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INTELLISENSE SOLUTIONS INC. - 10-K - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

June 30, 2014

OVERVIEW

Intellisense Solutions Inc. (the "Company" or "we") was incorporated in the State of Nevada on March 22, 2013 and has a fiscal year end of March 31. We are a development stage Company. Implementing our planned business operation is dependent on our ability to raise approximately $65,033.

Going Concern

To date the Company has little operations and no revenues, and consequently has incurred recurring losses from operations. No revenues are anticipated until we complete the Plan of Operation described in this Form 10-K. The ability of the Company to continue as a going concern is dependent on raising capital to fund our business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company's ability to continue as a going concern. Our activities have been financed primarily from the proceeds of share subscriptions. During the year ended March 31, 2014, the Company entered into agreements to sell 531,680 shares of common stock for proceeds of $53,168 in an offering registered under its then-effective Form S-1. On March 22, 2013, we offered and sold 5,000,0000 shares of common stock to Ihsan Falou, our sole officer and director, for aggregate proceeds of $50. The Company plans to raise additional funds through debt or equity offerings. There is no guarantee that the Company will be able to raise any capital through this or any other offerings. PLAN OF OPERATION Our cash balance is $36,501 as of March 31, 2014, and as of June 26, 2014. We do not believe that our cash balance is sufficient to fund our limited levels of operations beyond one year's time. Our independent registered public accountant has issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated revenues and no revenues are anticipated until we complete our initial business development. There is no assurance we will ever reach that stage. 15 --------------------------------------------------------------------------------



In the next twelve months, we plan to engage in the following activities to expand our business operations:

Prospective Amount of funds: $ 16,258.33$ 32,516.67$ 48,775.00$ 65,033.33 Employees Salary $ 0.00$ 0.00$ 0.00$ 3,333.33 Advertising $ 0.00$ 0.00$ 3,000.00$ 8,000.00 Marketing & Company collateral design $ 0.00$ 1,000.00$ 1,500.00$ 3,000.00 Design of Logo certs $ 0.00$ 0.00$ 2,000.00$ 5,500.00 Printing $ 0.00$ 1,000.00$ 1,000.00$ 2,000.00 Software Development/ web design $ 500.00$ 12,000.00$ 13,000.00$ 14,000.00 Software Purchase (Development) $ 0.00$ 2,400.00$ 2,400.00$ 2,400.00 Co-location & backup/ web hosting $ 120.00$ 1,200.00$ 2,400.00$ 2,400.00 Office Rent $ 0.00$ 0.00$ 2,400.00$ 2,400.00 Office Equipment + SW $ 0.00$ 0.00$ 1,500.00$ 2,500.00 Offices expenses $ 250.00$ 500.00$ 1,400.00$ 1,800.00 Telephone + LD fees $ 250.00$ 750.00$ 1,400.00$ 1,500.00 Unaccounted expenses $ 0.00$ 500.00$ 1,200.00$ 1,200.00 Accountant $ 3,000.00$ 1,000.00$ 3,000.00$ 3,000.00 Auditor $ 6,000.00$ 6,000.00$ 6,000.00$ 6,000.00 Lawyer $ 3,000.00$ 3,000.00$ 3,000.00$ 3,000.00 Transfer Agent $ 3,000.00$ 3,000.00$ 3,000.00$ 3,000.00 Total Expenses $ 16,120.00$ 32,350.00$ 48,200.00$ 65,033.33



Employees Salary: We will be hiring a sales person who will be contacting manufacturers, vendors and buyers of vegetarian food and interest them in our product. Initially, that person will also handle

Advertising: This will include advertising our products and services in different venues including google Adwards and potentially magazines and web site that are of interest to our target market.

Marketing & Company collateral design: This will cover the cost of the design of the company and marketing collateral such as logo, letterhead (both for print and electronics), business cards, brochures, advertising (both for electronics and print). 16

-------------------------------------------------------------------------------- Design of Logo certs: This will include the design of the different certificates that will be included on the producers (or wholesalers) products, collateral and web site. Different formats and variants of the certifications will be design to accommodate the different requirements of producers.



