UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended ~~June~~September 30, 2016

☐		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: 000-52725

SmartChase Corp.

(Exact name of registrant as specified in its charter)

Nevada	20-4765268
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

343 Preston Street, 11^th Floor, Ottawa, ON	K1S 1N4
(Address of principal executive offices)	(Zip Code)

(514) 290-8863

(Registrant’s telephone number, including area code)

Securities registered pursuant to section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of each exchange on which registered
Not applicable		Not applicable		Not applicable

Indicate by check mark whether the ~~registrant~~ registrant has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports). Yes ☐ No ☒

~~Yes~~Indicate ☐by check mark whether the registrant has been subject to such filing requirements for the past 90 days. Yes ☒ No x☐

Indicate by check mark whether the registrant has been subject to such filing requirements for the past 90 days.

Yes x No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☐ No x☒

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

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company x☒ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

The number of shares outstanding of the registrant’s common stock on December 1213, 2019, was 33,942,563.

TABLE OF CONTENTS

PART I—FINANCIAL INFORMATION	1
Item 1. Financial Statements	1
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	7
Item 3. Quantitative and Qualitative Disclosures About Market Risk	10
Item 4. Controls and Procedures	10
PART II—OTHER INFORMATION	11
Item 6. Exhibits	11
SIGNATURES	11

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

Smartchase Corporation
Condensed Balance Sheet
(Expressed in US Dollars)

	June 30, 2016 (Unaudited)			December 31, 2015 (Audited)
	September 30, 2016 (Unaudited)			December 31, 2015 (Audited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	63,~~258~~725		$	118,743
Prepaid expenses		6,750			10,500
Related party advance		2,000			–
TOTAL ASSETS	$	13,008		$	129,243
Prepaid expenses		4,875			10,500
TOTAL ASSETS	$	10,600		$	129,243
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	(2,136	)	$	5,211
Accounts payable	$	(2,637	)	$	5,211
Accounts payable - related party		–			25,728
Related party loan		–			45,779
		(2,136	)		76,718
		(2,637	)		76,718
Convertible debentures (net of debt discount)		~~178~~196,~~571~~429			–142,857
Interest payable		1726,~~500~~250			~~142,857~~–
TOTAL LIABILITIES		~~193~~222,~~935~~679			219,575
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock; $0.001 par value; 195,000,000 shares authorized; 33,942,563 shares issued and outstanding as of June 30, 2016 and December 31, 2015		33,943			33,943
Common stock; $0.001 par value; 195,000,000 shares authorized; 33,942,563 shares issued and outstanding as of September 30, 2016 and December 31, 2015		33,943			33,943
Additional paid-in capital		851,313			851,313
Accumulated deficit		(1,~~066~~094,~~183~~698	)		(975,588	)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)		(~~180~~209,~~927~~442	)		(90,332	)
Total Liabilities and Stockholders' Equity (Deficit)	$	1310,~~008~~600		$	129,243

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

Smartchase Corporation
Condensed Statements of Operations
(Unaudited)
(Expressed in US Dollars)

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

2016

2015

2016

2015

OPERATING EXPENSES

General and administrative

~~12,534~~33

46,~~560~~704

24,~~474~~507

1016,~~129~~833

Transfer agent and filing fees

31,~~623~~875

1,~~933~~245

810,~~257~~132

35,~~843~~088

Professional fees

–

1,~~750~~500

4,650

56,~~250~~750

Total Operating Expenses

161,~~157~~908

89,~~243~~449

3739,~~381~~289

1928,~~222~~670

LOSS FROM OPERATIONS

(161,~~157~~908

)

(89,~~243~~449

)

(3739,~~381~~289

)

(1928,~~222~~670

)

OTHER EXPENSES:

Financing expense

(26,607

)

–

(5379,~~214~~821

)

–

Foreign currency transaction gain (loss)

–

~~(680~~1,895

)

–

13,~~231~~126

NET (LOSS) GAIN

(4228,~~764~~515

)

(87,~~923~~554

)

(90119,~~595~~110

)

(1725,~~990~~544

)

