Filing Compare · Lollipop Corp

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

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

For the fiscal year ended December 31, ~~2013~~2014

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 333-186069

LOLLIPOP CORPORATION
(Exact name of Registrant as specified in its charter)

Delaware		~~990379315~~99-0379315
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
(State or other jurisdiction ofincorporation or organization)		(I.R.S. Employer Identification No.)
15500 SW Jay St. #81704 Beaverton, Oregon 97006-6018		97006-6018
(Address of principal executive offices)		(Zip Code)

(855) 222-1114
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
N/A		N/A
Title of each class		Name of each exchange on which registered
Securities registered pursuant to Section 12(g) of the Act:

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

N/A		N/A
Title of each class		Name of each exchange on which registered

Securities registered pursuant to Section 12(g) of the Act:

Shares of Common Stock, $0.0001 par value
Title of Class

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o ¨ No þx

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o ¨ No þx

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ x No o¨

Indicate by check mark ifwhether ~~disclosure~~the ofregistrant ~~delinquent~~has ~~filers~~submitted ~~pursuant~~electronically toand ~~Item~~posted ~~405~~on ofits ~~Regulation~~corporate ~~S-K~~Web (§site, ~~229.405~~if ofany, ~~this~~every ~~chapter)~~Interactive isData ~~not~~File ~~contained~~required ~~herein,~~to ~~and~~be ~~will~~submitted ~~not~~and beposted ~~contained,~~pursuant to ~~the~~Rule ~~best~~405 of ~~Registrant’s~~Regulation ~~knowledge,~~S-T in(§232.405 ~~definitive~~of ~~proxy~~this orchapter) ~~information~~during ~~statements~~the ~~incorporated~~preceding by12 ~~reference~~months in(or ~~Part~~for ~~III~~such ofshorter ~~this~~period ~~Form~~that ~~10-K~~the orregistrant ~~any~~was ~~amendment~~required to ~~this~~submit ~~Form~~and ~~10-K~~post such files). þYes ¨ No ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

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

Large accelerated filer o¨ Accelerated filer o¨ Non-accelerated filer o¨ Smaller reporting company þx

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o x No þ¨

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximately $39,357 based upon the price of our common stock as sold by us pursuant to our registration statement on Form S-1, which was $0.25 per share. Shares of common stock held by each officer and director and by each person or group who owns 10% or more of them outstanding common stock amounting to 875,000 shares have been excluded in that such persons or groups may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

As of ~~February~~March 1924, ~~2014~~2015, there were 1,032,428 shares of common stock issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Exhibits incorporated by reference are referred to in Part IV.

TABLE OF CONTENTS

PART I
Item 1.	Business	43
Item 1A.	Risk Factors	8
Item 1A	Risk Factors	7
Item 2.	Properties	1310
Item 3.	Legal Proceedings	1310
Item 4.	Mine Safety Disclosures	1310
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	1411
Item 6.	Selected Financial Data	1411
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1512
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	1613
Item 8.	Financial Statements and Supplementary Data	~~F-1~~14
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	1715
Item 9A.	Controls and Procedures	1715
Item 9B.	Other Information	1715
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	1816
Item 11.	Executive Compensation	1917
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	2018
Item 13.	Certain Relationships and Related Transactions, and Director Independence.	2119
Item 14.	Principal Accounting Fees and Services	2220
PART IV
Item 15.	Exhibits, Financial Statement Schedules	2321
SIGNATURES		2422

FORWARD-LOOKING STATEMENTS

This Annual Report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” or “continue” or the negative of these terms or other comparable terminology. These forward-looking statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks set out in the section hereof entitled “Risk Factors” and the risks set out below, any of which may cause our or our industry’s 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.

These risks include, by way of example and not in limitation:

· risks related to our ability to continue as a going concern; · the uncertainty of profitability based upon our history of losses; · risks related to failure to obtain adequate financing on a timely basis and on acceptable terms for our planned development of sports nutritional supplements; · risks related to our ability to continue to fund research and development costs; · risks related to conducting business internationally; · risks related to our ability to successfully develop our commercial products, · risks related to tax assessments; and · other risks and uncertainties related to our prospects, properties, and business strategy.

· the uncertainty of profitability based upon our history of losses;

· risks related to failure to obtain adequate financing on a timely basis and on acceptable terms for our planned development of sports nutritional supplements;

· risks related to our ability to continue to fund research and development costs;

· risks related to conducting business internationally;

· risks related to our ability to successfully develop our commercial products,

· risks related to tax assessments; and

· other risks and uncertainties related to our prospects, properties, and business strategy.

The above list is not an exhaustive list of the factors that may affect any of our forward-looking statements. These and other risks described in this report should be considered carefully and readers should not place undue reliance on our forward-looking statements.

Forward-looking statements are made based on management’s beliefs, estimates and opinions on the date the forward-looking statements are made, and we undertake no obligation to update forward-looking statements should these beliefs, estimates, and opinions or other circumstances change. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these forward-looking statements to actual results.

Our financial statements are stated in United States dollars (“US$”) and are prepared in accordance with United States generally accepted accounting principles (“GAAP”).

In this Annual Report, unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to "common stock" refer to the shares of our common stock.

As used in this Annual Report, the terms "we," "us," "our," "Lollipop," and “Issuer” mean Lollipop Corporation unless the context clearly requires otherwise.

PART I

ITEM 1. BUSINESS

~~Lollipop~~On ~~Corporation~~November ~~(“LPC”)~~17, ~~was~~2011, ~~incorporated~~we ~~under~~were ~~the~~incorporated ~~laws~~in of the ~~state~~State of Delaware ~~on November 17, 2011,~~ and established a fiscal year end of December 31. The objective of this corporation is to distribute sports nutritional supplements, especially in ring form capable of being worn during exercise, ~~being~~including ~~distributed~~ initially in Israel.

Executive Summary

Our Company believes that the search for a healthier life is linked directly to an active ~~lifestyle~~life and to improvements in our eating habits and how we choose ~~to supplement~~ our ~~diet~~foods. ~~This~~It seems to be a concern inon the ~~minds~~mind of many individuals who are also trying to ~~live~~have an active healthy life style, including ~~those~~by participating in ~~sporting~~sports events such as triathlons and marathons. LPC believes that the concept behind our sports nutritional supplements is aligned with healthy lifestyle concerns as wethey assist athletes whilst in the midst of ~~their~~ exercise or competition.

The market for sports nutritional supplements ~~has~~is ~~been~~ growing year over year, and is a flourishing market. ~~For~~As an example, in the United States, research released in 2008 revealed that consumers are increasingly incorporating sports nutritional supplements into their lifestyles. We intend to create a fully functional website (www.lollipopsports.com) with updates as to ~~health~~healthy events to occur in Israel and in other territories as a way to attract individuals who also will choose to purchase our sports nutritional supplements. We have secured the web domain and the current website is a template of what we expect to further develop. The website is still under construction. The market has continued to grow but we have been unable to acquire the relevant resources to enter the market.

~~Therefore~~We westill ~~expect~~believe that Lollipop Corporation will also attract individuals who are seeking nutrients during the course of their exercise and athletes who need a help to ~~generate~~be ~~revenue~~on bytrack ~~selling~~for ~~our~~their ~~sports~~special nutritional ~~supplements:~~and dietary requirements.

●We atcontinue ~~local~~to ~~sporting~~believe ~~events;~~in ●our ~~through~~plan ~~health~~and ~~stores,~~do ~~candy~~not intend to manufacture out sports nutritional supplements directly, ~~kiosks;~~but ~~athletic~~rather ~~equipment~~to ~~stores,~~have ~~shoe~~as ~~stores;~~yet ●unidentified third party suppliers from the Far-East and ~~through~~local partners at the point of distribution to deliver directly to our ~~website~~customers. We plan on establishing a commissioning policy for each supplier/partner. We expect that our suppliers will be able to deliver the sports nutritional products to our clients using their existing structure

Once we raise the required resources we intend to hire a freelance athlete and a known sports internet site to hand out free our sports nutritional supplements at sporting events held in public locations. We ~~believe~~intend ~~that~~to ~~Lollipop~~do ~~Corporation~~market ~~will~~at major ~~also~~soccer, ~~attract~~basketball ~~individuals~~and ~~who~~other ~~are~~sporting ~~seeking~~events, ~~nutrients~~running ~~during~~events and other public sports events, including in the ~~course~~local oflarge ~~their~~metropolitan ~~exercise~~areas ~~and~~such ~~athletes~~as ~~who~~Tel-Aviv ~~need~~and aHaifa. ~~help~~We expect to bealso onachieve ~~track~~some ~~for~~free ~~their~~“editorial” ~~special~~media ~~nutritional~~coverage as these matches and ~~dietary~~the ~~requirements~~crowd is often covered by the evening news. We do not anticipate targeting high profile athletes.

We do not plan to manufacture out sports nutritional supplements directly, but rather to have as yet unidentified third party suppliers from the Far-East and local partners at the point of distribution to deliver directly to our customers. We plan on establishing a commission based policy for each supplier/partner. We expect that our suppliers will be able to deliver the sports nutritional products to our clients using their existing structure. If one or all of our suppliers can’t provide delivery service, we would have to hire a third party delivery company and, in this case, we would charge a delivery fee to our clients. In order to keep the delivery cost down, we intend to seek for several clients who live in the same area, so, more deliveries would be made at each time.4

~~Initially~~Distribution ~~we intend~~ to hire a freelance athlete and a known sports internet site to hand out free samples of our sports nutritional supplements at sporting events held in public locations. Initially, we intended to pay the athlete mostly through the free use of our product, uniform and payment when he or she appears at tournaments or other events at which we have a sales booth or promotional activities. We intend to do this at major soccer, basketball and other sporting events, running events and other public sports events, including in the large metropolitan areas of Tel-Aviv and Haifa. We expect to also achieve some free “editorial” media coverage as these matches and the crowd is often covered by the evening news. We do not anticipate targeting high profile athletes.Stores

4We plan to hire a yet undetermined distribution company to be responsible for distributing this product to retail chains. Our President will make the introduction into the retail chains by calling on the buyers of these establishments. All distribution and collection of monies will be done by the distributors we plan to hire in the future. Our product will have an additional 15% fee added on to it in order to cover the costs of the distributor.

~~Distribution~~Market ~~to Stores~~Analysis

WeIt ~~plan~~is toour ~~hire~~belief athat ~~yet~~the ~~undetermined~~sports ~~distribution~~nutrition ~~company~~industry tohas bereached ~~responsible~~a ~~for~~stage ~~distributing~~where ~~this~~the ~~product~~focus needs to ~~retail~~be ~~chains.~~on ~~Our~~acquiring ~~President~~new ~~will~~consumers ~~make~~while ~~the~~retaining ~~introduction~~existing ~~into~~ones. ~~the~~With ~~retail~~new ~~chains~~sports bynutritional ~~calling~~products onand ~~the~~variants ~~buyers~~being oflaunched ~~these~~frequently, ~~establishments.~~brands ~~All~~are ~~distribution~~fighting ~~and~~for ~~collection~~both ofshelf ~~monies~~space ~~will~~and beconsumer ~~done~~attention. byThe ~~the~~wide ~~distributors~~range weof ~~plan~~choices ~~to hire~~ in ~~the~~terms ~~future.~~of ~~Our~~flavor, ~~product~~form, ~~will~~size, ~~have~~and anprice ~~additional~~is ~~15%~~encouraging ~~fee~~consumers ~~added on~~ to itshift infrom ~~order~~product to ~~cover~~product, ~~the~~trying ~~costs~~out oftastes ~~the distributor.~~and Weother ~~intend~~benefits. toAs ~~establish~~ a ~~direct~~result, ~~sales~~most ~~channel~~participants ~~with Eden Teva Markets which is a chain of health food stores~~ in ~~addition to~~ the ~~major~~sports/fitness ~~food~~nutrition ~~chain~~industry ~~stores~~- ~~such~~with ~~as Supersol, Blue Square, and others. At~~ the ~~time~~exception of ~~this~~the ~~Registration~~top ~~Statement,~~ten ~~however~~companies, wewhich have ~~conducted~~strong noproduct ~~discussions~~profiles or- ~~negotiations~~find ~~present~~themselves ~~with~~struggling ~~any~~to ~~potential~~retain ~~retail~~customer ~~distributor~~loyalty. WeDeveloping ~~intend~~stronger tobrands ~~offer~~with ~~them~~distinct toidentities ~~sell~~and ~~our~~clear-cut ~~sports~~positioning ~~nutritional~~holds ~~supplements and place~~ the ~~product~~key ~~on their shelves. Here too we intend~~ to ~~have~~overcome ~~students~~this ~~handing out tasters to passing customers, thereby explaining the benefits of what we are selling~~challenge.

~~Market~~Management ~~Analysis~~feels that there is a large potential growth in the development of online sales of sports nutritional supplements, particularly those which can be consumed during activity manufactured with key vitamins. Lollipop Corporation intends to penetrate this market using a strategy of attracting customers to buy its sports nutritional supplements by explaining the health and athletic benefits of a sports nutritional supplement. We have no arrangements in place with any of the companies identified as sports nutritional supplement suppliers.

ItDescription isof our belief that the sports nutrition industry has reached a stage where the focus needs to be on acquiring new consumers while retaining existing ones. With new sports nutritional products and variants being launched frequently, brands are fighting for both shelf space and consumer attention. The wide range of choices in terms of flavor, form, size, and price is encouraging consumers to shift from product to product, trying out tastes and other benefits. As a result, most participants in the sports/fitness nutrition industry - with the exception of the top ten companies, which have strong product profiles - find themselves struggling to retain customer loyalty. Developing stronger brands with distinct identities and clear-cut positioning holds the key to overcome this challenge.Product

~~Better~~Our ~~Taste~~business ~~Profile~~will ~~Increases~~be ~~Product~~based ~~Appeal~~on the development of the website www.lollipopsports.com, from which we expect to attract customers who are interested in purchasing sports nutritional supplements which will be available in ring and sucking candy form for ~~Mainstream~~consumption, ~~Consumers~~during or after their training or participation in sporting events.

~~"In~~Intellectual the last three years, the single most important factor driving the growth of the sports nutrition industry has been taste," says analyst of sports nutrition market. With an increasing number of mainstream consumers adopting sports nutritional products as a means of healthy living, the taste factor will remain important for some more time to come.Property

~~Our~~We ~~management~~intend, ~~understands~~in ~~that~~due ~~functional~~course, ~~benefits~~subject ~~alone~~to ~~are~~legal ~~not~~advice, ~~enough - the reason most sports nutrition products fail~~ to ~~attract~~apply ~~mainstream~~for ~~consumers~~trademark isprotection ~~their~~and/or ~~weak~~copyright ~~taste~~protection ~~profile. Focused R&D efforts on this area, has resulted~~ in anIsrael ~~explosion~~and ofother ~~flavors~~jurisdictions. -We ~~each~~intend ~~product~~to ~~category~~aggressively ~~from~~assert ~~top~~our ~~manufacturers~~rights ~~has~~trademark atand ~~least~~copyright ~~three~~laws to ~~four~~protect ~~flavor~~our ~~variants.~~intellectual Asproperty, ~~the~~including ~~market~~product ~~tries to draw more mainstream consumers~~design, ~~the~~product ~~importance~~research ofand ~~taste~~concepts and ~~texture~~recognized ~~profiles is expected to increase further~~trademarks. WeThese ~~believe~~rights ~~that~~are aprotected ~~sports~~through ~~nutrition supplement in~~ the ~~form~~acquisition of atrademark ~~lollipop~~registrations, orthe ~~other~~maintenance ~~easily~~of ~~ingestible~~copyrights, ~~“candy” form~~and, ~~(collectively~~where ~~referred~~appropriate, tolitigation asagainst athose ~~“sports~~who ~~nutritional~~are, ~~supplement”) while taking part~~ in anour ~~athletic~~opinion, ~~activity~~infringing ~~will~~these ~~add flavor to such participation~~rights.

~~Ever Increasing Awareness Levels Draw Health Conscious People Towards Sports Nutrition~~5

~~One~~While ofthere ~~the~~can ~~key~~be ~~factors~~no ~~influencing~~assurance ~~the~~that ~~demand~~registered ~~for~~trademarks ~~sports~~and ~~nutrition~~copyrights ~~products~~will isprotect ~~the~~our ~~awareness~~proprietary ~~level~~information, ofwe ~~the~~intend ~~potential~~to ~~consumer,~~assert ~~which~~our isintellectual ~~usually~~property ~~bolstered~~rights byagainst ~~books,~~any ~~magazines,~~infringer. ~~and~~Although ~~other~~any ~~media.~~assertion ~~Increasing~~of ~~health~~our ~~consciousness~~rights ~~and~~can ~~focus~~result onin ~~issues~~a ~~such~~substantial ascost ~~obesity-related~~to, ~~deaths~~ and ~~the~~diversion ~~adverse effects~~ of ~~eating~~effort ~~wrong~~by, ~~foods~~our isCompany, ~~steering~~management ~~people~~believes ~~toward healthy lifestyles. The average consumer now feels~~ that ~~regular diets do not provide them with all~~ the ~~essential~~protection ~~nutrients~~of ~~they~~our ~~need~~intellectual -property ~~something~~rights ~~sports~~is ~~nutrition~~a ~~products~~key ~~can~~component ~~do.~~of ~~Accordingly,~~our ~~manufacturers~~operating ~~are also promoting sports nutrition products as health foods, which have an effect on physical appearance as well as performance~~strategy.

