UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10 - Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended March ~~September 30~~31, ~~2016~~2017

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

Commission file number: 333-197552

CALEMINDER INC ~~(Exact name of registrant as specified in its charter)~~.

(Exact name of registrant as specified in its charter)

Delaware	47-0993705
(State of incorporation)	(I.R.S. Employer Identification No.)

~~c/o~~10161 ~~Shira~~Park ~~Halperin~~Run Drive

5Suite ~~BEIT MEIR~~150

~~BET~~Las ~~MEIR~~Vegas, Nevada 89145

~~9086500~~(Address of Principal Executive Offices)

~~ISRAEL~~(702) 805-2700

~~PHONE~~(Registrant’s ~~972-73-743-7802~~telephone number, including area code)

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

~~Indicate~~Yes x No by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “ large accelerated filer, ” “ accelerated filer ” and “ smaller reporting company ” in Rule 12b-2 of the Exchange Act. (Check one):¨

~~Large~~Indicate by check mark whether the registrant is a large accelerated filer, ¨an ~~Accelerated~~accelerated filer, ¨a ~~Non~~non-accelerated filer, ¨a ~~Smaller~~smaller reporting company, xor ~~(Do~~an ~~not~~emerging ~~check~~growth company. ifSee adefinitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company),” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

~~Indicate~~Large byaccelerated ~~check~~filer ~~mark~~¨ ~~whether~~Accelerated ~~the~~filer ~~registrant~~¨ isNon-accelerated afiler ~~shell~~¨ ~~company~~Smaller ~~(as~~reporting ~~defined~~company in¨ ~~Rule~~Emerging ~~12b-2~~growth ofcompany ~~the Exchange Act). Yes~~ x ~~No ¨~~

AsIf an ofemerging ~~November~~growth 14company, ~~2016,~~indicate ~~10,000,000~~by ~~shares~~check ofmark ~~common~~if ~~stock,~~the ~~par~~registrant ~~value~~has ~~$0.0001~~elected ~~per~~not ~~share,~~to ~~were~~use ~~issued~~the ~~and~~extended ~~outstanding,~~transition ~~and~~period ~~200,000,000~~for complying ~~common~~with ~~shares~~any ~~authorized~~new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

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

~~FORM 10-Q~~Yes x No ¨

~~QUARTER~~As ~~ENDED~~of ~~SEPTEMBER~~May 3012, ~~2016~~2017, 10,000,000 shares of common stock, par value $0.0001 per share, were issued and outstanding.

TABLE OF CONTENTS

		Page
PART I
Item 1.	Financial Statements	F-1
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	3
Item 3	Quantitative and Qualitative Disclosures About Market Risk	4
Item 4	Controls and Procedures	5
PART II
Item I.	Legal proceedings	6
Item 1a	Risk Factors	6
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	6
Item 3.	Defaults Upon Senior Securities	6
Item 4.	Mine Safety Disclosures	6
Item 5.	Other Information	6
Item 6.	Exhibits	7
Signatures		8

Page
		PART I
1		Item 1. Financial Statements
7		Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
8		Item 3 Quantitative and Qualitative Disclosures About Market Risk
8		Item 4 Controls and Procedures

		PART II
9		Item I. Legal proceedings
		Item 1a Risk Factors
9		Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
9		Item 3. Defaults Upon Senior Securities
9		Item 4. Mine Safety Disclosures
9		Item 5. Other Information
9		Item 6. Exhibits
10		Signatures

PART I FINANCIAL INFORMATION

Item 1. Financial Statements.

CALEMINDER INC.

INDEX TO CONDENSED FINANCIAL STATEMENTS

~~SEPTEMBER~~March 3031, ~~2016~~2017

Condensed Financial Statements-
Condensed Balance Sheets as of September 30, 2016 (Unaudited) and December 31, 2015		F-2
Condensed Balance Sheets as of March 31, 2017 (Unaudited) and December 31, 2016	1
Condensed Statements of Operations for the Three and Nine Months Ended September 30, 2016 and 2015 (Unaudited)		F-3
Condensed Statements of Operations for the Three Months Ended March 31, 2017 and 2016 (Unaudited)	2
Condensed Statements of Cash Flows for the Three and Nine Months Ended September 30, 2016 and 2015 (Unaudited)		F-4
Condensed Statements of Cash Flows for the Three Months Ended March 31, 2017 and 2016 (Unaudited)	3
Notes to Condensed Financial Statements (Unaudited)	4	~~F-5~~

F-1 Table of Contents

CALEMINDER, INC.