NET (LOSS) PER SHARE - BASIC AND DILUTED

–

WEIGHTED AVERAGE COMMON EQUIVALENT SHARES OUTSTANDING - BASIC AND DILUTED

33,942,563

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

Smartchase Corporation ~~Condensed~~ Statements of Cash Flows (Unaudited) (Expressed in US Dollars)

	Six Months Ended June 30, 2016			Six Months Ended June 30, 2015
	Nine Months Ended September 30, 2016			Nine Months Ended September 30, 2015
CASH FLOW FROM OPERATING ACTIVITIES:
Net (loss) gain	$	(90119,~~595~~110	)	$	(1725,~~990~~544	)
Adjustments to reconcile net loss to net cash used in operating activities:
Adjustments to reconcile net loss to net cash used In operating activities:
Depreciation and amortization		–			–
Stock-based compensation		–			–
Amortization of debt discount		–			–
Changes in operating assets and liabilities:
(Increase) decrease in prepaid		~~3750~~5,625			–
Increase (decrease) in interest payable		1726,~~500~~250			–
Increase (decrease) in accounts payable and accrued expenses		(7,~~347~~848	)		21,~~632~~509
Net cash used in operating activities		(7695,~~692~~083	)		(1524,~~358~~035	)
CASH FLOW FROM FINANCING ACTIVITIES:
Convertible debentures discount amortization		3553,~~714~~572			–
Advances from (repayment to) related party		(7173,507	)		1624,~~411~~228
Net cash provided by financing activities		(3519,~~793~~935	)		1624,~~411~~228
NET INCREASE (DECREASE) IN CASH		(~~112~~115,~~485~~018	)		~~1,053~~193
CASH AND CASH EQUIVALENTS, Beginning of period		118,743			744
CASH AND CASH EQUIVALENTS, End of period	$	63,~~258~~725		$	~~1,797~~937

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

SMARTCHASE CORP.

Notes to the Condensed Financial Statements

~~June~~September 30, 2016

NOTE 1- CONDENSED FINANCIAL STATEMENTS

The accompanying condensed financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at ~~June~~ September 30, 2016 and for all periods presented have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December 31, 2015 audited financial statements. The results of operations for the period ended ~~June~~September 30, 2016 are not necessarily indicative of the operating results for the full year.

NOTE 2 - GOING CONCERN

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. As of ~~June~~ September 30, 2016, the Company has accumulated operating losses of approximately $1,~~066~~094,~~183~~698. The Company's ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements and its ability to achieve and maintain profitable operations. Management plans to raise equity capital to finance the operating and capital requirements of the Company. While the Company is putting forth its best efforts to achieve the above plans, there is no assurance that any such activity will generate funds that will be available for operations.

These conditions raise substantial doubt about the Company's ability to continue as a going concern. These financial statements do not include any adjustments that might arise from this uncertainty.

NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES

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

Basis of Accounting

The basis is United States generally accepted accounting principles.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

SMARTCHASE CORP.

Notes to the Condensed Financial Statements

~~June~~September 30, 2016

NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue Recognition

The Company recognizes revenue on an accrual basis. Revenue is generally realized or realizable and earned when all of the following criteria are met: 1) persuasive evidence of an arrangement exists between the Company and our customer(s); 2) services have been rendered; 3) our price to our customer is fixed or determinable; and 4) collectability is reasonably assured.

Income taxes

The Company accounts for its income taxes in accordance with FASB ASC Topic 740-10, “Income Taxes”, which requires recognition of deferred tax assets and liabilities for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

Net Loss Per Common Share

FASB ASC Topic 260-10, “Earnings per Share”, requires presentation of "basic" and "diluted" earnings per share on the face of the statements of operations for all entities with complex capital structures. Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted during the period. Dilutive securities having an anti- dilutive effect on diluted earnings per share are excluded from the calculation.

Financial instruments

The fair value of the Company’s financial assets and financial liabilities approximate their carrying values due to the immediate or short-term maturity of these financial instruments.