~~Management~~Regulatory feels that there is a large potential growth in the development of online sales of sports nutritional supplements, particularly those which can be consumed during activity manufactured with key vitamins. Lollipop Corporation intends to penetrate this market using a strategy of attracting customers to buy its sports nutritional supplements by explaining the health and athletic benefits of an sports nutritional supplement. We have no arrangements in place with any of the companies identified as sports nutritional supplement suppliers.Matters

5We are unaware of and do not anticipate having to expend significant resources to comply with any governmental regulations. However, we still need to verify certifications and possible government approvals needed to execute our business. We are subject to the laws and regulations of those jurisdictions in which we plan to sell our product, which are generally applicable to business operations, such as business licensing requirements, income taxes and payroll taxes. In general, the development and operation of our business is not subject to special regulatory and/or supervisory requirements.

~~Description~~Employees ofand ~~our~~Employment ~~Product~~Agreements

~~Our~~We ~~business~~have ~~will~~no bepaid ~~based~~staff. onMr. ~~the~~Fromer ~~development~~is of the ~~website www.lollipopsports.com~~President, ~~from~~CEO ~~which~~and weChairman ~~expect~~of tothe ~~attract~~Company. ~~customers~~Mr. ~~who~~Fromer ~~are~~is ~~interested~~employed inelsewhere ~~purchasing sports nutritional supplements which will be available in ring~~ and ~~sucking~~has ~~candy~~the ~~form~~flexibility ~~for~~to ~~consumption,~~work ~~during~~on orLPC ~~after~~up ~~their~~to ~~training~~15 orhours ~~participation~~per ~~in sporting events~~week.

~~Competitive~~Ms. ~~Advantages~~Dahan-Asulin is the Secretary of the Company. Ms. Dahan-Asulin is employed elsewhere and has the flexibility to work on LPC up to 15 hours per week. She is prepared to devote more time to our operations as may be required. She is not being paid at present.

~~Currently,~~There we are ~~not~~no ~~offering~~employment ~~any~~agreements ~~services or selling any product~~ in ~~our~~existence. ~~website~~The asCompany wepresently ~~are~~does ~~still~~not inhave ~~the~~pension, ~~development~~health, ~~stage~~annuity, ofinsurance, ~~our~~stock ~~company.~~options, ~~Our~~profit ~~main~~sharing ~~competitor~~or issimilar abenefit ~~local~~plans; ~~Israeli based company~~however, Onthe ~~Target~~Company ~~Sports~~may ~~founded~~adopt plans in ~~2005~~the ~~that~~future. ~~has~~Our ~~focused~~Officers ~~on importing~~ and ~~marketing~~Directors ~~specialty~~will ~~equipment/gear~~be ~~and~~responsible ~~nutrition~~ for ~~endurance~~the ~~athletes,~~initial ~~in order to help them reach their goal~~servicing. ~~Their~~When ~~wholesale chain covers~~ the ~~entire~~Company ~~country~~raises ~~with~~enough ~~over~~funds ~~100~~and ~~stores:~~resumes ~~Bike,~~the ~~professional~~work ~~running,~~on ~~triathlon,~~its ~~fitness~~current ~~clubs,~~Internet ~~health~~website ~~and~~template ~~nutrition~~(www. ~~In addition to traditional stores~~lollipopsports.com), ~~their~~it ~~distribution~~will ~~network~~hire ~~includes~~an ~~kiosks~~independent ~~and~~consultant ~~booths~~for atthe ~~major~~further ~~sports~~development ~~events year round, in order to showcase its sports nutritional products~~ and tofinalization ~~meet~~of ~~its~~the ~~customers' needs~~site. WeThe ~~intend~~Company toalso ~~sell~~intends ~~our sports nutritional products in these markets and believe that our main advantage will be our ability~~ to ~~cooperate~~hire ~~with~~sales ~~other~~representatives ~~food~~initially ~~distributors~~on ~~and work within their networks as an additional source of endurance products. We expect to have~~ a ~~significant~~commission ~~distinction~~only ~~from~~basis ~~our competition due~~ to ~~our~~keep ~~business~~administrative ~~model,~~overhead ~~where we plan~~ to ~~offer~~a ~~different sports nutritional products from those available on our competitors’ websites such as:~~minimum.

●Environmental Forums for the users of our product that are open to all endurance athletes and not driven by specific teams or clubs; ● Updates as to which events will be sponsored by us as well as tips for such event; ● Comparisons among different sports nutritional products even if these products are distributed by competitors.Laws

~~Marketing~~We have not incurred and do not anticipate incurring any expenses associated with environmental laws.

Since we are initially targeting the market segment to ages 18 to 50, we believe that in addition to advertising at triathlon, running and other sports events, the internet will play an important marketing vehicle to get Lollipop Corporation known. Bearing this in mind, our plan consists of:6

~~Facebook~~ITEM ~~(www~~1A.~~facebook.com):~~ byRISK creating a profile for Lollipop Corporation, we expect to join a community interested in sports nutritional supplements and products. In this way, we can make our business known and attract more potential users to our services.FACTORS

~~Twitter~~In ~~(www.twitter.com):~~addition byto ~~posting~~the other information ~~about~~in ~~sports~~this ~~nutritional~~Annual ~~supplements~~Report ~~and~~on ~~products~~Form ~~and~~10-K ~~our~~stockholders ~~product benefits while exercising~~ or ~~training,~~prospective weinvestors ~~intend~~should tocarefully ~~promote~~consider ~~our~~the ~~business~~following ~~and~~risk ~~attract more users to our website. Also, by encouraging our users to post opinions and suggestions about our sports nutritional supplement we expect to raise interest to our business.~~factors:

~~Also~~IF weA ~~plan~~MARKET toFOR ~~advertise~~OUR onCOMMON ~~the~~STOCK ~~website~~DOES ~~products~~NOT ~~and~~DEVELOP, ~~services~~SHAREHOLDERS ~~related~~MAY toBE ~~weekend~~UNABLE ~~sports~~TO ~~events~~SELL ~~and~~THEIR ~~to participate in expositions and forums.~~SHARES

6A market for our common stock may never develop. We intend to contact an authorized OTC Bulletin Board market-maker for sponsorship of our securities on the OTC Bulletin Board however, our shares may never be traded on the bulletin board, or, if traded, a public market may not materialize. If our common stock is not traded on the bulletin board or if a public market for our common stock does not develop, investors may not be able to re-sell the shares of our common stock that they have purchased and may lose all of their investment.

~~Intellectual~~BECAUSE ~~Property~~OUR AUDITORS HAVE ISSUED A GOING CONCERN OPINION REGARDING OUR COMPANY, THERE IS A RISK ASSOCIATED WITH INVESTING IN OUR BUSINESS

WeOur ~~intend,~~auditors inhave ~~due~~issued ~~course,~~a ~~subject~~going toconcern ~~legal~~opinion ~~advice~~regarding our Company, toas ~~apply~~we ~~for~~do ~~trademark~~not ~~protection~~have ~~and/or~~material ~~copyright~~assets, ~~protection~~nor indo ~~Israel~~we ~~and~~have ~~other~~operations ~~jurisdictions.~~or Wea ~~intend~~source toof ~~aggressively~~revenue ~~assert~~sufficient ~~our~~to ~~rights~~cover ~~trademark~~our ~~and~~operation ~~copyright~~costs. ~~laws~~The toCompany ~~protect~~has ~~our~~a ~~intellectual~~net ~~property,~~operating ~~including~~loss ~~product~~accumulated ~~design,~~since ~~product~~inception ~~research~~(November ~~and~~17, ~~concepts~~2011) ~~and~~through ~~recognized~~December ~~trademarks~~31, 2013. ~~These~~The ~~rights~~Company ~~are~~will ~~protected~~be ~~through~~dependent upon the ~~acquisition~~raising of ~~trademark~~additional ~~registrations,~~capital ~~the~~through ~~maintenance~~placement of ~~copyrights,~~our ~~and,~~common ~~where~~stock ~~appropriate,~~in ~~litigation~~order ~~against~~to ~~those~~implement ~~who~~its ~~are~~business operations, inor ~~our~~merge ~~opinion,~~with ~~infringing~~an ~~these~~operating ~~rights~~company.

~~While~~There ~~there~~is ~~can be~~ no assurance that ~~registered~~the ~~trademarks~~Company ~~and copyrights~~ will ~~protect~~be ~~our~~successful ~~proprietary~~in ~~information,~~either wesituation ~~intend~~in order to ~~assert~~continue ~~our~~as ~~intellectual~~a ~~property~~going ~~rights against any infringer~~concern. ~~Although~~The ~~any~~Officers ~~assertion~~and ofDirectors ~~our~~have ~~rights~~not ~~can~~committed ~~result~~to inadvancing acertain ~~substantial~~operating ~~cost~~costs ~~to, and diversion~~ of ~~effort by, our Company, management believes that~~ the ~~protection of our intellectual property rights is a key component of our operating strategy~~Company.

~~Regulatory~~The ~~Matters~~ability of the Company to continue is dependent on raising capital to fund its 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. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amount and classification of liabilities that might cause results from this uncertainty.

We ~~are~~reserve ~~unaware~~the ofright ~~and~~to doseek ~~not~~additional ~~anticipate~~funds ~~having~~through toprivate ~~expend~~placements ~~significant~~of ~~resources~~our tocommon ~~comply~~stock ~~with~~and/or ~~any~~through ~~governmental~~debt ~~regulations~~financing. ~~However,~~Our weability ~~still need~~ to ~~verify~~raise ~~certifications~~additional ~~and~~financing ~~possible~~is ~~government~~unknown. ~~approvals~~We ~~needed~~do tonot ~~execute~~have ~~our~~any ~~business.~~formal Wecommitments ~~are~~or ~~subject~~arrangements tofor the ~~laws~~advancement ~~and~~or ~~regulations~~loan of ~~those~~funds. ~~jurisdictions~~For inthese ~~which~~reasons, weour ~~plan~~auditors tostated ~~sell~~in ~~our~~their ~~product,~~report ~~which~~that ~~are~~they ~~generally~~have ~~applicable~~substantial todoubt ~~business~~we ~~operations,~~will ~~such~~be asable ~~business~~to ~~licensing~~continue ~~requirements,~~as ~~income~~a ~~taxes~~going ~~and payroll taxes~~concern. InAs ~~general~~a result, ~~the~~there ~~development~~is ~~and~~an ~~operation~~increased ofrisk ~~our~~that ~~business~~you iscould ~~not~~lose ~~subject~~the toentire ~~special~~amount ~~regulatory~~of ~~and/or~~your ~~supervisory~~investment ~~requirements~~in our company.

~~Employees and Employment Agreements~~7

AsTHE ~~the~~COMPANY’S ~~date~~MANAGEMENT ofCOULD ~~this~~ISSUE ~~prospectus~~ADDITIONAL SHARES, ~~LPC~~SINCE ~~has~~THE noCOMPANY ~~paid~~HAS ~~staff.~~180,000,000 ~~Mr.~~AUTHORIZED ~~Fromer is the President~~SHARES, ~~CEO~~DILLUTING ~~and~~THE ~~Chairman~~CURRENT ofSHARE ~~the~~HOLDERS’ Company. Mr. Fromer is employed elsewhere and has the flexibility to work on LPC up to 15 hours per week. He is prepared to devote more time to our operations as may be required. He is not being paid at present.EQUITY

~~Ms.~~The ~~Dahan-Asulin~~company ishas ~~the~~180,000,000 ~~Secretary~~authorized shares, of ~~the~~which ~~Company.~~only Ms1,032,428 are currently issued and outstanding. ~~Dahan-Asulin~~The iscompany’s ~~employed~~management ~~elsewhere~~could, ~~and~~without ~~has~~the consent of the ~~flexibility~~existing toshareholders, ~~work~~issue onsubstantially ~~LPC~~more upshares, tocausing 15a ~~hours~~large ~~per~~dilution ~~week~~in the equity position of the company’s current shareholders. ~~She~~Additionally, islarge ~~prepared~~share toissuances ~~devote~~would ~~more~~generally ~~time~~have toa ~~our~~negative ~~operations~~impact ason ~~may~~the becompany’s ~~required~~share price. ~~She~~It is ~~not~~possible ~~being~~that, ~~paid~~due atto ~~present~~additional share issuance, you could lose a substantial amount, or all, of your investment.

~~There~~IN ~~are~~THE noEVENT ~~employment~~THAT ~~agreements~~OUR inSHARES ~~existence.~~ARE ~~The Company presently does not have pension~~TRADED, ~~health,~~THEY ~~annuity,~~MAY ~~insurance,~~TRADE ~~stock~~UNDER ~~options, profit sharing or similar benefit plans; however, the Company may adopt plans in the future~~$5.00 ~~Management~~PER ~~does~~SHARE ~~not~~AND ~~plan~~THUS toWILL ~~hire~~BE ~~additional~~A ~~employees~~PENNY ~~at this time~~STOCK. ~~Our~~TRADING ~~Officers~~IN ~~and~~PENNY ~~Directors~~STOCKS ~~will~~HAS beMANY ~~responsible~~RESTRICTIONS ~~for~~AND ~~the~~THESE ~~initial~~RESTRICTIONS ~~servicing.~~COULD ~~When~~SEVERLY ~~the~~AFFECT ~~Company~~THE ~~raises~~PRICE ~~enough~~AND ~~funds~~LIQUIDITY ~~and~~OF ~~resumes~~OUR the work on its current Internet website template (www.lollipopsports.com), it will hire an independent consultant for the further development and finalization of the site. The Company also intends to hire sales representatives initially on a commission only basis to keep administrative overhead to a minimum.SHARES

~~Environmental~~In ~~Laws~~the event that our shares are traded, and our stock trades below $5.00 per share, our stock would be known as a “penny stock”, which is subject to various regulations involving disclosures to be given to you prior to the purchase of any penny stock. The U.S. Securities and Exchange Commission (the “SEC”) has adopted regulations which generally define a “penny stock” to be any equity security that has a market price of less than $5.00 per share, subject to certain exceptions. Depending on market fluctuations, our common stock could be considered to be a “penny stock”. A penny stock is subject to rules that impose additional sales practice requirements on broker/dealers who sell these securities to persons other than established customers and accredited investors. For transactions covered by these rules, the broker/dealer must make a special suitability determination for the purchase of these securities. In addition, he must receive the purchaser’s written consent to the transaction prior to the purchase. He must also provide certain written disclosures to the purchaser. Consequently, the “penny stock” rules may restrict the ability of broker/dealers to sell our securities, and may negatively affect the ability of holders of shares of our common stock to resell them. These disclosures require you to acknowledge that you understand the risks associated with buying penny stocks and that you can absorb the loss of your entire investment. Penny stocks are low priced securities that do not have a very high trading volume. Consequently, the price of the stock is often volatile and you may not be able to buy or sell the stock when you want to.

WeSINCE ~~have~~OUR ~~not~~OFFICERS ~~incurred~~AND ~~and~~DIRECTORS doCURRENTLY ~~not~~OWN ~~anticipate~~84% ~~incurring~~OF ~~any~~THE ~~expenses~~OUTSTANDING ~~associated~~COMMON ~~with~~STOCK, ~~environmental~~INVESTORS ~~laws.~~MAY FIND THAT THEIR DECISIONS ARE CONTRARY TO THEIR INTERESTS

7Our Officers and Directors, own 84% of the outstanding shares. Accordingly, they will have full control in determining the outcome of all corporate transactions or other matters, including mergers, consolidations and the sale of all or substantially all of our assets, and also the power to prevent or cause a change in control. While we have no current plans with regard to any merger, consolidation or sale of substantially all of our assets, the interests of our officers and directors may still differ from the interests of the other stockholders.

~~ITEM~~Accordingly, 1Ano person should purchase our shares unless willing to entrust all aspects of management to the Officers and Directors, or their successors. ~~RISK~~Potential ~~FACTORS~~purchasers of our shares must carefully evaluate the personal experience and business abilities of our management.

