine~~nine ~~Months~~months ended ~~Nov.~~November 30, ~~2012~~2013, our operating expenses were $ 70431,~~079~~564 compared to $~~126~~112,~~667~~297 for the ~~Nine~~nine ~~Months~~months ended ~~Aug.~~November 3130, ~~2011~~2012, representing aan ~~decrease~~increase of $56319,~~588~~267. In ~~Nov,~~For ~~2011~~2013 we incurred higher ~~general~~stock ~~and~~based ~~administrative~~compensation ~~expenses~~ of $59184,~~198~~600 compared to $1175,~~146~~000 for ~~the~~2012. ~~Nine~~The ~~Months~~company ~~ending~~also ~~Nov.~~expensed 30stock issued for services of $126,500 in the 2013 period which was not present in the 2012 period. ~~Professional~~ ~~fees~~Also, ~~dcreased~~for inthe ~~Nov~~period ended November 30, ~~2012~~2013 toprofessional services were $4110,~~145~~917 ~~from~~versus $5315,~~772~~946 in ~~2011~~the 2012 period.

~~During~~15 ~~the~~Table ~~Nine Months ended Nov 30, 2012, we incurred no interest expense compared to $5,857 in the same period~~ of ~~2011 relating to debt acquired in the acquisition of Millennium.~~Contents

Net Loss

For the ~~period~~nine ~~from~~months ~~April~~ended 13November 30, ~~2006~~2013, ~~(date~~net ofloss ~~inception)~~was to$1,902,330 ~~Nov~~versus 30a net loss of $163,008 in the 2012 period. The increase in loss of $1,739,322 weis ~~have~~primarily ~~incurred~~attributable anto ~~accumulated~~a derivative loss of $111,~~657~~465,~~285~~903 ~~attributable~~in 2013 whereas in the 2012 period the Company had a derivative loss of $50,711 and also due to ~~our~~the ~~shareholders~~operating expenses referred to in the preceding paragraph .

Liquidity and Capital Resources

Overview

For the ~~Nine~~nine ~~Months~~months ended ~~Nov.~~November 30, ~~2012~~2013, we funded our limited operations through financing activities consisting primarily of a private ~~placements~~placement of ~~equity~~a ~~securities~~$125,000 convertible debt note with an outside ~~investors~~investor, and by loans from ana ~~individual~~shareholder. Our principal use of funds during the ~~Nine~~nine ~~Months~~months ended ~~Nov.~~November 30, ~~2012~~2013 has been for the ongoing exploration efforts in attempting to develop ~~our~~ mining properties and for general corporate expenses.

19Liquidity and Capital Resources during the nine months ended November 30, 2013 compared to the nine months ended November 30, 2012

~~Liquidity~~As ~~and~~of ~~Capital~~November ~~Resources~~30, ~~during~~2013 the ~~Nine~~Company ~~Months~~had ~~ended~~cash ~~Nov~~of 30$4 and a deficit in working capital of $1,782,508 ~~2011~~of ~~compared~~which $1,567,043 is a derivative liability that will not require to be settled in cash. The Company generated a negative cash flow from operations of $139,064 for the ~~Nine~~nine ~~Months~~months ended ~~Nov~~November 30, ~~2012~~2013. The negative cash flow from operating activities for the period is primarily attributable to professional fees of $110,917 and general and administrative expenses of $9,547.

AsNo ofcash ~~Nov.~~was ~~30,~~used ~~2012~~or ~~the~~provided ~~Company~~in ~~had~~investing ~~cash~~activities offor ~~$393~~the ~~and~~nine amonths ~~deficit~~ended inNovember ~~working~~30, ~~capital~~2013 ofor ~~$153,304~~2012. The Company ~~generated~~raised ~~a negative~~ cash ~~flow from operations~~ of $ ~~153~~125,~~304~~000 ~~for~~upon the ~~Nine~~issuance ~~Months~~of ~~ended~~a ~~Nov~~convertible ~~30,~~note ~~2011.~~payable ~~The~~during ~~negative cash flow from operating activities for~~ the period isended ~~primarily~~November ~~attributable to the Company's net loss from operations of $82~~30,~~449and~~ ~~changes in operating assets and liabilities of $(70,855)~~2013.

NoWe ~~cash~~will ~~was~~require ~~used~~additional orfinancing ~~provided~~during ~~in investing activities for~~ the ~~Nine~~current ~~Months~~fiscal ~~ended~~year ~~Nov.~~according ~~30,~~to ~~2012. No~~our ~~cash~~planned ~~was~~exploration ~~used~~and oroperational ~~provide by financing~~ activities ~~for the year Nine Months Nov~~. ~~30, 2011~~

We will require additional financing during the current fiscal year according to our planned exploration and operational activities. We plan to spend approximately $2,500,000 to carry out exploration, operational and administration activities on our Sierra Leone mineral properties and establish our wholesale sales activities. We presently do not have sufficient financing to enable us to complete these activities and will require additional financing to perform future exploration work on all of our mineral properties. Our actual expenditures on these activities will depend on the amount of funds we have available as a result of our financing efforts. There is no assurance that we will be able to raise the necessary financing.