Cash and Cash Equivalents

The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. The Company maintains its cash in bank deposit accounts, which, at times, may exceed federally insured limits. Management does not believe the Company is exposed to significant credit risk. Management, as well, does not believe the Company is exposed to significant interest rate and foreign currency fluctuation risks during the period presented in these financial statements. As at ~~June~~ September 30, 2016 and December 31, 2015, the Company has cash equivalents in the amount of $ nil and $ nil that are over the federally insured limit.

Foreign Currency Translation

The Company’s functional and reporting currency is the United States dollar. Occasional transactions may occur in Canadian dollars and management has adopted FASB ASC topic 830 “Foreign Currency Matters”. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Non-monetary assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the date of the transaction. Average monthly rates are used to translate revenues and expenses. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income. The Company has not, to the date of these financials statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

SMARTCHASE CORP.

Notes to the Condensed Financial Statements

~~June~~September 30, 2016

NOTE 4 – RELATED PARTY TRANSACTIONS

As of ~~June~~ September 30, 2016, $Nil is owed to related parties (December 31, 2015 - $71,507). During the quarter, $2,000 was advanced to the Company’s President for loans and payments made directly to vendors on behalf of the Company. Interest expense of $8,750 was accrued on related party convertible debentures during the quarter.

NOTE 5 – ~~STOCKHOLDERS~~STOCKHOLDER’S EQUITY

As of ~~June~~ September 30, 2016 there were 33,942,563 shares of common stock issued and outstanding and nil shares of preferred stock issued and outstanding.

NOTE 6 – RECENT ACCOUNTING PRONOUNCEMENTS

During the year ended December 31, 2015, the Company has elected to early adopt Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage.

NOTE 7 – - CONVERTIBLE NOTE PAYABLE

On December 31, 2015, the Company sold convertible debentures at a price of $1,000 per convertible debenture to a related party for an aggregate of $250,000 (the “Convertible Debenture”). The debentures have a term of eighteen (18) months from December 31, 2015 (the “Maturity Date”), bear interest at a rate of 14% per annum, payable on the Maturity Date, shall be converted into common shares of the Corporation ("Debenture Shares") at the following conversion prices: $0.07 per share within six (6) months of issuance, $0.10 per share between six (6) to twelve (12) months, and $0.15 per share between twelve (12) to eighteen (18) months. During the fiscal year ended December 31, 2015, the Company accounted for the beneficial conversion feature of the Convertible Debenture in the ~~amount~~ amount of $107,143, which was recorded as a discount and amortized over the life of the Convertible Debenture. As of ~~June~~ September 30, 2016, the unamortized balance of the discount was $7153,~~429~~571 (December 31, 2015 - $107,143). Subsequent to year end, the maturity date has been extended indefinitely as per the allowances in the contractual agreement and interest will continue to accumulate until the debt has been discharged.

NOTE 8 – RECLASSIFICATION OF PRIOR YEAR PRESENTATION

Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations.

NOTE 9 – SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date the financial statements are issued and believes there are no events to disclose.

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

This Management’s Discussion and Analysis of Financial Condition and Results of Operations contain certain forward-looking statements. Historical results may not indicate future performance. Our forward-looking statements reflect our current views about future events; are based on assumptions and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those contemplated by these statements. Factors that may cause differences between actual results and those contemplated by forward-looking statements include, but are not limited to, those discussed above and in “Risk Factors.” We undertake no obligation to publicly update or revise any forward-looking statements, including any changes that might result from any facts, events, or circumstances after the date hereof that may bear upon forward-looking statements. Furthermore, we cannot guarantee future results, events, levels of activity, performance, or achievements

Our financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. In this Quarterly Report on Form 10-Q (the “Form 10-Q”), unless otherwise specified, all dollar amounts are expressed in United States dollars. All references to “common shares” refer to the common shares in our capital stock.

In this Form 10-Q references to “SmartChase,” the “Company,” “we,” “us” and “our” refer to SmartChase Corp.

Limited Operating History

There is limited historical financial information about our company upon which to base an evaluation of our future performance. We are a development stage corporation and have generated limited revenues from operations. We cannot guarantee that we will be successful in our business operations. We are subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible delays in the exploitation of business opportunities. We may fail to adopt a business model and strategize effectively or fail to revise our business model and strategy should industry conditions and competition change.