In addition to the other information in this Annual Report on Form 10-K and the risk factors set forth in our Registration Statement that went effective on April 10, 2013, stockholders or prospective investors should carefully consider the following risk factors:8

IFSINCE AWE ~~MARKET~~ARE ~~FOR~~A ~~OUR~~DEVELOPMENT ~~COMMON~~STAGE ~~STOCK~~COMPANY, ~~DOES~~WE DO NOT ~~DEVELOP,~~ANTICIPATE ~~SHAREHOLDERS~~PAYING ~~MAY~~DIVIDENDS IN THE FORSEEABLE FUTURE AND AS SUCH OUR STOCKHOLDERS WILL NOT BE ~~UNABLE~~ABLE TO RECEIVE A RETURN ON THEIR INVESTMENT UNLESS THEY SELL THEIR SHARES OF COMMON STOCK

AWe ~~market~~do ~~for~~not anticipate paying dividends on our common stock ~~may~~in ~~never~~the ~~develop.~~near Wefuture, ~~intend~~but toplan ~~contact~~rather anto ~~authorized~~retain ~~OTC~~earnings, ~~Bulletin~~if ~~Board~~any, ~~market-maker~~ for ~~sponsorship~~growth and expansion of our ~~securities~~business. onUnless ~~the~~we ~~OTC~~pay ~~Bulletin Board however~~dividends, our ~~shares~~stockholders ~~may~~will ~~never~~not be ~~traded~~able onto ~~the~~receive ~~bulletin~~a ~~board,~~return ~~or,~~on iftheir ~~traded,~~shares aunless ~~public~~they ~~market~~sell ~~may not materialize~~them. IfThere ~~our common stock~~ is ~~not~~no ~~traded~~assurance onthat ~~the~~stockholders ~~bulletin~~will ~~board or if a public market for our common stock does not develop, investors may not~~ be able to ~~re-~~sell ~~the~~ shares ofwhen ~~our common stock that they have purchased and may lose all of their investment~~desired.

~~BECAUSE~~IT ~~OUR~~MAY ~~AUDITORS~~BE ~~HAVE~~IMPOSSIBLE ~~ISSUED~~TO AHIRE ~~GOING~~ADDITIONAL ~~CONCERN~~EXPERIENCED ~~OPINION~~PROFESSIONALS, ~~REGARDING~~IF ~~OUR COMPANY~~NECESSARY, ~~THERE~~AND ISWE AMAY ~~RISK~~HAVE ~~ASSOCIATED~~TO ~~WITH~~SUSPEND ~~INVESTING~~OR INCEASE ~~OUR BUSINESS~~OPERATIONS

~~Our~~Since ~~auditors have issued a going concern opinion regarding~~ our ~~Company,~~management asdoes ~~we do~~ not have ~~material~~prior ~~assets,~~experience ~~nor~~in dothe weselling ~~have operations or a source~~ of ~~revenue~~sports ~~sufficient~~nutritional toproducts for ~~cover~~the ~~our~~sports ~~operation~~nutritional ~~costs.~~market, ~~The~~we ~~Company~~may ~~has~~need ato ~~net~~hire ~~operating~~additional ~~loss~~experienced ~~accumulated~~personnel ~~since~~to ~~inception~~assist ~~(November~~us ~~17,~~with ~~2011)~~the ~~through~~operations. ~~December~~If ~~31,~~we ~~2013.~~need ~~The~~the ~~Company~~additional ~~will~~experienced bepersonnel ~~dependent~~and ~~upon~~we ~~the~~cannot ~~raising~~hire ofthem, ~~additional~~we ~~capital~~could ~~through~~fail ~~placement~~in of our ~~common~~plan ~~stock~~of inoperations ~~order~~and have to ~~implement~~suspend ~~its business~~ operations, or ~~merge~~cease ~~with~~them ~~an operating company~~entirely.

~~There~~Moreover, isas noplanned, ~~assurance~~we ~~that~~anticipate the ~~Company~~need ~~will~~of becontracting ~~successful~~nutritionists into ~~either~~help ~~situation~~us in ~~order~~the todevelopment ~~continue~~of assports anutritional ~~going~~supplements ~~concern.~~and ~~The~~information concerning the distribution of such sports nutritional products, as our Officers and Directors have limited experience in this field. If we do not ~~committed~~succeed toin ~~advancing~~finding, ~~certain~~contracting ~~operating~~or ~~costs~~retaining skilled nutritionists and sports enthusiasts, an important part of our business will be affected, which may lead to the ~~Company~~suspension of our operation or the cession of it completely.

~~The~~WE ~~ability~~MAY ofNOT ~~the~~BE ~~Company~~ABLE toTO ~~continue~~FIND isSUITABLE ~~dependent~~SUPPLIERS onAND ~~raising~~CLOSE ~~capital~~PARTNERSHIPS toREQUIRED ~~fund~~FOR ~~its~~OUR ~~business~~BUSINESS ~~plan~~TO ~~and ultimately to attain profitable operations~~WORK. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amount and classification of liabilities that might cause results from this uncertainty.

WeAn ~~reserve~~important ~~the~~part ~~right~~of toour ~~seek~~business ~~additional~~concept ~~funds~~and ~~through~~of ~~private~~revenue ~~placements~~generation ofwill rely on our ~~common~~ability ~~stock~~to select and~~/or~~ ~~through~~retain ~~debt~~sports ~~financing~~nutritional supplement suppliers. ~~Our~~If ~~ability~~we toare ~~raise~~unable ~~additional~~to ~~financing~~find issuitable ~~unknown.~~suppliers Weand we do not have ~~any formal commitments or arrangements for~~ the ~~advancement~~ability orto ~~loan~~have ofprofitable ~~funds.~~partnerships ~~For~~with ~~these reasons~~them, our ~~auditors~~operation ~~stated~~would inbe ~~their~~affected. ~~report~~Therefore, ~~that~~our ~~they~~operation, ~~have~~revenue ~~substantial~~and ~~doubt~~financial wesuccess ~~will~~could be ~~able~~severely ~~to continue as a going concern. As a result~~affected, ~~there~~resulting isin anthe ~~increased~~suspension ~~risk~~of ~~that~~our ~~you~~operation ~~could~~or ~~lose~~ the ~~entire~~cession ~~amount~~ of ~~your~~it ~~investment in our company~~completely.

~~THE~~BECAUSE ~~COMPANY’S~~OUR MANAGEMENT ~~COULD~~IS ~~ISSUE~~INEXPERIENCED ~~ADDITIONAL~~IN ~~SHARES,~~OPERATING ~~SINCE~~A ~~THE~~SPORTS ~~COMPANY~~NUTRITION ~~HAS~~DISTRIBUTION ~~180~~NETWORK,~~000,000~~ ~~AUTHORIZED~~OUR ~~SHARES,~~BUSINESS ~~DILLUTING~~PLAN ~~THE~~MAY ~~CURRENT SHARE HOLDERS’ EQUITY~~FAIL

~~The~~Our ~~company~~management ~~has~~does ~~180,000,000~~not ~~authorized~~have ~~shares,~~any ofspecific ~~which~~training ~~only~~in ~~1,032,428~~running ~~are~~a ~~currently~~business ~~issued~~for distributing and for ~~outstanding.~~selling ~~The~~sports ~~company’s~~nutritional ~~management~~products. ~~could,~~With ~~without~~no ~~the~~direct ~~consent~~training ofor ~~the~~experience ~~existing~~in ~~shareholders~~this area, ~~issue~~our ~~substantially~~management ~~more~~may ~~shares,~~not ~~causing~~be afully ~~large~~aware ~~dilution~~of inmany of the ~~equity~~specific ~~position~~requirements ofrelated ~~the~~to ~~company’s~~working ~~current~~within ~~shareholders~~this industry. ~~Additionally,~~As ~~large~~a ~~share~~result, ~~issuances~~our ~~would~~management ~~generally~~may ~~have~~lack acertain ~~negative~~skills ~~impact~~that onare ~~the~~advantageous ~~company’s~~in ~~share~~managing ~~price~~our company. ItConsequently, isour ~~possible~~operations, ~~that~~earnings, ~~due~~and toultimate ~~additional~~financial ~~share~~success ~~issuance, you~~ could ~~lose~~suffer airreparable ~~substantial~~harm ~~amount,~~due orto ~~all,~~management’s lack of ~~your~~experience ~~investment~~in this industry.

IN THE ~~EVENT~~COMPANY ~~THAT~~CURRENTLY ~~OUR~~HAS ~~SHARES~~NO ~~ARE~~SPORTS ~~TRADED,~~NUTRITIONAL ~~THEY~~PRODUCTS. ~~MAY~~WHEN ~~TRADE~~WE ~~UNDER~~DO ~~$5.00~~HAVE ~~PER~~SPORTS ~~SHARE~~NUTRITIONAL ~~AND~~PRODUCTS ~~THUS~~OUR NAME WILL BEHAVE ALITTLE, ~~PENNY~~IF ~~STOCK~~ANY, NAME RECOGNITION. ~~TRADING~~AS INA ~~PENNY~~RESULT, ~~STOCKS~~WE ~~HAS~~MAY ~~MANY~~BE ~~RESTRICTIONS~~UNABLE ~~AND~~TO ~~THESE~~GENERATE ~~RESTRICTIONS~~REVENUES, ~~COULD~~WHICH ~~SEVERLY~~WILL ~~AFFECT~~REDUCE THE ~~PRICE~~VALUE ~~AND LIQUIDITY~~ OF ~~OUR~~YOUR ~~SHARES~~INVESTMENT

InBecause ~~the~~we ~~event that our shares~~ are ~~traded,~~a ~~and~~new ~~our~~company ~~stock~~with ~~trades~~no ~~below~~sports ~~$5.00~~nutritional ~~per~~products ~~share,~~and ~~our~~we ~~stock~~have ~~would~~not beconducted ~~known as a “penny stock”~~advertising, ~~which~~there is ~~subject~~little toor ~~various~~no ~~regulations~~recognition ~~involving disclosures to be given to you prior to the purchase~~ of ~~any~~our ~~penny stock~~name. ~~The~~As ~~U.S. Securities and Exchange Commission (the “SEC”) has adopted regulations which generally define~~ a ~~“penny stock” to be any equity security that has a market price of less than $5.00 per share~~result, ~~subject~~consumers tomay ~~certain~~search ~~exceptions.~~for ~~Depending~~sports onnutritional ~~market~~products fluctuations, our common stock could be considered to be a “penny stock”. A penny stock is subject to rules that impose additional sales practice requirements on broker/dealers who sell these securities to persons other than ~~established~~ours ~~customers~~that ~~and~~have ~~accredited~~brand ~~investors.~~recognition ~~For~~in ~~transactions covered by these rules,~~ the ~~broker/dealer~~market ~~must~~and ~~make~~we amay ~~special~~be ~~suitability~~unable ~~determination for the purchase of these securities. In addition, he must receive the purchaser’s written consent~~ to ~~the~~generate ~~transaction~~sufficient ~~prior~~revenues to ~~the~~meet ~~purchase. He must also provide certain written disclosures to the purchaser. Consequently, the “penny stock” rules may restrict the ability of broker/dealers to sell~~ our ~~securities,~~expenses ~~and~~or ~~may~~meet ~~negatively affect the ability of holders of shares of~~ our ~~common~~business ~~stock~~plan toobjectives, ~~resell~~which ~~them.~~will ~~These~~reduce ~~disclosures require you to acknowledge that you understand~~ the ~~risks~~value ~~associated with buying penny stocks and that you can absorb the loss~~ of your ~~entire~~ investment. Penny stocks are low priced securities that do not have a very high trading volume. Consequently, the price of the stock is often volatile and you may not be able to buy or sell the stock when you want to.

~~SINCE~~ITEM ~~OUR~~2. ~~OFFICERS AND DIRECTORS CURRENTLY OWN 84% OF THE OUTSTANDING COMMON STOCK, INVESTORS MAY FIND THAT THEIR DECISIONS ARE CONTRARY TO THEIR INTERESTS~~PROPERTIES

Our ~~Officers~~Principal ~~and~~Executive Directors, own 84% of the outstanding shares. Accordingly, they will have full control in determining the outcome of all corporate transactions or other matters, including mergers, consolidations and the sale of all or substantially all of our assets, and also the power to prevent or cause a change in control. While we have no current plans with regard to any merger, consolidation or sale of substantially all of our assets, the interests of our officers and directors may still differ from the interests of the other stockholders.Offices

~~Accordingly,~~We nohave ~~person~~a ~~should~~mailing ~~purchase~~address at 15500 SW Jay St. #81704 Beaverton, Oregon 97006-6018, our ~~shares~~telephone ~~unless~~is ~~willing~~855 to222-1114. Except ~~entrust~~for ~~all~~the ~~aspects~~mail address and the use of ~~management~~a toroom at the ~~Officers~~premises ~~and~~of ~~Directors~~our President located at 7 Kaufman Street, Jerusalem, Israel for our operations in Israel, the Company does not own or ~~their~~rent ~~successors~~any property. ~~Potential~~We ~~purchasers~~expect ofthat once our ~~shares~~business ~~must~~is ~~carefully~~able ~~evaluate~~to expand and we have the ~~personal~~financial ~~experience~~resources ~~and~~then ~~business~~we ~~abilities~~will ofseek additional rental locations for our ~~management~~operations, including in Israel.

~~SINCE~~ITEM WE3. ~~ARE~~LEGAL A DEVELOPMENT STAGE COMPANY, WE DO NOT ANTICIPATE PAYING DIVIDENDS IN THE FORSEEABLE FUTURE AND AS SUCH OUR STOCKHOLDERS WILL NOT BE ABLE TO RECEIVE A RETURN ON THEIR INVESTMENT UNLESS THEY SELL THEIR SHARES OF COMMON STOCKPROCEEDINGS

We doknow ~~not~~of ~~anticipate~~no ~~paying dividends on our common stock in the near future~~material, ~~but~~active ~~plan~~or ~~rather~~pending tolegal ~~retain~~proceedings ~~earnings,~~against ifour ~~any~~Company, ~~for~~nor ~~growth and expansion~~ of ~~our~~any ~~business.~~proceedings ~~Unless~~that ~~we pay dividends, our stockholders will not be able to receive~~ a ~~return~~governmental onauthority ~~their shares unless they sell them. There~~ is nocontemplating ~~assurance~~against ~~that stockholders will be able to sell shares when desired~~us.

~~SINCE~~We WEknow ~~ARE~~of Ano ~~NEW~~material ~~COMPANY~~proceedings ~~AND~~to ~~LACK~~which ANany ~~OPERATING~~of ~~HISTORY~~our Directors, WEofficers, ~~FACE~~affiliates, Aowner ~~HIGH~~of ~~RISK~~record OFor ~~BUSINESS~~beneficially ~~FAILURE~~of ~~WHICH~~more ~~WOULD~~than ~~RESULT~~5 INpercent ~~THE~~of ~~LOSS~~our OFvoting ~~YOUR~~securities ~~INVESTMENT~~or security holders is an adverse party or has a material interest adverse to our interest.

WeITEM are a development stage company formed recently to carry out the activities described in this prospectus and thus has only a limited operating history upon which an evaluation of its prospects can be made4. WeMINE ~~were~~SAFETY incorporated on November 17, 2011 and to date we have been involved primarily in the creation of our business plan and we have transacted no business operations. Thus, there is no internal or industry-based historical financial data upon which to estimate the company’s planned operating expenses.DISCLOSURES

~~The~~Not company expects that its results of operations may also fluctuate significantly in the future as a result of a variety of market factors, including, among others, the dominance of other companies offering similar sports nutritional products, the entry of new competitors into the sports nutritional supplements, our ability to attract, retain and motivate qualified personnel, the initiation, renewal or expiration of our customer base, pricing changes by the company or its competitors, specific economic conditions in the nutritional sports market and general economic conditionsapplicable. ~~Accordingly, our future sales and operating results are difficult to forecast.~~

910

~~BECAUSE~~PART WE ARE SMALL AND DO NOT HAVE MUCH CAPITAL, OUR MARKETING CAMPAIGN AND SALES STRATEGY MAY NOT BE ENOUGH TO ATTRACT SUFFICIENT CLIENTS AND PARTNERS TO OPERATE PROFITABLY. IF WE DO NOT MAKE A PROFIT, WE MAY HAVE TO SUSPEND OR CEASE OPERATIONSII

ASMarket THE COMPANY’S OFFICERS AND DIRECTORS HAVE OTHER OUTSIDE BUSINESS ACTIVITIES, THEY MAY NOT BE IN A POSITION TO DEVOTE A MAJORITY OF THEIR TIME TO THE COMPANY, WHICH MAY RESULT IN PERIODIC INTERRUPTIONS OR BUSINESS FAILUREInformation

~~Mr.~~There ~~Yisrael Meir Fromer~~ is ~~our~~no ~~President~~established ~~and~~public istrading amarket ~~director.~~for ~~Ms. Malka Dahan-Asulin is~~ our ~~Secretary~~common ~~and~~equity; is a Director. Both Mr. Fromer and Ms. Dahan-Asulin have other business interests and each currently devotes approximately 10-15 hours per week to our operations. Our operations may be sporadic and occur at times which are not convenient to either Mr. Fromer or Ms. Dahan-Asulinhowever, ~~which~~we ~~may result in periodic interruptions or suspensions of our business plan. If the demands of the Company’s business require the full business time of our Officers and Directors, they~~ are ~~prepared~~currently toengaging ~~adjust~~a ~~their~~market ~~timetables~~maker to ~~devote~~file ~~more~~an ~~time~~application towith the ~~Company’s~~Financial ~~business.~~Industry ~~However,~~Regulatory ~~they~~Authority ~~may~~(“FINRA”) ~~not be able~~ to ~~devote sufficient time to the management of the Company’s business, which may result in periodic interruptions in implementing the Company’s plans in a timely manner. Such delays could~~ have aour ~~significant~~common ~~negative~~stock ~~effect~~quoted on the ~~success~~OTC ofBulletin ~~the business~~Board.