Printing: This will include the cost of printing letterhead, business cards, brochures, envelopes, etc.

Software Development/ web design: This will include the cost of developing our web portal, web site and associated interfaces.

Software Purchase (Development): We expect that we may need to purchase some software development tools or software to ease development such as MySQL database administration tool, commercial code editors, etc.

Co-location & backup/ web hosting: This will include the cost of leasing server space, bandwidth and backup services. We have not decided whether to lease dedicated servers, virtual private servers or opt for a provider with cloud services such as Amazon.com.

Office Rent: If we raise sufficient funding to hire a sales person, we may be renting or sub-leasing a small office where our sales person will work from. If we are able to hire the sales person but are unable to afford an office, the sales person will work from his or her home. Office Equipment + SW: This will be the cost of purchasing office equipment such as a computer for sales person, an all-in-one printer/scanner/copier/fax, desk, a filing cabinet, etc…



Offices expenses: These are expenses such as electricity, cleaning supplies, printer cartridges, papers, pens, etc…

Telephone + LD fees: This is the cost of internal telephone service to communicate between our staff, directors, vendors, partners, etc.

Unaccounted expenses: Items not accounted for elsewhere or that are difficult to predict such as bank fees, entertainment, software products and office equipment.

Accountant: Expenses for accounting fees. This will go primarily toward the preparation of financial statements.

Auditor: Expenses for auditing fees. This will go to our auditor for our year end audits and quarterly reviews.

Lawyer: Expenses for legal fees. This will go primarily to our lawyer to ensure that all our filings are in order and we are in compliance with different regulatory regimes.

Transfer Agent: This Transfer Agent fee related to the public company filings.

If 25% of shares are sold: We will have enough money to maintain the company and develop a basic informational web site but we will not be able to do any development of our portal or do any sales and marketing activities.

17 -------------------------------------------------------------------------------- If 50% of the shares are sold: This will be sufficient to maintain the company and develop our products. However, we will have minimal amounts to spend on designing our marketing collateral and on the visual interfaces. We will also have no money to spend on advertising. If 75% of the shares are sold: This will be sufficient to maintain the company and develop our products. We will also have an acceptable marketing, sale and advertising budgets. We will however still not be able to hire a business development (sales) person and these functions will need to be performed by our Directors.



If 100% of the shares are sold: This will enable to execute fully on our business plan.

The company plans to begin work on an information web site in the first month of operation. Putting an information-only web site as soon as possible will help to create brand name recognition. We will also register youtube.com, facebook.com and twitter.com accounts and link them to our web site. This will also improve our ranking in many search engines as well as build an audience for our anticipated launch. If 25% of the shares are sold, we are only able to maintain the company but will not be able to do any development or marketing and sales activities. After selling 50% or more of the shares, we will start working on executing our business plan including the development and marketing of our products and services. The milestones that we hope to achieve on a quarter-by-quarter basis in Year One of Operations (after the funds are raised) are listed below.



Quarter One

· Selection of the software contractor · Selection of the Graphic and web design interfaces · Completion of product specification · Selection of development tools · Selection of our collocation partner · Completion of high-level design for our product · Start working on "information only" web site · Investigate regulatory issues that may impact our operation in India and USA Quarter Two

· Complete the "information only" web site · Completion of detailed design of our product · Start the design of the different web interfaces · Complete the development of the database · Review Milestones and adjust workloads · Investigate regulatory issues that may impact our operation in the European Union 18

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Milestones for Quarter Three

· Complete the design of the different web interfaces · Complete implementation of the different web interfaces · Start development of the development of the different components of the software · Design of the Certification Logos · Write the Terms of Services for vendors, customers and certification partners · Monitor the hits on the web site · Review Milestones and adjust workloads



· Investigate regulatory issues that may impact our operation in Canada,

Australia and New Zealand

Milestones for Quarter Four

· Completion of Beta Software in month 10 and start of trial · Correct any deficiencies revealed during trial · Complete the certification partners training guides that they will follow in issuing the certificates · Start online advertising with Google Adwords · review Milestones timetable and adjust workload



· interview and hire Sales Support Staff person to start in month eleven

· Launch product in month 12

RESULTS OF OPERATIONS

We have generated no revenues since inception on March 22, 2013, and have incurred $41,682 in expenses from inception through March 31, 2014.