Condensed Balance Sheets

	As ofSeptember 30,			As ofDecember 31,
	As of March 31,			As of December 31,
	2016			2015
	2017			2016
	(Unaudited)
ASSETS
Current Assets:
Cash	$	1,~~994~~653		$	~~270~~4,299
Total current assets		1,~~994~~653			~~270~~4,299
Total assets	$	1,~~994~~653		$	~~270~~4,299
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities:
Accounts payable	$	1524,146		$	1018,~~099~~943
Loans payable to related party		2731,~~934~~571			1131,~~664~~064
Total current liabilities		4355,~~080~~717			2150,~~763~~007
Commitments and Contingencies
Stockholders' Deficit:
Common stock, 500,000,000 shares authorized, par value $0.0001, 10,000,000 shares issued and outstanding		1,000			1,000
Additional paid in capital		43,750			43,750
Accumulated deficit		(8598,~~836~~814	)		(6690,~~243~~458	)
Total stockholders' deficit		(4154,~~086~~064	)		(2145,~~493~~708	)
Total liabilities and stockholders' deficit	$	1,~~994~~653		$	~~270~~4,299

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~F-2 Table of Contents~~1

CALEMINDER, INC.

Condensed Statements of Operations

(Unaudited)

	Three Months			Three Months			~~Nine Months~~			~~Nine Months~~
	Ended			Ended			~~Ended~~			~~Ended~~
	September 30,			September 30,			September 30,			September 30,
	March 31,			March 31,
	2016			2015			2016			2015
	2017			2016
Revenue	$	-		$	-		$	-		$	-
General and Administrative Expenses		48,~~670~~356			78,~~394~~742			~~19,593~~			~~40,759~~
Operating loss		(48,~~670~~356	)		(78,~~394~~742	)		~~(19,593~~	)		~~(40,759~~	)
Loss before income taxes		(48,~~670~~356	)		(78,~~394~~742	)		~~(19,593~~	)		~~(40,759~~	)
Provision for Income Taxes		-			-			-			-
Net loss	$	(48,~~670~~356	)	$	(78,~~394~~742	)	$	~~(19,593~~	)	$	~~(40,759~~	)
Basic and Diluted
Loss Per Common Share	$	(0.00	)	$	(0.00	)	$	~~(0.00~~	)	$	~~(0.01~~	)
Weighted Average Number of Common Shares Outstanding		10,000,000			10,000,000			~~10,000,000~~			~~7,115,385~~

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~F-3 Table of Contents~~2

CALEMINDER, INC.

Condensed Statements of Cash Flows

(Unaudited)

	Nine Months			Nine Months
	Three Months			Three Months
	Ended			Ended
	September 30,			September 30,
	March 31,			March 31,
	2016			2015
	2017			2016
OPERATING ACTIVITIES:
Net loss	$	(198,~~593~~356	)	$	(408,~~759~~742	)
Adjustments to reconcile net loss to net cash used in operating activities:
Decrease in prepaid expenses		-			3,249
Increase in accounts payable		5,203			6,797
Increase in accounts payable		5,047			2,797
Net cash used in operating activities		(3,153	)		(1,945	)
Net cash used in operating activities		(14,546	)		(34,713	)
FINANCING ACTIVITIES:
Proceeds from issuance of common stock		-			50,000
Proceeds from stockholder loans		507			6,900
Proceeds from stockholder loans		16,270			8,000
Net cash provided by financing activities		507			6,900
Payment of loans from stockholder		-			(21,466	)
Net change in cash		(2,646	)		4,955
Net cash provided by financing activities		16,270			36,534
Cash, Beginning of Period		4,299			270
Net change in cash		1,724			1,821
Cash, End of Period	$	1,653		$	5,225
Cash, Beginning of Period		270			3,542
Cash, End of Period	$	1,994		$	5,363
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest	$	-		$	-
Income taxes	$	-		$	-

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~F-4Table of Contents~~3

CALEMINDER, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

~~September~~March 3031, ~~2016~~2017

(Unaudited)

NOTE 1. GENERAL ORGANIZATION AND BUSINESS

Caleminder, Inc. (“the “Company”) was incorporated under the laws of the state of Delaware on May 28, 2014. The Company has not yet realized any revenues from its planned operations.