~~KEY~~Holders ~~MANAGEMENT~~of ~~PERSONNEL~~our ~~MAY~~Common ~~LEAVE THE COMPANY WHICH COULD ADVERSELY AFFECT THE ABILITY OF THE COMPANY TO CONTINUE OPERATIONS~~Shares

~~The~~As ~~Company is entirely dependent on the efforts~~ of ~~its~~March ~~Officers~~24, ~~and~~2015, ~~Directors.~~there ~~The~~were ~~departure~~42 ofregistered ~~one~~stockholders orholding ~~both or the loss of any other key personnel in the future could have a material adverse effect on the business. There is no guarantee that replacement personnel~~1, ~~if any~~032,428 ~~will~~common ~~help~~shares ~~the~~issued ~~Company to operate profitably. The Company does not maintain key person life insurance on its Officers~~ and ~~Directors~~outstanding.

~~IT MAY BE IMPOSSIBLE TO HIRE ADDITIONAL EXPERIENCED PROFESSIONALS, IF NECESSARY, AND WE MAY HAVE TO SUSPEND OR CEASE OPERATIONS~~Dividends

Since our ~~management~~inception, ~~does~~we have not ~~have~~declared ~~prior~~nor ~~experience~~paid inany ~~the~~cash ~~selling~~dividends ofon ~~sports~~our ~~nutritional~~capital ~~products for~~stock ~~the~~and ~~sports~~we ~~nutritional~~do ~~market,~~not weanticipate ~~may~~paying ~~need~~any tocash ~~hire~~dividends ~~additional~~in ~~experienced~~the ~~personnel~~foreseeable future. Our current policy is to ~~assist~~retain usany ~~with~~earnings ~~the~~in order to finance our operations. IfOur weBoard ~~need~~of ~~the~~Directors ~~additional~~will ~~experienced~~determine ~~personnel~~future declarations and wepayments ~~cannot~~of ~~hire them~~dividends, weif ~~could~~any, ~~fail~~ in ~~our~~light ~~plan~~ of ~~operations~~the ~~and~~then-current ~~have~~conditions toit ~~suspend~~deems ~~operations~~relevant orand ~~cease~~in ~~them~~accordance ~~entirely~~with applicable corporate law.

~~Moreover,~~Securities asAuthorized ~~planned,~~for weIssuance ~~anticipate~~under ~~the~~Equity ~~need~~Compensation of contracting nutritionists to help us in the development of sports nutritional supplements and information concerning the distribution of such sports nutritional products, as our Officers and Directors have limited experience in this field. If we do not succeed in finding, contracting or retaining skilled nutritionists and sports enthusiasts, an important part of our business will be affected, which may lead to the suspension of our operation or the cession of it completely.Plans

~~SINCE~~We ~~OUR~~have ~~OFFICERS~~no ~~AND~~existing ~~DIRECTORS~~equity ~~RESIDE~~compensation ~~IN ISRAEL, THE COMPANY MAY FACE SOME DIFFICULTIES DEVELOPING ITS IMPORTING BUSINESS~~plan.

~~Since~~Recent ~~our~~Sales ~~management’s residence is in the city~~ of ~~Jerusalem,~~Unregistered inSecurities; ~~Israel,~~Use ~~their ability to develop relationships with foreign manufactures~~ of ~~sports~~Proceeds ~~nutritional~~from ~~products~~Sale ~~is limited. Due to this fact, all the contact with our possible suppliers and partners will not be in person and that can negatively affect the results~~ of aRegistered partnership or business negotiation. If we cannot establish the proper relationship with our possible suppliers and partners, our business will fail, resulting in the total loss of our shareholders investments.Securities

10None.

WEPurchases ~~MAY~~of ~~NOT~~Equity BESecurities ~~ABLE~~by TOthe ~~FIND~~Issuer ~~SUITABLE~~and ~~SUPPLIERS~~Affiliated ~~AND CLOSE PARTNERSHIPS REQUIRED FOR OUR BUSINESS TO WORK.~~Purchases

AnDuring ~~important~~each ~~part~~month ofwithin ~~our~~the ~~business~~fourth ~~concept~~quarter ~~and~~ of ~~revenue~~the ~~generation~~fiscal ~~will~~year ~~rely~~ended onDecember ~~our~~31, ~~ability~~2014, toneither ~~select and retain sports nutritional supplement suppliers. If~~ we ~~are~~nor ~~unable~~any to“affiliated ~~find suitable suppliers and we do not have the ability to have profitable partnerships with them~~purchaser,” ~~our~~as ~~operation~~that ~~would~~term beis ~~affected.~~defined ~~Therefore,~~in ~~our~~Rule ~~operation,~~10b-18(a)(3) ~~revenue~~under ~~and~~the ~~financial~~Exchange ~~success could be severely affected~~Act, ~~resulting~~repurchased inany ~~the suspension~~ of our ~~operation~~common stock or ~~the~~other ~~cession of it completely~~securities.

~~BECAUSE~~ITEM ~~OUR~~6. ~~MANAGEMENT~~SELECTED ISFINANCIAL ~~INEXPERIENCED IN OPERATING A SPORTS NUTRITION DISTRIBUTION NETWORK, OUR BUSINESS PLAN MAY FAIL~~DATA

~~Our~~Not ~~management does not have any specific training in running a business for distributing and for selling sports nutritional products~~applicable. With no direct training or experience in this area, our management may not be fully aware of many of the specific requirements related to working within this industry. As a result, our management may lack certain skills that are advantageous in managing our company. Consequently, our operations, earnings, and ultimate financial success could suffer irreparable harm due to management’s lack of experience in this industry.

THE COMPANY CURRENTLY HAS NO SPORTS NUTRITIONAL PRODUCTS. WHEN WE DO HAVE SPORTS NUTRITIONAL PRODUCTS OUR NAME WILL HAVE LITTLE, IF ANY, NAME RECOGNITION. AS A RESULT, WE MAY BE UNABLE TO GENERATE REVENUES, WHICH WILL REDUCE THE VALUE OF YOUR INVESTMENT11

~~Because~~ITEM ~~we are a new company with no sports nutritional products and we have not conducted advertising, there is little or no recognition of our name~~7. AsMANAGEMENT’S aDISCUSSION ~~result,~~AND ~~consumers~~ANALYSIS ~~may~~OF ~~search~~FINANCIAL ~~for~~CONDITION ~~sports~~AND ~~nutritional~~RESULTS ~~products~~OF other than ours that have brand recognition in the market and we may be unable to generate sufficient revenues to meet our expenses or meet our business plan objectives, which will reduce the value of your investment.OPERATIONS

~~OUR~~We ~~OFFICERS~~are ~~AND~~a ~~DIRECTORS~~development-stage company, ~~ARE~~incorporated ~~LOCATED~~in INthe ~~ISRAEL~~State of Delaware on November 17, 2011, as a for-profit company, and an established fiscal year of December 31. ~~ANY~~We ~~ATTEMPT~~have TOnot ~~ENFORCE~~yet ~~LIABILITIES~~generated ~~UPON~~or ~~THEM~~realized ~~UNDER~~any ~~THE~~revenues Ufrom business operations.S Our auditor has issued a going concerned opinion. ~~SECURITIES~~This ~~AND~~means ~~BANKRUPTCY~~there ~~LAWS~~is ~~MAY~~substantial BEdoubt ~~DIFFICULT~~that we can continue as an on-going business for the next twelve (12) months unless we obtain additional capital to pay our bills. Accordingly, we must raise cash from sources other than our operations and our share sale pursuant to the registration statement in order to implement our marketing plan. In our management’s opinion, there is a market for a reasonably-priced sports nutritional supplements.

~~Since~~Our ~~our~~registration ~~Officers~~went ~~and~~live ~~Directors,~~on ~~are~~April ~~located in Israel~~19, ~~any attempt to enforce liabilities upon such individual under the U~~2013.~~S. securities and bankruptcy laws may be difficult.~~

InFrom ~~accordance~~inception ~~with~~through ~~the~~December ~~Israeli~~31, ~~Law~~2014, our business operations have primarily been focused on ~~Enforcement~~developing ofour ~~Foreign~~business ~~Judgments~~and researching the market. Through December 31, ~~5718-1958~~2014, ~~and~~we ~~subject~~have tospent ~~certain~~$59,012 ~~time~~related ~~limitations~~to ~~(the~~corporate ~~application~~operations, toregistration ~~enforce~~of ~~the~~our ~~judgment~~shares ~~must~~and beordinary ~~made~~business ~~within~~expenses. ~~five~~We ~~years~~have ofnot ~~the~~generated ~~date~~any ofrevenue ~~judgment~~from orbusiness ~~such~~operations. ~~other~~All ~~period~~cash ascurrently ~~might~~held beby ~~agreed~~us ~~between~~is ~~Israel~~the ~~and~~result of the ~~United~~sale ~~States),~~of ancommon ~~Israeli~~stock ~~court~~to ~~may~~our ~~declare~~directors aand ~~foreign~~officers ~~civil~~and ~~judgment~~sales ~~enforceable~~pursuant ifto itour ~~finds~~public ~~that:~~offering.

●On ~~the~~December ~~judgment~~7, ~~was~~2011, ~~rendered~~the byCorporation aissued ~~court~~875,000 ~~which~~shares ~~was,~~of ~~according~~common stock to the ~~laws~~two directors of the ~~State~~Corporation inat ~~which~~a ~~the~~price ~~court~~of is$0.016 ~~located~~per share, ~~competent~~for to$14,000, ~~render~~for ~~the~~initial ~~judgment;~~capital ●(stock ~~the~~subscription ~~judgment~~receivable). ~~may~~The noproceeds ~~longer~~from bethis ~~appealed;~~stock issuance were received on November 14, 2012.

●On ~~the~~September ~~obligation~~3, ~~imposed~~2013, by the ~~judgment~~Corporation isissued ~~enforceable~~157,428 ~~according~~registered toshares ~~the rules relating to the enforceability~~ of ~~judgments~~our incommon ~~Israel~~stock ~~and~~according ~~the substance of the judgment is not contrary~~ to ~~public~~our ~~policy;~~effective ~~and;~~registration ●statement ~~the~~at ~~judgment~~a isprice ~~executory~~of in$0.25 ~~the~~per ~~State~~share, infor ~~which it was given~~$39,357.

AnAs ~~Israeli~~of ~~court~~the ~~will~~date of this periodic report, we have not ~~declare~~yet afully ~~foreign~~implemented ~~judgment~~our ~~enforceable~~business ~~if:~~plan. We expect to continue to conduct market research. We also expect to finalize our web-site once we have raised additional funds.

●We ~~the~~expect ~~judgment~~to ~~was~~generate ~~obtained~~revenue byfrom ~~fraud;~~the ●sale ~~There is a finding~~ of ~~lack~~our ofsports ~~due~~nutritional ~~process;~~supplements. ●To ~~the~~be ~~judgment~~successful, ~~was~~our ~~rendered~~company byneeds ~~a court not competent~~ to ~~render~~accomplish ~~it according to~~ the ~~laws~~steps ofdescribed ~~private~~above, ~~international law~~ in ~~Israel;~~order ●to ~~the~~have ~~judgment~~a isbetter inunderstanding ~~conflict~~of ~~with~~the ~~another~~Market ~~judgment~~and ~~that~~then ~~was~~establish ~~given~~our inMarketing ~~the~~strategies. ~~same~~Our ~~matter~~company ~~between~~believes ~~the same parties and~~ that ~~is still valid; or ●~~ the ~~time~~success ~~the~~of ~~action~~our ~~was~~business ~~instituted~~relies inon the ~~foreign~~proper ~~court,~~execution aof ~~suit in~~ the ~~same~~above ~~matter~~described ~~and~~plan ~~between~~of ~~the same parties was pending before a court or tribunal in Israel~~operation.

11We do not plan to manufacture our product but rather to have as yet unidentified third party suppliers/partners provide us with the sports nutritional supplements under our trade name (or corporate name) and according to our business model. We expected that our product shall be sourced from multiple suppliers/ partners, which would allow us to possibly always have a supplier nearby our clients, resulting in faster delivery and fresher ingredients. We plan on establishing a commissioning policy for each supplier/partner. We expect that our suppliers will be able to deliver the products to our clients using their existing structure. If one or all of our suppliers can’t provide delivery service, we would have to hire a third party delivery company and, in this case, we would charge a delivery fee to our clients. In order to keep the delivery cost down, we intend to seek for several clients who live in the same area, so, more deliveries would be made at each time.

InResults ~~general, an obligation imposed by the judgment~~ of a United States court is enforceable according to the rules relating to the enforceability of judgments in Israel, and a United States court is considered competent to render judgments according to the laws of private international law in Israel.Operations

~~Furthermore,~~For ~~Israeli~~the ~~courts~~twelve ~~may~~month ~~not~~period ~~adjudicate~~ended aDecember ~~claim~~31, ~~based~~2014, onwe ahad ~~violation~~no ~~of U~~revenue.S. ~~securities~~Expenses ~~laws~~for if the ~~court~~period ~~determines~~totaled ~~that~~$32,539 ~~Israel~~resulting ~~is not the most appropriate forum~~ in ~~which to bring such~~ a ~~claim.~~net ~~Even~~loss ifof an$32,539 ~~Israeli~~for ~~court~~the ~~agrees~~period. toFor ~~hear~~the ~~such~~twelve amonths ~~claim,~~period itending ~~may~~December ~~determine that Israeli law~~31, ~~not~~2013 ~~U.S.~~we ~~law,~~had isno ~~applicable~~revenue toand ~~the~~operating ~~claim.~~expenses Ifof U$26,431.S. ~~law~~Since isinception ~~found~~(November ~~to be applicable~~17, ~~the~~2011) ~~content~~through ofDecember ~~applicable~~31, ~~U.S.~~2014 ~~law~~we ~~must~~have behad ~~proven~~no asrevenue aand ~~fact,~~total ~~which~~expenses ~~can~~of ~~be a time-consuming and costly process~~$59,012.

~~Since~~The ~~our~~expenses ~~Directors and Officers do not reside in the United States it may be difficult~~ for ~~courts in~~ the ~~United~~twelve ~~States~~month toperiod ~~obtain~~ending ~~jurisdiction~~December ~~over our foreign assets or persons~~31, ~~and,~~2014 asare amostly ~~result,~~associated itwith ~~may~~professional ~~be difficult or impossible for you to enforce judgments rendered against us or our Directors or Officers in United States courts. Thus~~fees, ~~investing~~start-up incosts usand ~~may~~filing pose a greater risk because should any situation arise in the future in which you have a cause of action against these persons or us, you may face potential difficulties in bringing lawsuits or, if successful, in collecting judgments against these persons or usfees.

~~Risk Factors Related to the JOBS Act~~12

WECapital ~~ARE~~Resources ANand ‘EMERGING GROWTH CONMPANY” AND WE INTENED TO TAKE ADVANTAGE OF REDUCED DISCLOSURE AND GOVERNANCE REQUIREMENTS APPLICABLE TO EMERGING GROWTH COMPANIES, WHICH COULD RESULT IN OUR STOCK BEING LESS ATTRACTIVE TO INVESTORS.Liquidity

WeAs ~~are an "emerging growth company," as defined in the Jumpstart Our Business Startups Act~~ of ~~2012,~~December ~~which we refer to as the JOBS Act~~31, ~~and~~2014 we ~~intend~~had total toassets ~~take~~in advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the ~~auditor~~form ~~attestation requirements~~ of ~~Section~~cash ~~404~~and cash ~~of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation~~ equivalents in ~~our periodic reports and proxy statements, and exemptions from~~ the ~~requirements~~amount of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. We cannot predict if investors will find our common stock less attractive because we will rely on these exemptions. If some investors find our common stock less attractive as a result $4,353 ~~there may be a less active trading market for our common stock~~ and ~~our~~current ~~stock~~liabilities ~~price~~in ~~may~~the beamount ~~more volatile. We expect to take advantage~~ of ~~these reporting exemptions until we are no longer an emerging growth company~~$10, ~~which in certain circumstances could be for up to five years~~008.

~~THE~~Our ~~COMPANY’S~~auditors ~~ELECTION~~have TOissued ~~TAKE~~a ~~ADVANTAGE~~“going OFconcern” ~~THE~~opinion, ~~JOBS~~meaning ~~ACT’S~~that ~~EXTENDED~~there ~~ACCOUNTING~~is ~~TRANSITION~~substantial ~~PERIOD~~doubt ~~MAY~~if ~~NOT~~we ~~MAKE~~can ~~ITS~~continue ~~FINANCIAL~~as ~~STATEMENTS~~an ~~EASILY~~on-going ~~COMPARABLE~~business TOfor ~~OTHER~~the ~~COMPANIES~~next twelve months unless we obtain additional capital. No substantial revenues are anticipated until we have completed the financing from our intended offering and implemented our plan of operations. Our only source for cash at this time is investments by others in our effective registration statement. We must raise additional cash to implement our strategy and stay in business. In the event of the failure to complete our financing we would need to seek capital from other resources such as debt financing, which may not even be available to us.