We have limited resources and there is no assurance that future financing will be available to us on acceptable terms. Additional equity financing could result in dilution to existing shareholders.

Overview of Operations

We were incorporated in the State of Nevada on April 24, 2006, as Political Calls, Inc. We maintain our statutory registered agent's office at 6910 S. Cimarron Rd., Suite 240, Las Vegas, NV, 89113 and our principal executive offices are located at 343 Preston Street, 11^th Floor, Ottawa, ON, K1S 1N4. Our telephone number is (514) 290-8863.

The original business plan of the Company consisted of marketing telephone broadcasting messages for political campaigns. On November 23, 2008, the Board of Directors and the majority vote of the Company's shareholders voted and approved a name change of the Company from Political Calls, Inc. to Northern Empire Energy Corp., to signify the Company's business direction in oil and gas exploration.

In December 2009, we entered into a “Formal Option to Purchase and Sale Agreement of Petroleum and Natural Gas Rights” with an Alberta Corporation and purchased certain petroleum and natural gas rights within the Province of Alberta for a total purchase price of $471,524 ($500,000.00 Canadian Dollars). We were unable to secure additional financing to conduct exploration and drill wells on our oil and gas properties and, consequently, during the year ended December 31, 2010, we became a shell corporation whose sole purpose at that time until the present has been and is to locate and consummate a merger and/or acquisition with an operating entity.

On December 3, 2014, we amended our Articles of Incorporation to change our name from “Northern Empire Energy Corp.” to “SmartChase Corp.” (the “Name Change”) to better reflect our new business direction pursuing business opportunities in the digital media sector, with an initial focus on the development and utilization of mobile apps. We were unsuccessful in our efforts to locate suitable business opportunities in the digital media sector, and as a result we have been seeking other viable business opportunities for the Company.

We have no employees and own no property. We do not intend to perform any further operations until a merger or acquisition candidate is located and a merger or acquisition consummated. We are a “shell company” whose sole purpose at this time is to locate and consummate a merger and/or acquisition with an operating entity.

Plan of Operation

Currently, we are a development stage corporation. A development stage corporation is one engaged in the search of business opportunities, successful negotiation and closing of a business acquisition and furthering its business plan.

Our plan of operation for the next twelve months will be to pursue business opportunities in the Financial Information Technology (“Fintech”) sector. Our business plan is focused on providing customized technology platforms to small businesses and independent financial advisors in a way that is tailored to their needs. By combining easy-to-use on-site devices and the power of the cloud we intend to bring the latest technology directly into to the place of business allowing for small businesses to communicate, manage data, and improve efficiency.

In the event we are unable to execute our business plan, we will then (i) consider guidelines of industries in which we may have an interest; (ii) adopt a business plan regarding engaging in business in any selected industry; and (iii) commence such operations through funding and/or the acquisition of an operating entity engaged in any industry selected.

Results of Operations

We did not generate any revenues during the three-month periods ended ~~June~~September 30, 2016 and 2015 or in the ~~six~~nine-month periods ended ~~June~~September 30, 2016 and 2015, respectively. ~~During~~ During the ~~six~~nine-month periods ended ~~June~~September 30, 2016 and 2015, much of our resources were directed at maintaining the Company in good standing and identifying new business opportunities. On May 30, 2019, we signed a binding Memorandum of Understanding (“MOU”) with a related party to acquire 90% of the outstanding shares of Northern Coast Asset Management Inc. (“NCAM”), a Canadian manufacturer of alternative investment funds. Besides the MOU, we currently have no definitive agreements or understanding with any prospective business combination candidates.

For the three months ended ~~June~~September 30, 2016 and 2015

We had a net loss of $(1028,~~450~~515) during the three months ended ~~June~~September 30, 2016 compared to a net loss of $(87,~~923~~554) during the same period ended ~~June~~ September 30, 2015. The change is explained below.