The Company’s ~~principal~~sole operations ~~will~~since inception ~~include~~have been limited to the development of an online calendar-based greeting and reminder service. ~~The~~In connection with the change in control described in Note 7 below, the Company ~~plans~~intends to ~~generate~~become ~~revenues~~a ~~through~~vertically ~~online~~integrated ~~advertising~~producer and distributor of medical-grade cannabis products. However, there can be no assurance that the Company will be successful in executing its business plan.

The Company’s activities are subject to significant risks and uncertainties including failure to secure additional funding to properly execute the company’s business plan.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES

Basis of Accounting

The Company’s condensed financial statements are prepared using the accrual method of accounting. The Company has elected a December 31 fiscal year end.

In the opinion of management, the accompanying unaudited condensed financial statements of Caleminder Inc. contain all adjustments necessary to present fairly the Company’s financial position as of ~~September~~March 3031, ~~2016~~2017 and its results of operations and cash flows for the periods ended ~~September~~March 3031, ~~2016~~2017. The accompanying unaudited interim condensed financial statements have been prepared in accordance with instructions to Form 10-Q. The results of operations for the periods ended ~~September~~March 3031, ~~2016~~2017 are not necessarily indicative of the results to be expected for the full year.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly liquid investments with maturity of three months or less when purchased to be cash equivalents.

Income Taxes

A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

When required, the Company records a liability for unrecognized tax positions, defined as the aggregate tax effect of differences between positions taken on tax returns and the benefits recognized in the financial statements. Tax positions are measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. No tax benefits are recognized for positions that do not meet this threshold. The Company has no uncertain tax positions that require the Company to record a liability.

The Company recognizes penalties and interest associated with tax matters as part of the income tax provision and includes accrued interest and penalties with the related tax liability in the balance sheet. The Company had no accrued penalties and interest as of ~~September~~March 3031, ~~2016~~2017.

F-5 Table of Contents

Loss per Share

The basic loss per share is calculated by dividing our net loss by the weighted average number of common shares outstanding during the year. The diluted earnings (loss) per share is calculated by dividing our net loss by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. The Company has not issued any potentially dilutive debt or equity securities.

Recently issued accounting pronouncements

The Company does not believe that there are any new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

NOTE 3. INCOME TAXES

The Company uses the liability method , where deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities for financial and income tax reporting purposes. As of ~~September~~March 3031, ~~2016~~2017 and ~~2015~~ 2016, the Company has incurred net losses and, therefore, has no tax liability. The net deferred tax asset generated by the loss carry-forward has been fully reserved. As of ~~September~~March 3031, ~~2016~~2017 the cumulative net operating loss carry-forward is approximately $8699,000 and will expire 20 years from the date the loss was incurred.

NOTE 4. STOCKHOLDERS’ DEFICIT

Authorized

The Company is authorized to issue 500,000,000 shares of $0.0001 par value common stock. All common shares have equal voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.

Issued and Outstanding

On June 1, 2014, the Company issued 7,500,000 common shares to its sole stockholder for cash consideration of $0.0001 per share. The proceeds of $750 were received on June 27, 2014.

On February 9, 2015, the Company issued 2,500,000 shares of common stock for $50,000 as per a Registration Statement filed with the SEC, at an offering price of $0.02 per share.

NOTE 5. ~~CONFLICTS~~GOING ~~OF INTEREST~~CONCERN

The ~~officers~~accompanying ~~and~~financial ~~directors~~statements ofhave been prepared assuming that the Company ~~are~~will ~~involved~~continue inas ~~other~~a ~~business~~going ~~activities~~concern. The Company has no revenues, and ~~may~~an accumulated deficit of approximately $99,000. inThis condition among others raises substantial doubt about the ~~future,~~Company’s ~~become~~ability ~~involved~~to incontinue ~~other~~as a ~~business~~going ~~opportunities~~concern. IfThe Company’s continuation as a ~~specific~~going ~~business~~concern ~~opportunity~~is ~~becomes~~dependent ~~available,~~on ~~such~~its ~~persons~~ability ~~may~~to ~~face~~meet aits ~~conflict~~obligations, into ~~selecting~~obtain additional ~~between~~financing ~~the~~as ~~Company~~may be required and ~~their~~ultimately ~~other~~to ~~business~~attain ~~interests~~profitability. The ~~Company~~financial ~~has~~statements do not ~~formulated~~include aany ~~policy~~adjustments that ~~for~~might result from the ~~resolution~~outcome of ~~such~~this ~~conflicts~~uncertainty.