~~Pursuant~~Management tobelieves ~~the JOBS Act of 2012, as an emerging growth company the Company can elect to take advantage of the extended transition period for any new or revised accounting standards~~ that ~~may~~if besubsequent issued by the PCAOB or the SEC. The Company has elected take advantage of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private ~~companies,~~placements ~~the~~are ~~Company~~successful, aswe anwill ~~emerging~~generate ~~growth~~sales ~~company,~~revenue ~~can~~within ~~adopt~~ the ~~standard~~following ~~for~~twelve ~~the~~months ~~private company~~thereof. ~~This~~However, ~~may~~additional ~~make~~equity ~~comparison~~financing ofmay ~~the Company's financial statements with any other public company which is~~ not ~~either~~be anavailable ~~emerging~~to ~~growth~~us ~~company~~on ~~nor~~acceptable anterms ~~emerging~~or ~~growth~~at ~~company~~all, ~~which~~and ~~has~~thus ~~opted~~we ~~out~~could offail ~~using~~to ~~the~~satisfy ~~extended~~our ~~transition~~future ~~period~~cash ~~difficult or impossible as possible different or revised standards may be used~~requirements.

12We do not anticipate researching any further products or services other than the ones described in the business section above nor the purchase of any significant equipment.

~~THE~~The sports ~~JOBS~~nutritional ~~ACT~~supplements to ~~WILL~~be ~~ALSO~~sold ~~ALLOW~~shall ~~THE~~be ~~COMPANY~~provided TOby ~~POSTPONE~~our ~~THE~~suppliers ~~DATE~~and BYpartners. ~~WHICH~~Our ITcompany ~~MUST~~believes ~~COMPLY~~that, ~~WITH~~due ~~CERTAIN~~to ~~LAWS~~the ~~AND~~fact ~~REGULATIONS~~that ~~INTENDED~~we TOhave ~~PROTECT~~not ~~INVESTORS~~implemented ~~AND~~our ~~REDUCE~~business ~~THE~~plan ~~AMOUNT~~and OFhave ~~INFORMATION~~not ~~PROVIDED~~generated INany ~~REPORTS~~revenues ~~FILED~~yet, ~~WITH~~it ~~THE~~is ~~SEC~~important to keep the focus on our business plan before starting researching for new products and services, depending on the results of our plan of operation We also do not expect any significant additions to the number of employees, as the company intends to hire third party consultants when necessary.

The ~~JOBS~~Company’s ~~Act~~sole isOfficers ~~intended~~and toDirectors, ~~reduce~~Yisrael ~~the~~Meir ~~regulatory~~Fromer ~~burden~~and onour ~~“emerging~~Secretary ~~growth~~Malka ~~companies.~~Dahan-Asulin ~~The~~have ~~Company~~indicated ~~meets~~at this time that they may be willing to provide funds required to maintain the ~~definition~~reporting status in the form of ana ~~emerging~~non-secured ~~growth~~loan ~~company~~for ~~and~~the sonext ~~long~~twelve months as itthe ~~qualifies~~expenses asare anincurred ~~“emerging~~if ~~growth~~no ~~company~~other proceeds are obtained by the Company. However,” there is no contract in place or written agreement securing this agreement. Management believes if the Company cannot maintain its reporting status with the SEC it will have to cease all efforts directed towards the Company. As such, ~~among~~any ~~other~~investment ~~things:~~previously made would be lost in its entirety.

~~— be exempt from the provisions of Section 404(b) of the Sarbanes~~Off-~~Oxley~~balance ~~Act~~sheet ~~requiring that its independent registered public accounting firm provide an attestation report on the effectiveness of its internal control over financial reporting.~~arrangements

—The beCompany ~~exempt~~has ~~from~~no ~~the~~off-balance ~~“say~~sheet onarrangements ~~pay”~~that ~~provisions~~have ~~(requiring~~or are reasonably likely to have a ~~non-binding~~current ~~shareholder~~or ~~vote~~future toeffect ~~approve~~or ~~compensation~~change on the Company’s financial condition, revenues or expenses, results of ~~certain~~operations, ~~executive~~liquidity, ~~officers)~~capital ~~and~~expenditures ~~the~~or ~~“say~~capital onresources ~~golden~~that ~~parachute”~~are ~~provisions~~material ~~(requiring~~to ainvestors. ~~non~~The term “off-~~binding~~balance ~~shareholder~~sheet ~~vote~~arrangement” togenerally ~~approve~~means ~~golden~~any ~~parachute~~transaction, ~~arrangements~~agreement ~~for~~or ~~certain~~other ~~executive~~contractual ~~officers~~arrangement into ~~connection~~which an entity unconsolidated with ~~mergers~~the ~~and~~Company ~~certain~~is ~~other~~a ~~business~~party, ~~combinations)~~under ofwhich the ~~Dodd-Frank~~Company ~~Act~~has ~~and~~(i) ~~certain~~any ~~disclosure~~obligation ~~requirements~~arising ofunder ~~the~~a ~~Dodd-Frank~~guarantee ~~Act~~contract, ~~relating~~derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to ~~compensation~~such ofentity ~~its~~or ~~chief~~similar ~~executive~~arrangement ~~officer;~~that serves as credit, liquidity or market risk support for such assets.

—CRITICAL beACCOUNTING permitted to omit the detailed compensation discussion and analysis from proxy statements and reports filed under the Securities Exchange Act of 1934 and instead provide a reduced level of disclosure concerning executive compensation; andPOLICIES

—Our befinancial ~~exempt~~statements ~~from~~have ~~any~~been ~~rules~~prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make certain estimates and assumptions that ~~may~~affect bethe ~~adopted~~reported byamounts of assets, liabilities, revenues and expenses, and the ~~Public~~related ~~Company~~disclosures ~~Accounting~~of ~~Oversight~~contingent ~~Board~~assets ~~requiring~~and ~~mandatory~~liabilities ~~audit~~as ~~firm~~of ~~rotation~~the ordate aof ~~supplement~~the tofinancial statements and during the ~~auditor’s~~applicable ~~report~~periods. We base these estimates on historical experience and on other factors that we believe are reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions and could have a material impact on our financial statements.

~~The~~Refer ~~Company~~to ~~currently~~Note ~~intends~~1 to ~~take~~the ~~advantage~~Financial ofStatements ~~some~~entitled or“Summary ~~all~~ of ~~the~~Significant ~~reduced~~Accounting ~~regulatory~~Policies” ~~and~~included ~~reporting~~in ~~requirements~~this ~~that~~Annual ~~will~~Report befor ~~available~~a todiscussion itof soaccounting ~~long~~policies asutilized itby ~~qualifies~~the ~~as an “emerging growth company~~Company.”

ITEM 27A. ~~PROPERTIES~~QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

~~Our~~Not ~~Principal Executive Offices~~applicable.

We have a mailing address at 15500 SW Jay St. #81704 Beaverton, Oregon 97006-6018, our telephone is 855 222-1114. Except for the mail address and the use of a room at the premises of our President located at 7 Kaufman Street, Jerusalem, Israel for our operations in Israel, the Company does not own or rent any property. We expect that once our business is able to expand and we have the financial resources then we will seek additional rental locations for our operations, including in Israel.13

ITEM 38. ~~LEGAL~~FINANCIAL ~~PROCEEDINGS~~STATEMENTS AND SUPPLEMENTARY DATA

WeLOLLIPOP ~~know of no material, active or pending legal proceedings against our Company, nor of any proceedings that a governmental authority is contemplating against us.~~CORPORATION

WeFINANCIAL know of no material proceedings to which any of our Directors, officers, affiliates, owner of record or beneficially of more than 5 percent of our voting securities or security holders is an adverse party or has a material interest adverse to our interest.STATEMENTS

~~Not~~For ~~applicable.~~the year ended DECEMBER 31, 2014

CONTENTS:

Report of Independent Registered Public Accounting Firm			F-1

Balance Sheets as of December 31, 2014 and 2013			F-2

Statement of Operations for the year ended December 31, 2014 and 2013			F-3

Statements of Stockholders' Deficit for the year ended December 31, 2014 and 2013			F-4

Statement of Cash Flows for the year ended December 31, 2014 and 2013			F-5

Notes to the Financial Statements			F-6

~~PART II~~14

~~ITEM~~REPORT 5.OF THE ~~MARKET~~INDEPENDENT ~~FOR~~REGISTERED ~~REGISTRANT’S~~PUBLIC ~~COMMON~~ACCOUNTING ~~EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES~~FIRM

~~Market~~To ~~Information~~the Board of Directors and Stockholders of

~~There~~Lollipop is no established public trading market for our common equity; however, we are currently engaging a market maker to file an application with the Financial Industry Regulatory Authority (“FINRA”) to have our common stock quoted on the OTC Bulletin Board.Corporation

~~Holders~~We have audited the accompanying balance sheets of ~~our~~Lollipop ~~Common~~Corporation ~~Shares~~(“the Company”) as of December 31, 2014 and 2013, and the related statements of operations, changes in stockholders’ deficit and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

AsWe conducted our audit in accordance with standards of ~~February~~the ~~19,~~Public ~~2014~~Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, ~~there~~nor were 42we ~~registered~~engaged ~~stockholders~~to ~~holding~~perform, 1an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances,~~032~~ but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly,~~428~~ ~~common~~we ~~shares~~express ~~issued~~no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and ~~outstanding~~disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

~~Dividends~~In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lollipop Corporation as of December 31, 2014 and 2013, and the results of its operations and cash flows for the periods described above in conformity with accounting principles generally accepted in the United States of America.

~~Since~~The ~~our~~accompanying ~~inception,~~financial westatements have ~~not~~been ~~declared~~prepared ~~nor~~assuming ~~paid~~that ~~any~~the ~~cash~~Company ~~dividends~~will oncontinue ~~our~~as ~~capital~~a ~~stock~~going ~~and~~concern. weAs dodiscussed ~~not~~in ~~anticipate~~Note ~~paying~~2 ~~any~~to ~~cash~~the ~~dividends~~financial instatements, the ~~foreseeable~~Company ~~future.~~has ~~Our~~not ~~current~~established ~~policy~~any issource of revenue to ~~retain~~cover ~~any~~its ~~earnings~~operating incosts. ~~order~~As of December 31, 2014, the Company has a working capital deficit and insufficient cash resources to ~~finance~~meet ~~our~~its ~~operations~~planned business objectives. ~~Our~~These ~~Board~~and ofother ~~Directors~~factors ~~will~~raise ~~determine~~substantial ~~future~~doubt ~~declarations~~about ~~and~~the ~~payments~~Company’s ofability ~~dividends,~~to ifcontinue ~~any,~~as a going concern. Management’s plan regarding these matters is also described in ~~light~~Note of2 to the ~~then-current~~financial ~~conditions~~statements. itThe ~~deems~~financial ~~relevant~~statements ~~and~~do innot ~~accordance~~include ~~with~~any ~~applicable~~adjustments ~~corporate~~that ~~law~~might result from the outcome of this uncertainty.

~~Securities~~/s/ ~~Authorized~~Dov ~~for~~Weinstein ~~Issuance~~& ~~under~~Co. ~~Equity~~C.P.A. ~~Compensation Plans~~(Isr)

~~We have no existing equity compensation plan~~www.wcpa.co.il

~~Recent~~Jerusalem, ~~Sales of Unregistered Securities; Use of Proceeds from Sale of Registered Securities~~Israel

~~During~~March ~~the fiscal year ended December 31~~18, ~~2013, we sold 157,428 shares pursuant to our Registration statement.~~2015

~~Purchases of Equity Securities by the Issuer and Affiliated Purchases~~F-1

~~During~~LOLLIPOP each month within the fourth quarter of the fiscal year ended December 31, 2013, neither we nor any “affiliated purchaser,” as that term is defined in Rule 10b-18(a)(3) under the Exchange Act, repurchased any of our common stock or other securities.CORPORATION

~~ITEM~~BALANCE ~~6. SELECTED FINANCIAL DATA~~SHEETS

~~Not~~as ~~applicable.~~of

	December 31, 2014			December 31, 2013
	$			$
ASSETS
Current Assets:
Cash and cash equivalents		4,353			29,113

TOTAL ASSETS		4,353			29,113

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable and accrued liabilities		9,583			1,804
Loan from related party		425			425

Total Liabilities		10,008			2,229

Stockholders’ Deficit
Common stock, $0.0001 par value; 180,000,000 shares authorized; 1,032,428 shares issued and outstanding at December 31, 2014 and 2013		104			104
Additional paid-in capital		53,253			53,253
Accumulated deficit		(59,012	)		(26,473	)

Total Stockholders’ Deficit		(5,655	)		26,884

TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT		4,353			29,113

~~ITEM~~The 7.accompanying ~~MANAGEMENT’S~~notes ~~DISCUSSION~~are ~~AND~~an ~~ANALYSIS~~integral OFpart ~~FINANCIAL~~of ~~CONDITION~~these ~~AND~~financial ~~RESULTS OF OPERATIONS~~statements.

~~We are a development~~F-stage company, incorporated in the State of Delaware on November 17, 2011, as a for-profit company, and an established fiscal year of December 31. We have not yet generated or realized any revenues from business operations. Our auditor has issued a going concerned opinion. This means there is substantial doubt that we can continue as an on-going business for the next twelve (12) months unless we obtain additional capital to pay our bills. Accordingly, we must raise cash from sources other than our operations and our share sale pursuant to the registration statement in order to implement our marketing plan. In our management’s opinion, there is a market for a reasonably-priced sports nutritional supplements.2

~~Our~~LOLLIPOP ~~registration went live on April 19, 2013.~~CORPORATION

~~From~~STATEMENT ~~inception~~OF through December 31, 2013, our business operations have primarily been focused on developing our business and researching the market. Through December 31, 2013, we have spent $26,431 related to corporate operations, registration of our shares and ordinary business expenses. We have not generated any revenue from business operations. All cash currently held by us is the result of the sale of common stock to our directors and officers and sales pursuant to our public offering.OPERATIONS

On December 7, 2011, the Corporation issued 875,000 shares of common stock to the two directors of the Corporation at a price of $0.016 per share, for $14,000, for initial capital (stock subscription receivable). The proceeds from this stock issuance were received on November 14, 2012.

	For the years ended
	December 31, 2014			December 31, 2013
	$			$

Revenue		-			-

Operating expenses:
General and administrative:
Filing fees		4,305			3,095
Franchise tax		1,364			989
Other costs		1,522			478
Professional fees
Accounting fees		4,150			-
Auditors’ fees		9,000			9,000
Escrow fees		-			1,500
Legal fees		-			5,000
Setup costs		12,198			6,369

Total operating expenses		(32,539	)		(26,431	)

Net loss		(32,539	)		(26,431	)

Loss per share - basic and diluted:

Loss per share of common stock		(0.03	)		(0.03	)

Weighted average number of common shares outstanding		1,032,428			928,496

OnThe ~~September~~accompanying 3,notes ~~2013,~~are ~~the~~an ~~Corporation~~integral ~~issued~~part ~~157,428 registered shares~~ of ~~our~~these ~~common~~financial ~~stock according to our effective registration statement at a price of $0~~statements.~~25 per share, for $39,357.~~

As of the date of this periodic report, we have not yet fully implemented our business plan. We expect to continue to conduct required legal and regulatory research and create a detailed market plan in the 1st quarter of 2014. We also expect to finalize our webF-~~site by the 2nd Quarter of 2014.~~3

We LOLLIPOP expect to generate revenue from the sale of our sports nutritional supplements. To be successful, our company needs to accomplish the steps described above, in order to have a better understanding of the Market and then establish our Marketing strategies. Our company believes that the success of our business relies on the proper execution of the above described plan of operation.CORPORATION

WeSTATEMENT doOF ~~not~~STOCKHOLDERS' plan to manufacture our product but rather to have as yet unidentified third party suppliers/partners provide us with the sports nutritional supplements under our trade name (or corporate name) and according to our business model. We expected that our product shall be sourced from multiple suppliers/ partners, which would allow us to possibly always have a supplier nearby our clients, resulting in faster delivery and fresher ingredients. We plan on establishing a commissioning policy for each supplier/partner. We expect that our suppliers will be able to deliver the products to our clients using their existing structure. If one or all of our suppliers can’t provide delivery service, we would have to hire a third party delivery company and, in this case, we would charge a delivery fee to our clients. In order to keep the delivery cost down, we intend to seek for several clients who live in the same area, so, more deliveries would be made at each time.DEFICIT

~~Results~~for ofthe ~~Operations~~year ended DECEMBER 31, 2014 and 2013

For the twelve month period ended December 31, 2013, we had no revenue. Expenses for the period totaled $26,431 resulting in a net loss of $26,431 for the period. For the twelve months period ending December 31, 2012 we had no revenue and operating expenses of $42. Since inception (November 17, 2011) through December 31, 2013 we have had no revenue and total expenses of $26,473.