Operating expenses for the three months ended ~~June~~September 30, 2016 totaled $161,~~157~~908 (2015- $89,~~243~~449) consisting of $~~12,534~~33 in general and administrative expenses (2015 - $46,~~560~~704), $31,~~623~~875 in transfer agent and filing fees (2015 - $1,~~933~~245) and professional fees of $0 (2015 - $1,~~750~~500). Operating expenses were ~~greater~~lower during the three months ended ~~June~~September 30, 2016 primarily as a result of ~~additional~~less ~~administrative~~general and ~~filing fees~~administrative ~~as the Company initiated certain changes in its management and business direction in anticipation of pursuing new business opportunities in the Fintech sector~~expenses.

During the three months ended September 30, 2016, we incurred financing and interest expenses of $(26,607) compared to $0 during the same period ended September 30, 2015, owing to the amortization of, and interest on, the Convertible Note Payable.

~~During~~For the ~~three~~nine months ended ~~June~~September 30, 2016, ~~we incurred financing~~ and ~~interest expenses of $26,607 from the issuance of the $250,000 Convertible Debenture (~~2015 ~~- $0).~~

~~For~~We ~~the~~had ~~six~~a net loss of $(39,289) during the nine months ended ~~June~~September 30, 2016 ~~and~~compared to a net loss of $(28,670) during the same period ended September 30, 2015. The change is explained below.

WeOperating ~~had~~expenses for athe ~~net~~nine ~~loss of~~months ended September 30, 2016 totaled $39,289 (902015- $28,~~595~~670) ~~during~~consisting ~~the~~of ~~six~~$24,507 ~~months~~in ~~ended~~general ~~June~~and 30administrative expenses (2015 - $16,833), ~~2016~~$10,132 ~~compared~~in totransfer aagent ~~net~~and ~~loss~~filing fees (2015 - $5,088) and professional fees of $4,650 (172015 - $6,~~990~~750). Operating expenses were greater during the ~~same~~nine ~~period~~months ended ~~June~~September 30, 2016 primarily as a result of additional administrative ~~2015.~~and ~~The~~filing ~~change~~fees isas ~~explained~~the ~~below~~Company initiated certain changes in its management and business direction in anticipation of pursuing new business opportunities in the Fintech sector.

~~Operating~~During ~~expenses for~~ the ~~six~~ nine months ended ~~June~~September 30, 2016 ~~totaled $37~~,~~381~~ ~~(2015-~~we ~~$19,221)~~incurred ~~consisting~~financing ~~of $24,474 in general~~ and ~~administrative~~interest expenses ~~(2015~~ -of $ ~~10,129), $8,257 in transfer agent and filing fees~~ (~~2015 - $3~~79,~~843~~821) ~~and~~compared ~~professional~~to ~~fees of~~ $~~4,650~~0 ~~(2015 - $5,250). Operating expenses were greater~~ during the ~~six~~same ~~months~~ period ended ~~June~~September 30, ~~2016~~2015, ~~primarily~~owing asto athe ~~result~~amortization of, ~~additional administrative~~ and ~~filing~~interest ~~fees as~~on, the ~~Company~~Convertible ~~initiated~~Note ~~certain changes in its management and business direction in anticipation of pursuing new business opportunities in the Fintech sector~~Payable.

During the six months ended June 30, 2016, we incurred financing and interest expenses of $53,214 from the issuance of the $250,000 Convertible Debenture (2015 - $ 0).

We are subject to risks inherent in the establishment of a new business enterprise. We may fail to adopt a business model and strategize effectively or fail to revise our business model and strategy should industry conditions and competition change. We have limited resources and there is no assurance that future financing will be available to us on acceptable terms. These conditions could further impact our business and have an adverse effect on our financial position, results of operations and/or cash flows.

Liquidity and Capital Resources

At ~~June~~September 30, 2016, we had current assets of $1310,~~008~~600 and current liabilities of $(2,~~136~~637) resulting in working capital of $1513,~~144~~237 compared to $129,243 in current assets and total current liabilities of $76,718 for the year ended December 31, 2015.