NOTE 6. GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has no revenues, and an accumulated deficit of approximately $86,000. This condition among others raises substantial doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Management is planning to raise funds through debt or equity offerings. There is no guarantee that the Company will be successful in these efforts.

~~NOTE 7. RELATED PARTY TRANSACTIONS~~5

AsNOTE ~~of September 30, 2016 and December 31, 2015, loans from the Company’s sole stockholder amounted to $27,934 and $11,664, respectively, and represent working capital advances~~6. ~~The~~RELATED ~~loans~~PARTY ~~are unsecured, non-interest bearing, and due on demand.~~TRANSACTIONS

FAs of March 31, 2017 and December 31, 2016, loans from the Company’s principal stockholder amounted to $31,571 and $31,064, respectively, and represent working capital advances. The loans are unsecured, non-6interest ~~Table~~bearing, ofand ~~Contents~~due on demand. In connection with the change in control described in Note 7 below, the stockholder released the Company from its obligations to repay these advances.

~~Item~~NOTE 27. ~~Management~~SUBSEQUENT ~~’ s Discussion and Analysis or Plan of Operations.~~EVENTS

AsChange ~~used~~ in ~~this Form 10-Q, references to “ Caleminder , the ” Company, ” “ we, ” “ our ” or “ us ” refer to Caleminder Inc , unless the context otherwise indicates.~~Control

~~Forward-Looking~~On ~~Statements~~May 1, 2017, Shira Halperin, the holder of 7,500,000 shares (the “Restricted Shares”) of common stock of the Company, representing 75% of the Company’s outstanding shares, sold all of such shares to certain third parties, including (i) Pure Harvest Cannabis Producers Inc., a Nevada corporation (“Pure Harvest”), which purchased 5,486,041 of the Restricted Shares, and (ii) David Lamadrid, the sole shareholder and officer of Pure Harvest, who purchased 428,572 of the Restricted Shares.

~~The~~Concurrently ~~following discussion should be read in conjunction~~ with ~~our~~the ~~unaudited~~closing ~~financial~~of ~~statements,~~the ~~which~~sale of ~~are included elsewhere in this Form 10-Q (~~the ~~“Report”).~~Restricted ~~This Report contains forward-looking statements which relate to future events or our future financial performance. In some cases~~Shares, ~~you~~holders ~~can~~of ~~identify~~an ~~forward-looking~~aggregate ~~statements~~of ~~by terminology such as “may~~2,~~” “should~~495,”000 ~~“expects,”~~shares ~~“plans,”~~(the “~~anticipates,”~~Unrestricted ~~“believes,~~Shares”) ~~“estimates,” “predicts,” “potential” or “continue” or the negative~~ of ~~these~~common ~~terms~~stock sold orsuch ~~other~~shares ~~comparable~~to ~~terminology.~~certain ~~These~~third ~~statements are only predictions and involve known and unknown risks~~parties, ~~uncertainties,~~including ~~and~~Pure ~~other factors that may cause our or our industry’s actual results~~Harvest, ~~levels~~which ofpurchased ~~activity~~656,816 ~~performance or achievements to be materially different from any future results, levels~~ of ~~activity,~~the ~~performance~~Unrestricted ~~or achievements expressed or implied by these forward-looking statements~~Shares.

~~Corporate~~Pursuant ~~Background~~to the Securities Purchase Agreement between Shira Halperin and ~~Business~~Pure ~~Overview~~Harvest under which the Restricted Shares were sold (i) David Lamadrid was appointed as a director, and as the Chief Executive Officer and President, of the Company, and (ii) Shira Halperin resigned as an officer of the Company and agreed to resign as director of the Company upon request by Pure Harvest.

WePursuant ~~were~~to ~~incorporated~~agreements inentered ~~the~~into ~~State~~by ofPure Harvest ~~Delaware~~with oncertain ~~May~~purchasers ~~28,~~of ~~2014~~the ~~and~~Unrestricted ~~are~~Shares, aPure ~~development~~Harvest ~~stage~~agreed ~~company.~~to ~~Our~~submit ~~company has developed an online service www.caleminder.net that provides a calendar- based greeting and reminder service~~ to ~~assist~~the ~~subscribers~~Company infor ~~remembering~~cancellation ~~important~~all 6,142,857 ~~life~~shares ~~events~~purchased ~~such~~by ~~as birthdays, anniversaries, etc~~it.