	Common Stock				Additional Paid-in		Accumulated			Total Stockholders’
	Shares		Amount		Capital		Deficit			Deficit
			$		$		$			$

Balance at January 1, 2013		875,000		88		13,912		(42	)		13,958

Common stock issued at $0.25 each for cash		157,428		16		39,341		-			39,357

Loss for the year		-		-		-		(26,431	)		(26,431	)

Balance at December 31, 2013		1,032,428		104		53,253		(26,473	)		26,884

Loss for the year		-		-		-		(32,539	)		(32,539	)

Balance at December 31, 2014		1,032,428		104		53,253		(59,012	)		(5,655	)

The ~~expenses~~accompanying ~~for~~notes ~~the twelve month period ending December 31, 2013~~ are ~~mostly~~an ~~associated~~integral ~~with~~part ~~professional~~of ~~fees,~~these ~~start-up~~financial ~~costs and filing fees~~statements.

15F-4

~~Capital~~ LOLLIPOP ~~Resources and Liquidity~~CORPORATION

AsSTATEMENT ofOF ~~December~~CASH ~~31, 2013 we had total assets in the form of cash and cash equivalents in the amount of $29,113 and current liabilities in the amount of $2,229.~~FLOWS

Our auditors have issued an explanatory note on our ability to continue as a going concern, meaning that there is substantial doubt if we can continue as an on-going business for the next twelve months unless we obtain additional capital. No substantial revenues are anticipated until we have completed the financing from our intended offering and implemented our plan of operations. Our only source for cash at this time is investments by others in our effective registration statement. We must raise additional cash to implement our strategy and stay in business. In the event of the failure to complete our financing we would need to seek capital from other resources such as debt financing, which may not even be available to us.

	For the years ended
	December 31, 2014			December 31, 2013
	$			$
Cash Flows from Operating Activities

Net loss		(32,539	)		(26,431	)

Changes in operating assets and liabilities:
Accounts payable and accrued liabilities		7,779			1,804
*Net cash used in operating activities*		(24,760	)		(24,627	)

Cash Flows from Investing Activities		-			-

Cash Flows from Financing Activities
Proceeds from issuance of common stock		-			39,357
Proceeds from related party loan		-			400
*Net cash provided by financing activities*		-			39,757

Movement in cash and cash equivalents		(24,760	)		15,130

Cash and cash equivalents at beginning of the year		29,113			13,983

Cash and cash equivalents at end of the year		4,353			29,113

~~Management~~The ~~believes~~accompanying ~~that~~notes ~~if subsequent private placements~~ are ~~successful,~~an weintegral ~~will~~part ~~generate~~of ~~sales~~these ~~revenue~~financial ~~within the following twelve months thereof~~statements. ~~However, additional equity financing may not be available to us on acceptable terms or at all, and thus we could fail to satisfy our future cash requirements.~~

~~We do not anticipate researching any further products or services other than the ones described in the business section above nor the purchase of any significant equipment.~~F-5

~~The sports~~LOLLIPOP nutritional supplements to be sold shall be provided by our suppliers and partners. Our company believes that, due to the fact that we have not implemented our business plan and have not generated any revenues yet, it is important to keep the focus on our business plan before starting researching for new products and services, depending on the results of our plan of operation We also do not expect any significant additions to the number of employees, as the company intends to hire third party consultants when necessary.CORPORATION

~~The~~NOTES ~~Company’s~~TO ~~Officers~~FINANCIAL and Directors, Yisrael Meir Fromer and our Secretary Malka Dahan-Asulin have indicated at this time that they may be willing to provide funds required to maintain the reporting status in the form of a non-secured loan for the next twelve months as the expenses are incurred if no other proceeds are obtained by the Company. However, there is no contract in place or written agreement securing this agreement. Management believes if the Company cannot maintain its reporting status with the SEC it will have to cease all efforts directed towards the Company. As such, any investment previously made would be lost in its entirety.STATEMENTS

~~Off-balance~~NOTE ~~sheet~~1 ~~arrangements~~– NATURE OF BUSINESS AND BASIS OF PRESENTATION

~~The~~Lollipop ~~Company~~Corporation ~~has~~is ~~no off-balance sheet arrangements that have or are reasonably likely to have~~ a ~~current~~Delaware orcorporation ~~future effect or change on~~ (the ~~Company’s financial condition~~“Corporation”), ~~revenues~~incorporated orunder ~~expenses,~~the ~~results~~laws of ~~operations,~~the ~~liquidity,~~State ~~capital~~of ~~expenditures~~Delaware oron ~~capital~~November ~~resources~~17, ~~that are material to investors~~2011. The ~~term “off-balance sheet arrangement” generally means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the~~ Company's isbusiness aplan ~~party,~~involves ~~under which~~ the ~~Company~~distribution ~~has~~of ~~(i)~~sports ~~any~~nutritional obligation arising under a guarantee contract, derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assetssupplements.

~~CRITICAL~~Basis ~~ACCOUNTING~~of ~~POLICIES~~Presentation

~~Our~~The ~~financial~~Company ~~statements~~maintains ~~have~~its ~~been~~accounting ~~prepared~~records on an accrual basis in accordance with ~~accounting principles~~ generally accepted accounting principles in the United States. ~~The preparation~~ of ~~these~~America financial statements requires us to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the related disclosures of contingent assets and liabilities as of the date of the financial statements and during the applicable periods(“U. ~~We base these estimates on historical experience and on other factors that we believe are reasonable under the circumstances~~S. ~~Actual results may differ materially from these estimates under different assumptions or conditions and could have a material impact on our financial statements~~GAAP”).

~~Refer~~These tofinancial ~~Note~~statements 1are topresented ~~the Financial Statements entitled “Summary of Significant Accounting Policies” included~~ in ~~this~~US ~~Annual Report for a discussion of accounting policies utilized by the Company~~dollars.

~~ITEM~~NOTE ~~7A.~~2 ~~QUANTITATIVE~~– ~~AND~~SUMMARY ~~QUALITATIVE~~OF ~~DISCLOSURES~~SIGNIFICANT ~~ABOUT~~ACCOUNTING ~~MARKET RISK~~POLICIES

~~Not~~The ~~applicable.~~principal accounting policies are set out below; these policies have been consistently applied to the period presented, unless otherwise stated:

16Fiscal Year End

~~ITEM~~The 8.Corporation ~~FINANCIAL~~has ~~STATEMENTS~~adopted ~~AND~~a ~~SUPPLEMENTARY~~fiscal ~~DATA~~year end of December 31.

~~LOLLIPOP~~Going ~~CORPORATION~~concern

(AThe ~~Development~~accompanying ~~Stage~~financial statements have been prepared assuming that the Company) will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As of December 31, 2014, the Company has a loss from operations of $32,539 and an accumulated deficit of $59,012 and has earned no revenues since inception and has a working capital deficit of $5,655. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending December 31, 2015.

~~FINANCIAL~~In ~~STATEMENTS~~response to these problems, management intends to raise additional funds through public or private placement offerings.

CONTENTS:
Report of Independent Registered Public Accounting Firm			F-2
Balance Sheets as of December 31, 2013 and 2012			F-3
Statement of Operations for the fiscal years ended December 31, 2013 and 2012, and for the period from November 17, 2011 (date of inception) to December 31, 2013			F-4
Statements of Stockholder's Equity for the period from November 17, 2011 (date of inception) to December 31, 2013			F-5
Statement of Cash Flows for the fiscal years ended December 31, 2013 and 2012, and for the period from November 17, 2011 (date of inception) to December 31, 2013			F-6
Notes to the Financial Statements			F-7

These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~F-1~~Use of Estimates

~~REPORT~~The ~~OF THE~~preparation ~~INDEPENDENT~~of ~~REGISTERED~~financial ~~PUBLIC~~statements ~~ACCOUNTING~~in ~~FIRM~~conformity with accounting principles generally accepted in 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 or revenues and expenses during the reporting period. Actual results could differ from those estimates.

ToCash ~~the Board of Directors~~ and ~~Stockholders~~cash ofequivalents

~~Lollipop~~Cash and equivalents include investments with initial maturities of three months or less. The Company maintains its cash balances at credit-worthy financial institutions that are insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250,000.

~~We have audited the accompanying balance sheets of Lollipop Corporation (“the Company”) as of December 31~~Property, ~~2013~~Plant and 2012, and the related statements of operations, changes in stockholders’ equity and cash flows for the years then ended and for the period from inception (November 17, 2011) through December 31, 2013. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.Equipment

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

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lollipop Corporation as of December 31, 2013 and 2012, and the results of its operations and cash flows for the periods described above in conformity with accounting principles generally accepted in the United States of America.F-6

~~The~~Accounts ~~accompanying~~payable ~~financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company is in the development stage,~~ and ~~has~~accrued not established any source of revenue to cover its operating costs. As of December 31, 2013, the Company does not have sufficient working capital and cash resources to meet its planned business objectives. These and other factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plan regarding these matters is also described in Note 1 to the financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.expenses

~~/s/~~Accounts ~~Dov~~payable ~~Weinstein~~and &accrued ~~Co.~~expenses ~~C.P.A.~~are ~~(Isr)~~carried at amortized cost and represent liabilities for goods and services provided to the Company prior to the end of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services.

~~www.wcpa.co.il~~Income taxes

~~Jerusalem~~Income taxes are accounted for in accordance with ASC Topic 740, ~~Israel~~“Income Taxes.” Under the asset and liability method, deferred tax assets and liabilities are recognized for the future consequences of differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases (temporary differences). Deferred tax assets and liabilities are measured using tax rates expected to apply to taxable income in the years in which those temporary differences are recovered or settled. Valuation allowances for deferred tax assets are established when it is more likely than not that some portion or all of the deferred tax assets will not be realized.

~~February~~Earnings ~~16,~~per ~~2014~~share

~~F-2~~The Company computes net loss per share in accordance with ASC 260, "Earnings Per Share" ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is calculated by dividing the profit or loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to common shareholders and the weighted average number of common shares outstanding for the effects of all potential dilutive common shares, which comprise options granted to employees. As at December 31, 2014, the Company had no potentially dilutive shares.

~~LOLLIPOP~~Fair ~~CORPORATION~~Value of Financial Instruments

(AThe ~~Development~~Company ~~Stage~~measures ~~Company)~~assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs, used in valuation techniques, are assigned a hierarchical level.

~~BALANCE~~The ~~SHEETS~~following are the hierarchical levels of inputs to measure fair value:

as- Level 1: Quoted prices in active markets for identical instruments; - Level 2: Other significant observable inputs (including quoted prices in active markets for similar instruments); - Level 3: Significant unobservable inputs (including assumptions in determining the fair value of certain investments).

	December 31, 2013			December 31, 2012
	$			$
ASSETS
Current Assets:
Cash and cash equivalents		29,113			13,983
TOTAL ASSETS		29,113			13,983
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities		1,804			-
Short-term borrowings from related party		425			25
Total Liabilities		2,229			25
Stockholders’ Equity
Common stock, $0.0001 par value; 180,000,000 shares authorized; 1,032,428 shares issued and outstanding at December 31, 2013 and 875,000 at December 31, 2012		104			88
Additional paid-in capital		53,253			13,912
Accumulated deficit during development stage		(26,473	)		(42	)
Total Stockholders’ Equity		26,884			13,958
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		29,113			13,983

Recent Accounting Standards Updates

~~The~~In ~~accompanying~~June ~~notes~~2014, ~~are~~the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-10—Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an ~~integral~~Amendment ~~part~~to Variable Interest Entities Guidance in Topic 810, Consolidation. ASU 2014-10 eliminates several of ~~these~~the reporting requirements for development stage entities, including the requirement to present inception to date information in the statements of income, cash flows, and shareholder equity, and to label the financial statements as those of a development stage entity. ASU 2014-10 also clarifies that the guidance in Accounting Standards Codification ("ASC") Topic 275, "Risks and Uncertainties", is applicable to entities that have not commenced principal operations, and eliminates an exception to the sufficiency-of-equity risk criterion for development stage entities, and will require all reporting entities that have an interest in development stage enterprises to apply consistent consolidation guidance for variable interest entities. ASU 2014-10 is effective for all annual reporting periods beginning after December 15, 2014, with early adoption permitted.

FIn August 2014, the FASB issued Accounting Standards Update “ASU” 2014-15 on “Presentation of Financial Statements Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern”. Currently, there is no guidance in U.S. GAAP about management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management's plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). We do not believe that the adoption of the provisions of this ASU will have any impact on our results of operations, cash flows or financial condition.

~~LOLLIPOP CORPORATION~~F-7

(ARecently ~~Development~~Adopted ~~Stage~~Accounting ~~Company)~~Pronouncements

~~STATEMENT~~In OFthe ~~OPERATIONS~~period ended December 31, 2014, the Company has elected to early adopt Accounting Standards Update (“ASU”) 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.

	For the years ended						From November 17, 2011 (Inception) to
	December 31, 2013			December 31, 2012			December 31, 2013
	$			$			$
Revenue		-			-			-
Operating expenses:
General and administrative:
Filing fees		3,095			-			3,095
Franchise tax		989			-			989
Other costs		478			42			520
Professional fees
Auditors fees		9,000			-			9,000
Escrow fees		1,500			-			1,500
Legal fees		5,000			-			5,000
Setup costs		6,369			-			6,369
Total operating expenses		(26,431	)		(42	)		(26,473	)
Net loss		(26,431	)		(42	)		(26,473	)
Loss per share - basic and diluted:
Loss per share of common stock		(0.03	)		-
Weighted average number of common shares outstanding		928,496			875,000

NOTE 3 – LOAN FROM PARTY

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

	December 31 2014		December 31 2013
	$		$

Loan from related party		425		425

~~F-4~~The above loan is unsecured, bears no interest and has no set terms of repayment. This loan is repayable on demand.

~~LOLLIPOP~~NOTE ~~CORPORATION~~4 – STOCKHOLDERS’ DEFICIT

(ACommon ~~Development Stage Company)~~Stock

~~STATEMENT~~On OFDecember ~~STOCKHOLDERS'~~7, ~~EQUITY~~2011, the Corporation issued 875,000 shares of common stock to the two directors of the Corporation at a price of $0.016 per share, for $14,000, for initial capital (stock subscription receivable). The proceeds from this stock issuance was received on November 14, 2012.

~~for~~On September 3, 2013, the ~~period~~Corporation issued 157,428 shares of ~~NOVEMBER~~common 17stock to various stockholders at a price of $0.25 per share, ~~2011~~for $39,357 (~~INCEPTION~~stock subscription receivable). toThe ~~DECEMBER~~proceeds 31from this stock issuance was received in the Company's bank account on October 18, 2013 net of professional fees.

	Common Stock				Additional Paid In		Accumulated Deficit During Development			Stock Subscription			Total Stockholders’
	Shares		Amount		Capital		Stage			Receivable			Equity
			$		$		$			$			$
Inception (November 17, 2011)		-		-		-		-						-
Common stock issued at $0.016 each for stock subscription receivable		875,000		88		13,912		-			(14,000	)		-
Loss for the period		-		-		-		-			-			-
Balance at December 31, 2011		875,000		88		13,912		-			(14,000	)		-
Repayment of stock subscription receivable		-		-		-		-			14,000			14,000
Loss for the year		-		-		-		(42	)		-			(42	)
Balance at December 31, 2012		875,000		88		13,912		(42	)		-			13,958
Common stock issued at $0.25 each for cash		157,428		16		39,341		-			-			39,357
Loss for the year		-		-		-		(26,431	)		-			(26,431	)
Balance at December 31, 2013		1,032,428		104		53,253		(26,473	)		-			26,884

NOTE 5 – INCOME TAXES

The ~~accompanying~~provision ~~notes~~/ ~~are~~(benefit) anfor ~~integral~~income ~~part~~taxes offor ~~these~~the ~~financial~~years ~~statements.~~ended December 31, 2014 and 2013, was as follows (assuming a 15% effective tax rate):

F-5

	December 31 2014			December 31 2013
	$			$
Current Tax Provision
Federal-
Taxable income
Total current tax provision		-			-
		-			-

Deferred Tax Provision
Federal-
Loss carry forwards		4,881			3,965
Change in valuation allowance		(4,881	)		(3,965	)
Total deferred tax provision		-			-

The Company had deferred income tax assets as of December 31, 2014 and 2013, as follows:

Loss carry forwards		8,852			3,971
Less - Valuation allowance		(8,852	)		(3,971	)
		-			-

~~LOLLIPOP~~The ~~CORPORATION~~Company provided a valuation allowance equal to the deferred income tax assets for period ended December 31, 2014 because it is not presently known whether future taxable income will be sufficient to utilize the loss carryforwards.

(AAs ~~Development~~of ~~Stage~~December 31, 2014, the Company) had approximately $59,012 in tax loss carryforwards that can be utilized future periods to reduce taxable income, and expire by the year 2034.