For the year ended March 31, 2014, we incurred $39,682 in operating expenses, comprised of $21,791 in professional fees and $17,891 in general and administrative expenses. For the year ended March 31, 2013, we incurred $2,000 in operating expenses, consisting of $2,000 in professional fees. 19 --------------------------------------------------------------------------------



The following table provides selected financial data about our company for the years ended March 31, 2014 and 2013.

March 31, March 31, Balance Sheet Data 2014 2012 Cash and Cash Equivalents $ 36,501$ 19,980 Total Assets $ 35,517$ 19,980 Total Liabilities $ 6,051$ 2,000 Shareholders' Equity $ 31,466 ) $ 17,980 GOING CONCERN We have never garnered any revenues and we are still devoting substantially all of our efforts on establishing the business and, therefore, we are a development stage company. From inception to March 31, 214, the Company had accumulated losses of $41,682. Our independent public accounting firm included an explanatory paragraph in their report on the accompanying financial statements regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent public accounting firm. Our financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.



LIQUIDITY AND CAPITAL RESOURCES

At March 31, 2014, we had a cash balance of $36,501. Our expenditures over the next 12 months are expected to be approximately $65,033.

At March 31, 2014, our cash position increased to $19,971 from a cash position of $4,982 at March 31, 2013.

We must raise approximately $65,033, to complete our plan of operation for the next 12 months. Additionally, we anticipate spending an additional $20,000 on general and administration expenses and complying with reporting obligations, and general administrative costs. Additional funding will likely come from equity financing from the sale of our common stock, if we are able to sell such stock. If we are successful in completing an equity financing, existing stockholders will experience dilution of their interest in our Company. We do not have any financing arranged and we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund our plan of operation. In the absence of such financing, our business will fail. There are no assurances that we will be able to achieve further sales of our common stock or any other form of additional financing. If we are unable to achieve the financing necessary to continue our plan of operations, then we will not be able to continue our business and our business will fail.



OFF BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements including arrangements that would affect our liquidity, capital resources, market risk support and credit risk support or other benefits.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying financial statements have been prepared in accordance with United States generally accepted accounting principles (US GAAP) for financial information and in accordance with Securities and Exchange Commission's Regulation S-X. They reflect all adjustments which are, in the opinion of the Company's management, necessary for a fair presentation of the financial position and operating results as of and for the period March 22, 2013 (date of inception) to March 31, 2014.



Accounting Basis

These financial statements are prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America. Cash and Cash Equivalents



Cash and cash equivalents are reported in the balance sheet at cost, which approximates fair value. For the purpose of the financial statements, cash equivalents include all highly liquid investments with maturity of three months or less.

Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles of the United States 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 year. The more significant areas requiring the use of estimates include asset impairment, stock-based compensation, and future income tax amounts. Management bases its estimates on historical experience and on other assumptions considered to be reasonable under the circumstances. However, actual results may differ from the estimates. Income Tax Provision The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal 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 the Statements of Income and Comprehensive Income in the period that includes the enactment date. 21

-------------------------------------------------------------------------------- The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying consolidated balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its consolidated balance sheets and provides valuation allowances as management deems necessary. Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In addition, the Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. In management's opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.



Net Income (Loss) per Common Share

Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through stock options and warrants.



There were no potentially outstanding dilutive common shares for the fiscal year ended March 31, 2013.

Recently Issued Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.


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Source: Edgar Glimpses


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