Users register with the system and enter these important dates as well as configure a variety of settings, including when they want to be notified, for example one month prior, two weeks prior, one week prior, etc. Currently the application is web based and not for a mobile download application.6

~~Employees~~Item 2. Management ’ s Discussion and Analysis or Plan of Operations.

~~Other~~As ~~than~~used ~~our~~in ~~current~~this ~~director~~Form ~~and~~10-Q, ~~officer~~references to “ Caleminder , the ” Company, ” “ we, ~~have~~” no“ ~~employees~~our at” ~~September~~or 30“ us ” refer to Caleminder Inc., unless ~~2016~~the context otherwise indicates.

~~Transfer~~Forward-Looking ~~Agent~~Statements

WeThe ~~have~~following ~~engaged~~discussion ~~Vstock~~should ~~Transfer~~be ~~LLC~~read in conjunction with our unaudited financial statements, 77which ~~Spruce~~are ~~Street~~included elsewhere in this Form 10-Q (the “ Report ” ). This Report contains forward-looking statements which relate to future events or our future financial performance. In some cases, ~~Suite~~you ~~201~~can identify forward-looking statements by terminology such as “ may, ~~Cedarhurst~~” “ should, NY” “ expects, ~~11516 as~~” ~~our~~“ ~~stock~~plans, ~~transfer~~” ~~agent.~~“ ~~Their~~anticipates, ~~telephone~~” ~~number~~“ isbelieves, ~~(212)~~” ~~828-8436~~“ ~~and~~estimates, ~~their~~” ~~fax~~“ predicts, ~~number~~” is“ ~~(646)~~potential ~~536-3179~~” or “ continue ” or the negative of these terms or other comparable terminology. These ~~The~~statements ~~transfer~~are ~~agent~~only ispredictions ~~responsible~~and ~~for~~involve ~~all~~known ~~record-keeping~~and unknown risks, uncertainties, and ~~administrative~~other ~~functions~~factors inthat ~~connection~~may ~~with~~cause our or ~~issued~~our ~~and~~industry ~~outstanding~~’ ~~common~~s ~~stock~~actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

~~Results~~Corporate ofBackground ~~Operations~~and Business Overview

~~Comparison~~We ~~for~~were incorporated in the ~~Three~~State ~~Months~~of ~~Ended~~Delaware on ~~September~~May 3028, ~~2016~~2014 and ~~2015~~are a development stage company. The Company’s sole operations since inception have been limited to the development of an online calendar-based greeting and reminder service. In connection with the change in control described in Note 7 above, the Company intends to become a vertically integrated producer and distributor of medical-grade cannabis products. However, there can be no assurance that the Company will be successful in executing its business plan.

~~Revenues~~Employees

~~During~~Other ~~the~~than ~~three~~our ~~months~~current ~~period~~director ~~ended September 30, 2016~~ and ~~2015~~ officer, we have ~~not~~no ~~generated any revenue~~employees.

~~Operating~~Results ~~Expenses~~ of Operations

~~The~~Results ~~Company’s~~of ~~operating~~operations ~~expenses~~ for the three months ended ~~September~~March 3031, ~~2016~~2017 ~~was $4,670~~ and $7,394 for the three month ended September 30, 2015. Operating expenses primarily consisted of professional and consulting fees. The reduction of operating expenses for the three months ended September 30, 2016 ~~as compared to the same period in 2015 was due to a reduction in consulting fees~~.

~~Net Loss~~Revenues

During the three months period ended ~~September~~March 3031, 2017 ~~2016~~ and ~~2015~~2016 ~~the~~we ~~Company~~have ~~recognized~~not ~~net~~generated ~~losses~~any ~~of $4,670 and $7,394, respectively~~revenue.

3Operating ~~Table of Contents~~Expenses

~~Comparison~~The ~~for~~Company’s operating expenses for the ~~nine~~three ~~Months~~months ~~Ended~~ended ~~September~~March 3031, 2017 and 2016 were $8,356 and ~~2015~~$8,742, respectively. The operating expenses primarily consisted of professional fees, legal, auditing and other consulting fees associated with SEC compliance.

~~Revenues~~We expect to continue to incur significant operating expenses. As a result, we will need to generate significant revenues to achieve profitability, which may not occur. Even if we do achieve profitability, we may be unable to sustain or increase profitability on a quarterly or annual basis in the future.