~~STATEMENT~~The OFCompany ~~CASH~~did ~~FLOWS~~not identify any material uncertain tax positions. The Company did not recognize any interest or penalties for unrecognized tax benefits.

	For the years ended						Inception (November 17, 2011) through
	December 31, 2013			December 31, 2012			December 31, 2013
	$			$			$
Cash Flows from Operating Activities
Net loss		(26,431	)		(42	)		(26,473	)
Changes in operating assets and liabilities:
Accounts payable and accrued expenses		1,804			-			1,804
Net cash used in operating activities		(24,627	)		(42	)		(24,669	)
Cash Flows from Investing Activities		-			-			-
Cash Flows from Financing Activities
Proceeds from issuance of common stock		39,357			14,000			53,357
Proceeds from short-term borrowings		400			25			425
Net cash provided by financing activities		39,757			14,025			53,782
Movement in cash and cash equivalents		15,130			13,983			29,113
Cash and cash equivalents at beginning of the period		13,983			-			-
Cash and cash equivalents at end of the period		29,113			13,983			29,113

The federal income tax returns of the Company are subject to examination by the IRS, generally for three years after they are filed.

~~The accompanying notes are an integral part of these financial statements.~~F-8

F-NOTE 6 – RELATED PARTY TRANSACTIONS

~~LOLLIPOP~~Details ~~CORPORATION~~of transactions between the Corporation and related parties are disclosed below.

(AThe ~~Development~~following ~~Stage~~entities ~~Company)~~have been identified as related parties:

NOTES TO FINANCIAL STATEMENTS

Mr. Yisrael Fromer		Director and greater than 10% stockholder

Mrs. Malka Dahan-Asulin		Director and greater than 10% stockholder

~~NOTE~~The 1following –transactions ~~NATURE~~were OFcarried ~~BUSINESS~~out ~~AND~~with ~~BASIS~~related ~~OF PRESENTATION~~ parties:

Lollipop Corporation is a Delaware corporation (the “Corporation”), incorporated under the laws of the State of Delaware on November 17, 2011. The Corporation is in the development stage as defined by Accounting Standards Codification 915 (ASC 915), “Accounting and Reporting by Development Stage Enterprises”, the Company is devoting substantially all of its efforts to development of business plans. The business plan of the Corporation is; the distribution of sports nutritional supplements.

	December 31 2014		December 31 2013
	$		$
Balance sheets:

Loan with related party - Director		425		425

~~Basis~~From time to time, the director and stockholder of ~~Presentation~~the Company provides advances to the Company for its working capital purposes. These advances bear no interest and are due on demand.

~~The~~NOTE ~~Company~~7 ~~maintains~~– ~~its~~SUBSEQUENT ~~accounting records on an accrual basis in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”).~~EVENTS

~~These~~In ~~financial~~accordance ~~statements~~with ASC 855-10, Company management reviewed all material events through the date of this report and determined that there are ~~presented~~no inadditional USmaterial ~~dollars~~subsequent events to report.

~~Fiscal Year End~~F-9

~~The~~ITEM ~~Corporation~~9. ~~has~~CHANGES ~~adopted~~IN aAND ~~fiscal~~DISAGREEMENTS ~~year~~WITH ~~end~~ACCOUNTANTS ofON ~~December~~ACCOUNTING ~~31.~~AND FINANCIAL DISCLOSURE

~~Going concern~~None.

~~The~~ITEM accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business9A. ~~The~~CONTROLS ~~Company~~AND has not established a source of revenue sufficient to cover operating costs. As of December 31, 2013, the Company has a loss from operations of $26,431 an accumulated deficit of $26,473 and has earned no revenues since inception. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending December 31, 2014.PROCEDURES

~~The~~(a) ~~ability~~Disclosure ofControls ~~the Company to emerge from the development stage is dependent upon, among other things, obtaining additional financing to continue operations,~~ and ~~development of its business plan. In response to these problems, management intends to raise additional funds through public or private placement offerings.~~Procedures

~~These~~Disclosure ~~factors~~controls and procedures are the controls and other procedures that are designed to provide reasonable assurance that information required to be disclosed by the issuer in the reports that it files or submits under the Securities Exchange Act of 1934, ~~among~~as ~~others~~amended (the “Exchange Act”) is recorded, ~~raise~~processed, ~~substantial~~summarized ~~doubt~~and ~~about~~reported within the ~~Company~~time periods specified in the Securities and Exchange Commission’s ~~ability~~rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ~~continue~~ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including the principal executive and principal financial officer, or persons performing similar functions, as aappropriate, ~~going~~to ~~concern~~allow timely decisions regarding required disclosure. ~~The~~Any ~~accompanying~~controls ~~financial~~and ~~statements~~procedures, dono ~~not~~matter ~~include~~how ~~any~~well ~~adjustments~~designed ~~that~~and ~~might~~operated, ~~result~~can ~~from~~provide ~~the~~only ~~outcome~~reasonable assurance of ~~this~~achieving ~~uncertainty~~the desired control objectives.

~~Use~~We have carried out an evaluation, under the supervision and with the participation of ~~Estimates~~our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act as of the end of the fiscal year covered by this Annual Report.

~~The~~Based ~~preparation~~on ofthat ~~financial~~evaluation, ~~statements~~our inChief ~~conformity~~Executive ~~with~~Officer ~~accounting~~and ~~principles~~Chief ~~generally~~Financial ~~accepted~~Officer inhave ~~the~~concluded ~~United States requires management to make estimates and assumptions~~ that ~~affect~~ the ~~reported~~Company’s ~~amounts of assets and liabilities and~~ disclosure ofcontrols ~~contingent assets~~ and ~~liabilities~~procedures atwere ~~the~~effective ~~date~~as of the ~~financial~~end ~~statements~~of ~~and~~ the ~~reported~~fiscal ~~amounts~~year orcovered ~~revenues~~by ~~and~~this ~~expenses~~Annual ~~during~~Report ~~the~~on ~~reporting~~Form ~~period~~10-K. ~~Actual results could differ from those estimates.~~

~~NOTE~~(b) 2Management’s –Annual ~~SUMMARY~~Report OFon ~~SIGNIFICANT~~Internal ~~ACCOUNTING~~Control ~~POLICIES~~over Financial Reporting

~~The~~Management ~~principal~~is ~~accounting~~responsible ~~policies~~for ~~are~~establishing ~~set~~and ~~out~~maintaining ~~below~~adequate internal control over financial reporting, ~~these~~as ~~policies~~defined ~~have~~in ~~been~~Securities ~~consistently~~Exchange ~~applied~~Act Rule 13a-15(f). Internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and preparation of financial statements for external purposes in accordance with U.S. GAAP. This annual report does not include a report of management's assessment regarding internal control over financial reporting due to a transition period ~~presented,~~established ~~unless~~by ~~otherwise~~rules ~~stated:~~of the Securities and Exchange Commission for newly public companies.

~~Cash~~(c) ~~and~~Change ~~cash~~in ~~equivalents~~Internal Control over Financial Reporting

~~Cash~~There ~~and~~were ~~equivalents~~no ~~include~~significant ~~investments~~changes ~~with~~to ~~initial~~our ~~maturities~~internal ofcontrol ~~three~~over ~~months~~financial orreporting ~~less.~~(as ~~The~~defined ~~Company~~in ~~maintains~~Rules ~~its~~13a-15(f) ~~cash~~and ~~balances~~15d-15(f) atunder ~~credit-worthy~~the ~~financial~~Exchange ~~institutions~~Act) ~~that~~during ~~are~~our ~~insured~~fourth byfiscal ~~the~~quarter, ~~Federal~~that ~~Deposit~~could ~~Insurance~~materially ~~Corporation~~affect, ~~("FDIC")~~or upare reasonably likely to ~~$250~~materially affect,~~000~~ our internal control over financial reporting.

~~F-7~~ITEM 9B. OTHER INFORMATION

~~Property, Plant and Equipment~~None.

~~The Company does not own any property, plant and equipment.~~15

~~Intellectual~~PART ~~Properties~~III

~~The~~ITEM ~~Company~~10. ~~has adopted the provisions of ASC 350-50~~DIRECTORS, ~~Website~~EXECUTIVE ~~Development~~OFFICERS ~~Costs.~~AND ~~All~~CORPORATE ~~costs incurred during the planning phase of a website are expensed as research and development.~~GOVERNANCE

~~Costs~~Our ~~incurred~~Directors inhold office until the ~~development~~next ~~stage,~~annual ~~including~~general meeting of the ~~purchase~~stockholders ofor auntil ~~domain~~their ~~name,~~successors are ~~capitalized~~elected and ~~reviewed~~qualified. ~~annually~~Our ~~for~~officers ~~impairment~~are appointed by our Board of Directors and hold office until the earlier of their death, retirement, resignation, or removal.

~~Expenses~~Our ~~subsequent~~officers toand ~~the~~Directors ~~launch will be expensed as research~~ and ~~development~~their ~~expenses.~~ages ~~The Company will expense upgrades~~ and ~~revisions~~positions toare ~~its website~~ as ~~incurred.~~follows:

Once the website is available for use, the asset will be amortized over its useful life on a straight line basis, estimated to be 3 years, and is tested for impairment annually.

Name	Age	Position(s)
Yisrael Meir Fromer	34	President, Treasurer, Chief Financial Officer, Chief Executive Officer and Chairman of Board

Malka Dahan-Auslin	34	Secretary and member of the Board of Directors

~~Accounts~~The ~~payable~~person named above has held his or her offices/positions since December 5, 2011 and ~~accrued~~is ~~expenses~~expected to hold his or her offices/positions at least until the next annual meeting of our stockholders.

~~Accounts~~Yisrael ~~payable~~Meir and accrued expenses are carried at amortized cost and represent liabilities for goods and services provided to the Company prior to the end of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services.Fromer:

~~Earnings~~Since ~~per~~2010 ~~share~~to present Mr. Fromer has been employed at Access Credit Ltd., a foreign exchange company. His responsibilities include financial management, purchasing and selling of foreign currencies, and daily management of the facility. From 2001-2009 Mr. Fromer managed a youth organization for underprivileged children. His responsibilities included managing several facilities where underprivileged youth would arrive after school to do homework, sports, receive support and eat hot meals. While there he managed budget, logistics, oversight of mentors and planning for the daily/weekly activities.

~~The~~Malka Company computes net loss per share in accordance with ASC 260, "Earnings Per Share" ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is calculated by dividing the profit or loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to common shareholders and the weighted average number of common shares outstanding for the effects of all potential dilutive common shares, which comprise options granted to employees. As at December 31, 2013, the Company had no potentially dilutive shares.Dahan-Fromer:

~~Income~~Mrs. ~~taxes~~Dahan has worked as a teacher since 2007. Since 2010 to present she has focused on her hobby, music, and has headed up the schools music department. As part of her teaching career Mrs. Dahan has been responsible for educating classes six through eighth grade, although early in her teaching career he pupils were four to six year old children. Mrs. Dahan has completed studies with Dr. Miriam Ahdhan and she completed her studies at the Old Seminar of Bet-Jacob.

~~Income~~Committees ~~taxes are accounted for in accordance with ASC Topic 740, “Income Taxes.” Under the asset and liability method, deferred tax assets and liabilities are recognized for the future consequences~~ of ~~differences between~~ the ~~financial~~Board ~~statement carrying amounts~~ of existing assets and liabilities and their respective tax bases (temporary differences). Deferred tax assets and liabilities are measured using tax rates expected to apply to taxable income in the years in which those temporary differences are recovered or settled. Valuation allowances for deferred tax assets are established when it is more likely than not that some portion or all of the deferred tax assets will not be realized.Directors

~~NOTE~~We 3do –not ~~SHORT-TERM~~presently ~~BORROWINGS~~have ~~FROM~~a ~~RELATED~~separately ~~PARTY~~constituted audit committee, compensation committee, nominating committee, executive committee or any other committees of our Board of Directors. As such, our entire Board of Directors acts as our audit committee.

	December 31,		December 31,
	2013		2012
	$		$
Balance sheets:
Loan from related party		425		25

~~The~~Audit ~~above~~Committee ~~loan~~Financial ~~is unsecured, bears no interest and has no set terms of repayment. This loan is repayable on demand.~~Expert

FOur Board of Directors does not currently have any member who qualifies as an audit committee financial expert. We believe that the cost related to retaining such a financial expert at this time is prohibitive. Further, because we are in the start-8up stage of our business operations, we believe the services of an audit committee financial expert are not warranted at this time.

~~NOTE~~Involvement 4in –Legal ~~STOCKHOLDER’S EQUITY~~Proceedings

~~Common~~None ~~Stock~~of our Directors, nominee for Directors, or officers has appeared as a party during the past ten years in any legal proceedings that may bear on his ability or integrity to serve as a Director or officer of the Company.

OnBoard ~~December~~Leadership 7, 2011, the Corporation issued 875,000 shares of common stock to the two directors of the Corporation at a price of $0.016 per share, for $14,000, for initial capital (stock subscription receivable). The proceeds from this stock issuance was received on November 14, 2012.Structure

OnThe ~~September~~Company 3,has ~~2013,~~chosen to combine the ~~Corporation~~principal ~~issued~~executive ~~157~~officer and Board chairman positions. The Company believes that this Board leadership structure is the most appropriate for the Company for the following reasons. First,~~428~~ ~~shares~~the ofCompany ~~common~~is ~~stock~~a todevelopment ~~various~~stage ~~stockholders~~company and at athis ~~price~~early stage it is more efficient to have the leadership of ~~$0.25~~the ~~per~~Board ~~share,~~in ~~for~~the ~~$39,357~~same ~~(stock~~hands ~~subscription~~as ~~receivable)~~the principal executive officer of the Company. The ~~proceeds~~challenges ~~from~~faced by the Company at this ~~stock~~stage ~~issuance~~– ~~was~~obtaining ~~received~~financing inand performing research and development activities – are most efficiently dealt with by having one person intimately familiar with both the operational aspects as well as the strategic aspects of the Company'’s ~~bank~~business. ~~account~~Second, onMr. ~~October~~Shalom ~~18,~~is ~~2013~~uniquely ~~net~~suited to fulfill both positions of ~~professional~~responsibility ~~fees~~because he possesses management experience, technical experience, and financial experience.

~~NOTE~~Potential 5Conflict –of ~~INCOME TAXES~~Interest

~~The~~Since ~~(benefit)/provision~~we ~~for~~do ~~income~~not ~~taxes~~have ~~for~~an audit or compensation committee comprised of independent Directors, the ~~years~~functions ~~ended~~that ~~December~~would 31have been performed by such committees are performed by our Board of Directors. Thus, ~~2013~~there ~~and~~is ~~2012~~a potential conflict of interest in that our Directors have the authority to determine issues concerning management compensation, ~~was~~in asessence ~~follows~~their ~~(assuming~~own, aand ~~15%~~audit ~~effective~~issues ~~tax~~that ~~rate):~~may affect management decisions. We are not aware of any other conflicts of interest with any of our executives or Directors.

	December 31,			December 31,
	2013			2012
	$			$
Current Tax Provision
Federal-
Taxable income
Total current tax provision		-			-
		-			-
Deferred Tax Provision
Federal-
Loss carry forwards		3,965			6
Change in valuation allowance		(3,965	)		(6	)
Total deferred tax provision		-			-
The Corporation had deferred income tax assets as of December 31, 2013 and 2012, as follows:
Loss carry forwards		3,971			6
Less - Valuation allowance		(3,971	)		(6	)
		-			-

Board’s Role in Risk Oversight

The ~~Company~~Board ~~provided~~assesses aon ~~valuation~~an ~~allowance~~ongoing ~~equal~~basis to the ~~deferred~~risks ~~income~~faced ~~tax~~by ~~assets~~the ~~for~~Company. ~~period~~These ~~ended~~risks ~~December~~include 31financial, ~~2013~~technological, ~~because~~competitive, itand isoperational ~~not~~risks. ~~presently~~The ~~known~~Board ~~whether~~dedicates ~~future~~time ~~taxable~~at ~~income~~each ~~will~~of beits ~~sufficient~~meetings to ~~utilize~~review ~~the~~and ~~loss~~consider ~~carryforwards.~~the Asrelevant ofrisks ~~December~~faced ~~31,~~by ~~2013,~~ the Company ~~had~~at ~~approximately $26,473 in tax loss carryforwards~~ that ~~can~~time. beIn ~~utilized future periods to reduce taxable income~~addition, ~~and~~since ~~expire by~~ the ~~year 2033. The~~ Company ~~did~~does not ~~identify~~have ~~any~~an ~~material~~Audit ~~uncertain~~Committee, ~~tax~~the ~~positions.~~Board ~~The~~is ~~Company~~also ~~did~~responsible ~~not recognize any interest or penalties~~ for ~~unrecognized~~the ~~tax~~assessment ~~benefits.~~and ~~The~~oversight ~~federal income tax returns~~ of the Company’s ~~are~~financial ~~subject~~risk ~~to examination by the IRS, generally for three years after they are filed~~exposures.