Going Concern

Due to the uncertainty of our ability to meet our current operating and capital expenses, our independent auditors included an explanatory paragraph in their report on the ~~consolidated~~ financial statements for the ~~year~~years ended February 28, 2013 and February 29, 2012 regarding concerns about our ability to continue as a going concern. Our unaudited ~~consolidated~~ financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors.

Our unaudited ~~consolidated~~ financial statements have been prepared on a going concern basis, which assumes the realization of assets and settlement of liabilities in the normal course of business. Our ability to continue as a going concern is dependent upon our ability to generate profitable operations in the future and/ or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they become due. The outcome of these matters cannot be predicted with any certainty at this time and raise substantial doubt that we will be able to continue as a going concern. Our unaudited ~~consolidated~~ financial statements do not include any adjustments to the amount and classification of assets and liabilities that ~~August~~might be necessary should we be unable to continue as a going concern.

There is no assurance that our operations will be profitable. The Company has conducted private placements of its common stock and convertible debt, which have generated funds to satisfy the initial cash requirements of its planned exploration ventures. Our continued existence and plans for future growth depend on our ability to obtain the additional capital necessary to operate either through the generation of revenue or the issuance of additional debt or equity.

Table of Contents

Off-Balance Sheet Arrangements

We currently have no off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Critical Accounting Policies

The preparation of ~~consolidated~~ financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make a number of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Such estimates and assumptions affect the reported amounts of revenues and expenses during the reporting period. We base our estimates on historical experiences and on various other assumptions that we believe to be reasonable under the circumstances. Actual results August differ materially from these estimates under different assumptions and conditions. We continue to monitor significant estimates made during the preparation of our financial statements. On an ongoing basis, we evaluate estimates and assumptions based upon historical experience and various other factors and circumstances. We believe our estimates and assumptions are reasonable in the circumstances; however, actual results ~~August~~might differ from these estimates under different future conditions.

Our significant accounting policies are summarized in Note 2 of our financial statements. While all of these significant accounting policies impact the Company’s ~~consolidated~~ financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on the Company and require management to use a greater degree of judgment and estimates. We believe that the estimates and assumptions that are most important to the portrayal of our ~~consolidated~~ financial condition and results of operations, in that they require subjective or complex judgments, form the basis for the accounting for mineral property costs, impairment of long-lived assets, income taxes and stock-based compensation. We believe estimates and assumptions related to these critical accounting policies are appropriate under the circumstances; however, should future events or occurrences result in unanticipated consequences, there could be a material impact on our future ~~consolidated~~ financial conditions or results of operations. We suggest that our significant accounting policies be read in conjunction with this Management's Discussion and Analysis of Financial Condition.

Additional Information

We file reports and other materials with the Securities and Exchange Commission. These documents August be inspected and copied at the Commission's Public Reference Room at 450 Fifth Street, N.W., Washington, D.C., 20549. You can obtain information on the operation of the Public Reference Room by calling the Commission at 1-800-SEC-0330 . You can also get copies of documents that the Company files with the Commission through the Commission's Internet site at www.sec.gov.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

The disclosure required under this item is not required to be reported by smaller reporting companies; as such term is defined by Item 503(e) of Regulation S-K.

Table of Contents

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

The Securities and Exchange Commission defines the term “disclosure controls and procedures” to mean a company's controls and other procedures of an issuer that are designed to ensure that information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange 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 Securities Exchange Act of 1934 is accumulated and communicated to the issuer’s management, including its chief executive and chief financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. The Company ~~maintains~~has attempted to maintain such a system of controls and procedures in an effort to ensure that all information which it is required to disclose in the reports it files under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified under the SEC's rules and forms and that information required to be disclosed is accumulated and communicated to the chief executive and interim chief financial officer to allow timely decisions regarding disclosure.

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Interim Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on this evaluation, the Chief Executive Officer and Interim Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are not effective as of such date. The Chief Executive Officer and Interim Chief Financial Officer have determined that the Company continues to have the following deficiencies which represent a material weakness:

1.	Lack of oversight by independent directors in the establishment and monitoring of required internal controls and procedures;

2.	Lack of functioning audit committee, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures;

3.	Lack of in-house personnel with the technical knowledge to identify and address some of the reporting issues surrounding certain complex or non-routine transactions. With material, complex and non-routine transactions, management has and will continue to seek guidance from third-party experts and/or consultants to gain a thorough understanding of these transactions;

4.	Insufficient personnel resources within the accounting function to segregate the duties over financial transaction processing and reporting;

5.	Insufficient written policies and procedures over accounting transaction processing and period end financial disclosure and reporting processes.