~~During~~Net ~~the nine months period ended September 30, 2016 and 2015 we have not generated any revenue.~~Loss

~~Operating~~During ~~Expenses~~ the three months ended March 31, 2017 and 2016 the Company recognized net losses of $8,356 and $8,742, respectively.

~~The~~Liquidity ~~Company’s operating expenses for the nine months ended September 30, 2016 was $19,593~~ and ~~$40,759~~Capital for the nine month ended September 30, 2015. Operating expenses primarily consisted of professional and consulting fees. The reduction of operating expenses for the nine months ended September 30, 2016 as compared to the same period in 2015 was due to a reduction in consulting fees.Resources

~~Net~~Our ~~Loss~~cash balance as of March 31, 2017 was $1,653, which is not sufficient to support our operations for the next 12 months.

~~During~~Historically, ~~the~~we ~~nine~~have ~~months~~financed ~~ended~~our ~~September~~cash ~~30,~~flow and ~~2016~~operations from the sale of common stock and ~~2015~~loans from a related party. Net cash provided by financing activities for the ~~Company~~three ~~recognized~~months ~~net~~ended ~~losses~~March of31, 2017 and 2016 was $~~19,593~~507 and $406,~~759~~900, respectively.

~~Liquidity~~We have not generated any revenue from our operations. We will require additional funds to fully implement our plans. These funds may be raised through equity financing, debt financing, or other sources, which may result in the dilution in the equity ownership of our shares. We currently do not have any arrangements for additional financing and ~~Capital~~we ~~Resources~~may not be able to obtain financing when required. Our future is dependent upon our ability to obtain financing and generate revenue. The issuance of additional equity securities by us could result in a significant dilution to our stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. We will require additional funds to maintain our reporting status with the SEC.

~~Our cash balance as of September 30, 2016 was $1,994.~~ 7

~~Historically,~~Going weConcern have financed our cash flow and operations from the sale of common stock and loans from a related party. Net cash provided by financing activities for the nine month ended September 30, 2016 and 2015 was $16,270 and $36,534, respectively.Consideration

We have ~~not~~incurred ~~generated~~net ~~any~~losses ~~revenue~~since ~~from~~ our ~~operations.~~inception through WeMarch ~~will~~31, ~~require~~2017 ~~additional~~totaling ~~funds~~$98,814 toand ~~fully~~have ~~implement~~completed ~~our~~only ~~plans.~~the ~~These~~preliminary ~~funds~~stages ~~may~~of beour ~~raised~~business ~~through~~plan. We ~~equity~~anticipate incurring ~~financing,~~additional ~~debt~~losses ~~financing,~~before orrealizing ~~other~~any ~~sources,~~revenues ~~which~~and ~~may~~will ~~result~~depend inon ~~the~~additional ~~dilution~~financing in ~~the~~order ~~equity~~to ~~ownership~~meet of our ~~shares.~~continuing obligations Weand ~~currently~~ultimately, doto ~~not~~attain ~~have~~profitability. Our ~~any~~ability ~~arrangements~~to ~~for~~obtain additional financing, ~~and~~whether wethrough ~~may~~the issuance ~~not~~of beadditional ~~able~~equity toor ~~obtain~~through ~~financing~~the ~~when~~assumption ~~required.~~of ~~Our~~debt, ~~future~~ is ~~dependent~~uncertain. Accordingly, ~~upon~~our independent auditors’ report on our ~~ability~~annual tofinancial ~~obtain~~statements ~~financing,~~for ~~and~~the ~~generate~~year ~~revenue.~~ended ~~The~~December ~~issuance~~31, of2016 ~~additional~~includes ~~equity~~an ~~securities~~explanatory byparagraph usregarding ~~could~~concerns about ~~result~~our inability ato ~~significant~~continue ~~dilution~~as ina ~~the~~going ~~equity~~concern, ~~interests~~including ofadditional ~~our~~information ~~current~~contained ~~stockholders.~~in ~~Obtaining~~the ~~commercial~~notes ~~loans,~~to ~~assuming~~our ~~those~~financial ~~loans~~statements describing ~~would~~the becircumstances ~~available,~~leading ~~will~~to ~~increase~~this ~~our~~disclosure. The ~~liabilities~~financial ~~and~~statements ~~future~~do ~~cash~~not ~~commitments.~~include Weany ~~will~~adjustments ~~require~~that might ~~additional~~result ~~funds~~from tothe ~~maintain~~uncertainty about our ~~reporting~~ability ~~status~~to ~~with~~continue ~~the~~our ~~SEC~~business.