Net cash from (used in) operating activities was $(9095,~~595~~083) and $(1724,~~990~~035) for the ~~six~~nine months ended ~~June~~September 30, 2016 and 2015, respectively. ~~Cash~~ Cash from financing activities was $(3519,~~793~~935) and $1624,~~411~~228 for the ~~six~~nine months ended ~~June~~September 30, 2016 and 2015, respectively. Cash from financing activities during the ~~six~~nine months ended ~~June~~September 30, 2016 was due to working capital advances from our previous ~~President~~ President during the period. During the ~~six~~nine months ended ~~June~~September 30, 2016, $7173,507 was repaid to our previous President towards the balance of the working capital loan and as at ~~June~~September 30, 2016, our President has been repaid in full.

We generated no revenue during the ~~six~~nine months ended ~~June~~September 30, 2016. We do not anticipate generating any revenues for the foreseeable future. ~~Since~~ Since inception, we have used our common stock to raise money to fund our business operations, for corporate expenses and to repay ~~outstanding~~ outstanding indebtedness. We did not receive any cash from the sale of shares during the ~~six~~nine-month period ended ~~June~~September 30, 2016.

We do not have enough money to meet our cash requirements for the next twelve months, as we have yet to commence operations, have not generated any revenues and there can be no assurance that we can generate significant revenues from operations. During the next twelve months, we expect to incur indebtedness for administrative and professional charges associated with preparing, reviewing, auditing and filing our financial statements and our periodic and other disclosure documents to maintain the Company in good standing.

Our management is exploring a variety of options to meet our cash requirements and future capital requirements, including the possibility of equity offerings, debt financing and business combinations. There can be no assurance that we will be able to raise additional capital, and if we are unable to raise additional capital, we will unlikely be able to continue as a going concern.

Going Concern

As of the date of this Form 10-Q, there is substantial doubt regarding our ability to continue as a going concern as we have not generated sufficient cash flow to fund our business operations. The financial statements included in this Form 10-Q have been prepared on the going concern basis, which assumes that we will be able to realize our assets and discharge our obligations in the normal course of business. If we are not to continue as a going concern, we would likely not be able to realize our assets at values comparable to the carrying value or the fair value estimates reflected in the balances set out in the preparation of the financial statements.

Our future success and viability, therefore, are dependent upon our ability to generate capital financing. The failure to generate sufficient revenues or raise additional capital may have a material and adverse effect upon us and our shareholders.

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 or operations, liquidity, capital expenditures or capital resources that is material to investors.

Contractual Obligations

None.

Critical Accounting Policies

There have been no material changes in our existing accounting policies and estimates from the disclosures included in our Form 10-K for the year ended December 31, 2015, except for the newly adopted accounting policies as disclosed in the interim financial statements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a smaller reporting company, the Company has elected not to provide the disclosure required by this item.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

The Company has established disclosure controls and procedures that are designed to ensure that information required to be disclosed in reports filed or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission and, as such, is accumulated and communicated to our President, Thomas Jones, who serves as our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. Mr. Jones, evaluated the effectiveness of our disclosure controls and procedures, as defined in Rule 13a-15(e) of the Exchange Act, as of ~~June~~September 30, 2016. Based on his evaluation, Mr. ~~Jones~~ Jones concluded that the Company’s disclosure controls and procedures were effective as of ~~June~~September 30, 2016.

Changes in internal control over financial reporting

There has been no change in our internal control over financial reporting, as defined in Rules 13a-15(f) of the Exchange Act, during our most recent fiscal quarter ended ~~June~~September 30, 2016, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II—OTHER INFORMATION

Item 6. Exhibits

SEC Ref. No.	Title of Document
31.1	Rule 13a-14(a) Certification by Principal Executive and Financial Officer
32.1	Section 1350 Certification of Principal Executive and Financial Officer
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

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.

	SmartChase Corp.
Date: December 12, 2019	By	/s/ Thomas Jones
Date: December 13, 2019	By	/s/ Thomas Jones
		Thomas Jones, President and Interim Chief Financial Officer
		(Principal Executive Officer and Principal
		Financial Officer)

Filing Compare · SMARTCHASE CORP.