To remediate our internal control weaknesses, management intends to implement the following measures:

▪· The Company will add sufficient number of independent directors to the board and appoint an audit committee.

▪· The Company will add sufficient accounting personnel to properly segregate duties and to effect a timely, accurate preparation of the financial statements.

▪· The Company will hire staff technically proficient at applying U.S. GAAP to financial transactions and reporting.

▪· Upon the hiring of additional accounting personnel, the Company will develop and maintain adequate written accounting policies and procedures.

The additional hiring is contingent upon The Company’s efforts to obtain additional funding through equity or debt and the results of its operations. Management expects to secure funds in the coming fiscal year but provides no assurances that it will be able to do so.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during the last fiscal quarter, which has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

2218 Table of Contents

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

There are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company. The Company's property is not the subject of any pending legal proceedings.

Item 1A. Risk Factors

The disclosure required under this item is not required to be reported by smaller reporting companies; as such term is defined by Item 503(e) of Regulation S-K. Please refer to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on ~~July~~August 157, ~~2011~~2017.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

There have been no unregistered sales of equity securities during the period ~~ending~~ended ~~Nov.~~November 30, ~~2012~~2013.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. ~~Mine~~(Removed ~~Safety~~and ~~Disclosures~~Reserved).

None.

Item 5. Other Information.

None.

2319 Table of Contents

Item 6. Exhibits ~~(By incorporated reference):~~

Exhibit 3.1	Articles of Incorporation (1)
Exhibit 31.1		Rule 13a-14(a) Certification by the Principal Executive and Financial Officer
Exhibit 3.2	Bylaws (1)
Exhibit 32.1		Certification by the Principal Executive and Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Exhibit 3.3	Certificate of Amendment to Articles of Incorporation for Increase in Authorized Common Shares (2)
101		Interactive data files pursuant to Rule 405 of Regulation S-T
Exhibit 10.1	Agreement and Plan of Acquisition between Dolat Ventures, Inc. and Dove Diamonds & Mining, Inc. (3)
Exhibit 10.2	Share Exchange Agreement between Dolat Ventures, Inc. and Millennium Mining LLC (4)
Exhibit 31.1	Rule 13a-14(a) Certification by the Principal Executive and Financial Officer (5)
Exhibit 32.1	Certification by the Principal Executive and Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (5)

101.INS **	XBRL Instance Document
101.SCH **	XBRL Taxonomy Extension Schema Document
101.CAL **	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF **	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB **	XBRL Taxonomy Extension Label Linkbase Document
101.PRE **	XBRL Taxonomy Extension Presentation Linkbase Document

Table of Contents

(1)	Incorporated by reference from Company’s Form S-1 filed with the Securities and Exchange Commission on June 10, 2008.
(2)	Incorporated by reference from Company’s Form 8-K filed with the Securities and Exchange Commission on August 2, 2010.
(3)	Incorporated by reference from Company’s Form 8-K filed with the Securities and Exchange Commission on November 17, 2009.
(4)	Incorporated by reference from Company’s Form 8-K filed with the Securities and Exchange Commission on April 15, 2010.
(5)	Filed herewith.

SIGNATURES

**Pursuant ~~XBRL~~to ~~(Extensible~~the ~~Business~~requirements ~~Reporting Language) information is furnished and not filed or a part~~ of aSection ~~registration~~13 ~~statement~~ or ~~prospectus~~15(d) ~~for purposes~~ of ~~Sections 11 or 12 of~~ the Securities Exchange Act of ~~1933,~~1934 asthe ~~amended,~~registrant ishas ~~deemed~~duly ~~not~~caused ~~filed~~this ~~for~~report ~~purposes~~to ofbe ~~Section~~signed 18on ofits ~~the~~behalf ~~Securities~~by ~~Exchange~~the ~~Act of 1934~~undersigned, asthereunto ~~amended,~~duly ~~and otherwise is not subject to liability under these sections~~authorized.

Date: August 7, 2017	By:	/s/ Wang DeQun
		Wang DeQun
		President and Chief Financial Officer
		(Principal Executive and Principal Financial Officer)

~~SIGNATURES~~21

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.

January 8, 2013	By:	/s/ Shmuel Dovid Hauck
		Shmuel Dovid Hauck, President and Chief Financial Officer
		(Principal Executive and Principal Financial Officer)

Filing Compare · Dolat Ventures, Inc.