~~Going~~Off-Balance ~~Concern~~Sheet ~~Consideration~~Arrangements

We ~~have~~do ~~incurred~~not ~~net losses since our inception through September 30, 2016 totaling $85,836 and~~ have ~~completed only the preliminary stages of our business plan. We anticipate incurring additional losses before realizing~~ any ~~revenues~~off-balance ~~and~~sheet ~~will~~arrangements that ~~depend~~have onor ~~additional~~are ~~financing~~reasonably inlikely ~~order~~ to ~~meet~~have ~~our~~a ~~continuing~~current ~~obligations and ultimately, to attain profitability. Our ability to obtain additional financing, whether through the issuance of additional equity~~ or ~~through~~future ~~the~~effect ~~assumption of debt, is uncertain. Accordingly, our independent auditors’ report~~ on our ~~annual~~ financial ~~statements for the year ended December 31~~condition, ~~2015~~changes ~~includes an explanatory paragraph regarding concerns about our ability to continue as a going concern, including additional information contained~~ in ~~the notes to our~~ financial ~~statements~~condition, revenues ~~describing~~or ~~the~~expenses, ~~circumstances~~results ~~leading~~of tooperations, ~~this~~liquidity, ~~disclosure.~~capital ~~The~~expenditures ~~financial~~or ~~statements~~capital doresources ~~not include any adjustments~~ that ~~might~~are ~~result~~material ~~from the uncertainty about our ability~~ to ~~continue our business~~investors.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

A smaller reporting company, as defined by Item 10 of Regulation S-K, is not required to provide the information required by this item.

4 Table of Contents

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company's Chief Executive Officer, who is also the Chief Financial and Accounting Officer, evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this quarterly report. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management is required to apply their judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based upon that evaluation, the CEO concluded that, as of ~~September~~March 3031, ~~2016~~2017, the Company’s disclosure controls and procedures were not effective to provide reasonable assurance that information required to be disclosed in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to management, including the CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure. As a result of this evaluation, management identified the following deficiencies, which are deemed to be material weaknesses:

· Due to the size of the Company, there is a lack of segregation of duties, which would allow for proper processing, review and approval of transactions and events that have an impact on the Company’s financial results. · The Company lacks a system to allow for the review and monitoring of internal control over financial reporting, which would mitigate concerns related to management’s override of controls. · The Company lacks an independent Audit Committee, which can provide oversight of management and the financial reporting process.

The Company lacks a system to allow for the review and monitoring of internal control over financial reporting, which would mitigate concerns related to management’s override of controls.

The Company lacks an independent Audit Committee, which can provide oversight of management and the financial reporting process.

Changes in Internal Control over Financial Reporting

There were no changes in our internal controls over financial reporting for the three months ended ~~September~~March 3031, ~~2016~~2017 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

~~5 Table of Contents~~8

PART II ~~OTHER INFORMATION~~

~~Item 1~~OTHER ~~. Legal Proceedings~~ INFORMATION

Item A . Legal Proceedings

None

Item 1A1 A. Risk Factors

A smaller reporting company, as defined by Item 10 of Regulation S-K, is not required to provide the information required by this item.

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

During the quarter ended ~~September~~March 3031, ~~2016~~2017, the Company did not issue any shares of unregistered common stock.

Item 3. Defaults Upon Senior Securities.

None

Item 4. Mine ~~Saftey~~Safety Disclosures

None

Item 5. Other Information.

None

6 Table of Contents

Item 6. Exhibits

31.1 and 31.2	Certification of Principal Executive and Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act
32	Certification of Principal Executive and Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act

Rule 13a-14(a)/15d-14a(a) Certification

732 ~~Table~~Section of1350 ~~Contents~~Certifications

SIGNATURES

Pursuant to the requirements 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.

	CALEMINDER INC
Dated: November 14, 2016	By:	/s/ Shira Halperin
		Shira Halperin
		CEO/Director and Internal Accounting Officer

CALEMINDER INC.

May 12, 2017

/s/ David Lamadrid
David Lamadrid
Chief Executive Officer
(principal executive, financial and
accounting officer)

810

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