~~F-9~~ITEM 11. EXECUTIVE COMPENSATION

~~NOTE~~We 6have -not ~~FAIR~~paid, ~~VALUE~~nor ~~MEASUREMENTS~~do we owe, any compensation to our executive officers for the year ending December 31, 2014. From inception through December 31, 2014, we have not paid any compensation to our officers.

InAs ~~September 2006, the FASB issued SFAS No. 157 “Fair Value Measurements”. The objective~~ of ~~SFAS~~December ~~157 (ASC 820) is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements. SFAS 157 (ASC 820) defines fair value~~31, ~~establishes a framework for measuring fair value in generally accepted accounting principles~~2014, ~~and~~we ~~expands~~had ~~disclosures~~no ~~about~~employment ~~fair~~agreements ~~value~~with ~~measurements.~~any ~~SFAS~~of ~~157~~our ~~(ASC~~executive ~~820)~~officers ~~applies under other accounting pronouncements that require~~ or ~~permit fair value measurements and does not require any new fair value measurements~~employees.

~~The~~Option/SAR Company has various financial instruments that must be measured under the new fair value standard including: cash in bank. The Company currently does not have non-financial assets or non-financial liabilities that are required to be measured at fair value on a recurring basis. The Company’s financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy. The three levels are as follows:Grants

-We ~~Level~~do 1:not ~~Quoted~~currently ~~prices~~have a stock option plan. No individual grants of stock options, whether or not in ~~active~~tandem ~~markets~~with ~~for~~stock ~~identical~~appreciation ~~instruments~~rights known as SARs or freestanding SARs have been made to any executive officer or any Director since our inception; accordingly, no stock options have been granted or exercised by any of the officers or Directors since we were founded.

~~- Level 2: Other significant observable inputs (including quoted prices in active markets for similar instruments);~~17

Long-Term ~~Level~~Incentive 3:Plans ~~Significant~~and ~~unobservable inputs (including assumptions in determining the fair value of certain investments).~~Awards

~~Financial~~We ~~assets~~do ~~and~~not ~~liabilities~~have ~~carried~~any atlong-term ~~fair~~incentive ~~value~~plans ~~and~~that ~~measured~~provide oncompensation aintended ~~recurring~~to ~~basis~~serve ~~are~~as ~~classified~~incentive infor performance. No individual grants or agreements regarding future payouts under non-stock price-based plans have been made to any executive officer or any Director or any employee or consultant since our inception; accordingly, no future payouts under non-stock price-based plans or agreements have been granted or entered into or exercised by any of the ~~hierarchy~~officers asor ~~follows:~~Directors or employees or consultants since we were founded.

	Fair Value at December 31, 2013
	Level 1		Level 2		Level 3		Total
	$		$		$		$
Cash and cash equivalents		29,113		-		-		29,113
Total financial assets carried at fair value		29,113		-		-		29,113

Compensation of Directors

	Fair Value at December 31, 2012
	Level 1		Level 2		Level 3		Total
	$		$		$		$
Cash and cash equivalents		13,983		-		-		13,983
Total financial assets carried at fair value		13,983		-		-		13,983

There are no current arrangements pursuant to which Directors are or will be compensated in the future for any services provided as a Director.

FEmployment Contracts, Termination of Employment, Change-10in-Control Arrangements

~~NOTE~~As 7of –December ~~RELATED~~31, ~~PARTY~~2014, ~~TRANSACTIONS~~there were no employment or other contracts or arrangements with officers or Directors. There are no compensation plans or arrangements, including payments to be made by us, with respect to our officers, Directors or consultants that would result from the resignation, retirement or any other termination of such Directors, officers or consultants from us. There are no arrangements for Directors, officers, employees or consultants that would result from a change-in-control.

~~Details~~ITEM of12. ~~transactions~~SECURITY ~~between~~OWNERSHIP ~~the~~OF ~~Corporation~~CERTAIN ~~and~~BENEFICIAL ~~related~~OWNERS ~~parties~~AND ~~are~~MANAGEMENT ~~disclosed~~AND ~~below.~~RELATED STOCKHOLDER MATTERS

~~The~~Beneficial ~~following~~Ownership ~~entities~~of ~~have been identified as related parties:~~Holdings

Mr. Yisrael Fromer	Director and greater than 10% stockholder
Ms. Malka Dahan-Asulin	Director and greater than 10% stockholder

The following table sets forth, as of March 24, 2015, certain information with respect to the beneficial ownership of our common stock by each stockholder known by us to be the beneficial owner of more than 5 percent of our common stock, as well as by each of our current Directors and executive officers as a group. Each person has sole voting and investment power with respect to the shares of common stock, except as otherwise indicated. Beneficial ownership consists of a direct interest in the shares of common stock, except as otherwise indicated.

The ~~following~~percentages ~~transactions~~below ~~were~~are ~~carried~~calculated ~~out~~based ~~with~~on ~~related~~1,032,428 ~~parties:~~shares of our common stock issued and outstanding as of March 24, 2015. We do not have any outstanding options, warrants or other securities exercisable for or convertible into shares of our common stock.

	December 31,				December 31,
Title of Class	Name and Addressof BeneficialOwner[1]		Amount andNature of Beneficial Ownership				Percentage of Ownership Assuming all of the Shares areSold
	2013				2012
Common Stock	Yisrael Meir Fromer			675,000				65	%
	$				$
Common Stock	Malka Dahan-Auslin			200,000				19	%
Balance sheets:
	All Officers and Directors as a Group (2 persons)			875,000				84	%
Short-term borrowings - Director		425				25

From time to time, the director and stockholder of the Company provides advances to the Company for its working capital purposes. These advances bear no interest and are due on demand.

(1)	Based on 1,032,428 shares of our common stock outstanding.
(2)	The address for both of our officers is gave 7 Kaufman Street, Jerusalem, Israel.

~~NOTE 8 – RECENT ACCOUNTING STANDARD UPDATES~~18

InChanges ~~July~~in 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11: Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. The new guidance requires that unrecognized tax benefits be presented on a net basis with the deferred tax assets for such carryforwards. This new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2013. We do not expect the adoption of the new provisions to have a material impact on our financial condition or results of operations.Control

~~NOTE~~We 9are –unaware ~~SUBSEQUENT~~of ~~EVENTS~~any contract or other arrangement the operation of which may at a subsequent date result in a change of control of our Company.

InEquity ~~accordance~~Compensation ~~with~~Plan ~~ASC 855-10, Company management reviewed all material events through the date of this report and determined that there are no additional material subsequent events to report.~~Information

F-11

~~None.~~Except as disclosed below, since the beginning of the fiscal year preceding the last fiscal year none of the following persons has had any direct or indirect material interest in any transaction to which our Company was or is a party, or in any proposed transaction to which our Company proposes to be a party:

~~ITEM~~· ~~9A.~~any ~~CONTROLS~~Director ~~AND~~or ~~PROCEDURES~~officer of our Company; · any proposed Director of officer of our Company; · any person who beneficially owns, directly or indirectly, shares carrying more than 5 percent of the voting rights attached to our common stock; or · any member of the immediate family of any of the foregoing persons (including a spouse, parents, children, siblings, and in-laws).

(On December 7, 2011, we issued a total of 875,000 shares of common stock to Mr. Yisrael Meir Fromer and Ms. Malka Dahan-Auslin, our Officers and Directors, for total cash consideration of $14,000. The Company believes that this issuance was exempt from registration pursuant to Section 4(2) ~~Disclosure~~of ~~Controls~~the Securities Act of 1933, as amended, as a transaction by an issuer not involving any public offering. We believe this issuance was deemed to be exempt under Regulation S of the Securities Act. No advertising or general solicitation was employed in offering the securities. The offering and ~~Procedures~~sale was made only to Mr. Yisrael Meir Fromer and Ms. Malka Dahan-Auslin, who are non-U.S. citizens, and transfer was restricted by us in accordance with the requirements of the Securities Act of 1933.

~~Disclosure~~Our ~~controls~~officers and ~~procedures~~Directors ~~are~~may ~~the controls and other procedures that are designed to provide reasonable assurance that information required to~~ be ~~disclosed~~considered bypromoters ~~the issuer in the reports that it files or submits under the Securities Exchange Act~~ of ~~1934, as amended (~~the ~~“Exchange~~Registrant ~~Act”)~~due 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~~their ~~that~~participation ~~information required to be disclosed by an issuer~~ in ~~the reports that it files or submits under the Exchange Act is accumulated~~ and ~~communicated to the issuer’s~~ management, ~~including~~of the ~~principal~~business ~~executive~~since ~~and~~its ~~principal financial officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure~~incorporation. ~~Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.~~

WeDirector have carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act as of the end of the fiscal year covered by this Annual Report.Independence

~~Based~~We onare ~~that~~not ~~evaluation,~~subject ~~our~~to ~~Chief~~listing ~~Executive~~requirements ~~Officer~~of any national securities exchange or national securities association and, ~~Chief~~as ~~Financial~~a ~~Officer~~result, ~~have~~we ~~concluded~~are ~~that~~not ~~the~~at ~~Company’s~~this ~~disclosure~~time ~~controls~~required ~~and~~to ~~procedures~~have ~~were~~our ~~effective~~board ascomprised of ~~the~~a ~~end~~majority of “independent Directors.” We do not believe that either of our directors currently meets the ~~fiscal~~definition ~~year~~of ~~covered~~“independent” as promulgated by ~~this~~the ~~Annual~~rules ~~Report~~and onregulations ~~Form~~of ~~10-K~~NASDAQ.

~~(b) Management’s Annual Report on Internal Control over Financial Reporting~~19

~~Management~~ITEM ~~is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Securities Exchange Act Rule 13a-15(f)~~14. ~~Internal~~PRINCIPAL ~~control~~ACCOUNTING ~~over~~FEES ~~financial~~AND reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and preparation of financial statements for external purposes in accordance with U.S. GAAP. This annual report does not include a report of management's assessment regarding internal control over financial reporting due to a transition period established by rules of the Securities and Exchange Commission for newly public companies.SERVICES

~~(c)~~Audit ~~Change in Internal Control over Financial Reporting~~Fees

~~There~~The ~~were~~aggregate nofees ~~significant~~billed ~~changes~~for toprofessional ~~our~~services ~~internal~~rendered ~~control~~by ~~over~~the ~~financial~~principal ~~reporting~~accountant ~~(as~~for ~~defined~~the inaudit ~~Rules~~of ~~13a-15(f)~~our financial statements and ~~15d-15(f)~~review ~~under~~of ~~the~~financial ~~Exchange~~statements ~~Act)~~included ~~during~~in our ~~fourth~~quarterly ~~fiscal~~Reports ~~quarter,~~on ~~that~~Form ~~could~~10-Q ~~materially~~and ~~affect,~~services orthat are ~~reasonably~~normally ~~likely~~provided toby ~~materially~~the ~~affect,~~accountant ~~our~~in ~~internal~~connection ~~control~~with ~~over~~statutory ~~financial~~and ~~reporting.~~regulatory filings or engagements for these fiscal periods were as follows:

ITEM 9B. OTHER INFORMATION

	December 31, 2014⁽¹⁾		December 31, 2013
Audit Fees	$	9,000	$	9,000
Audit Related Fees	$	-	$	-
Tax Fees	$	1,364	$	-
All Other Fees	$	-	$	1,500

~~None.~~Notes:

17(1) For the year ended December 31, 2014, principal accountants of the Company were Dov Weinstein & Co. C.P.A. (Isr).

~~PART~~Since ~~III~~incorporation and as of the fiscal year ended December 31, 2014, there were no fees billed for assurance and related services by the principal accountant that are reasonably related to the performance of the audit or review of our financial statements and are not reported under Item 9(e)(1) of Schedule 14A, for professional services rendered by the principal account for tax compliance, tax advice, and tax planning, for products and services provided by the principal accountant, other than the services reported in Item 9(e)(1) through 9(d)(3) of Schedule 14A.

~~ITEM~~Audit ~~10.~~Committee ~~DIRECTORS,~~Pre-Approval ~~EXECUTIVE~~of ~~OFFICERS~~Audit ~~AND~~and ~~CORPORATE~~Permissible ~~GOVERNANCE~~Non-Audit Services of Independent Auditors

~~Our~~Given ~~Directors~~the ~~hold~~small ~~office~~size ~~until~~of ~~the~~our ~~next~~Board ~~annual~~as ~~general~~well ~~meeting~~as of the ~~stockholders~~limited oractivities ~~until~~of ~~their~~our ~~successors~~Company, ~~are~~our ~~elected~~Board ~~and~~of ~~qualified.~~Directors ~~Our~~acts ~~officers~~as ~~are~~our ~~appointed~~Audit byCommittee. ~~our~~Our Board ofpre-approves ~~Directors~~all audit and ~~hold~~permissible ~~office~~non-audit ~~until~~services. ~~the~~These ~~earlier~~services ofmay ~~their~~include ~~death~~audit services, ~~retirement~~audit-related services, ~~resignation~~tax services, orand ~~removal~~other services. Our Board approves these services on a case-by-case basis.

~~Our officers and Directors and their ages and positions are as follows:~~20

Name	Age	Position(s)
Yisrael Meir Fromer	33	President, Treasurer, Chief Financial Officer,
		Chief Executive Officer and Chairman of Board
Malka Dahan-Auslin	33	Secretary and member of the Board of Directors

PART IV

~~The~~ITEM ~~person~~15. ~~named above has held his or her offices/positions since December 5~~EXHIBITS, ~~2011~~FINANCIAL ~~and~~STATEMENT ~~is expected to hold his or her offices/positions at least until the next annual meeting of our stockholders.~~SCHEDULES

~~Yisrael~~(a) ~~Meir~~Financial ~~Fromer:~~Statements and financial statement schedules

~~Since~~(1) ~~2010~~and to(2) ~~present~~The ~~Mr. Fromer has been employed at Access Credit Ltd., a foreign exchange company. His responsibilities include~~ financial ~~management,~~statements ~~purchasing~~ and ~~selling~~financial ofstatement ~~foreign~~schedules ~~currencies,~~required and daily management of the facility. From 2001-2009 Mr. Fromer managed a youth organization for underprivileged children. His responsibilities included managing several facilities where underprivileged youth would arrive after school to dobe ~~homework,~~filed ~~sports,~~as ~~receive~~part ~~support~~of ~~and~~this ~~eat~~report ~~hot~~are ~~meals.~~set ~~While~~forth ~~there~~in heItem ~~managed~~8 ~~budget,~~of ~~logistics,~~Part ~~oversight~~II of ~~mentors~~this ~~and planning for the daily/weekly activities~~report.

~~Malka~~(3) ~~Dahan-Fromer:~~Exhibits. See Item 15(b) below.

~~Mrs.~~(b) ~~Dahan~~Exhibits ~~has~~required ~~worked~~by asItem a601 ~~teacher since 2007. Since 2010 to present she has focused on her hobby, music, and has headed up the schools music department. As part~~ of ~~her~~Regulation teaching career Mrs. Dahan has been responsible for educating classes six through eighth grade, although early in her teaching career he pupils were four to six year old children. Mrs. Dahan has completed studies with Dr. Miriam Ahdhan and she completed her studies at the Old Seminar of BetS-~~Jacob.~~K

Committees of the Board of Directors

Exhibit No.		Description

3.1		Certificate of Incorporation (incorporated by reference from our Registration Statement on Form S-1).

3.2		Bylaws (incorporated by reference from our Registration Statement on Form S-1).

31*		Section 302 Certification of the Sarbanes-Oxley Act of 2002 of Yisrael Meir Fromer

32*		Section 302 Certification of the Sarbanes-Oxley Act of 2002 of Yisrael Meir Fromer

We do not presently have a separately constituted audit committee, compensation committee, nominating committee, executive committee or any other committees of our Board of Directors. As such, our entire Board of Directors acts as our audit committee.

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

~~Audit~~*Filed ~~Committee Financial Expert~~herewith

Our Board of Directors does not currently have any member who qualifies as an audit committee financial expert. We believe that the cost related to retaining such a financial expert at this time is prohibitive. Further, because we are in the start-up stage of our business operations, we believe the services of an audit committee financial expert are not warranted at this time.21

18SIGNATURES

~~Involvement~~Pursuant into ~~Legal~~the ~~Proceedings~~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.

None of our Directors, nominee for Directors, or officers has appeared as a party during the past ten years in any legal proceedings that may bear on his ability or integrity to serve as a Director or officer of the Company.

	LOLLIPOP CORPORATION (Registrant)

Dated: March 24, 2015	By:	/s/ Yisrael Meir Fromer
	Name:	Yisrael Meir Fromer
	Title:	President, Chief Executive and Financial Officer (Principal Executive and Financial Officer) Treasurer and Director

~~Board~~Pursuant ~~Leadership~~to ~~Structure~~the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

The Company has chosen to combine the principal executive officer and Board chairman positions. The Company believes that this Board leadership structure is the most appropriate for the Company for the following reasons. First, the Company is a development stage company and at this early stage it is more efficient to have the leadership of the Board in the same hands as the principal executive officer of the Company. The challenges faced by the Company at this stage – obtaining financing and performing research and development activities – are most efficiently dealt with by having one person intimately familiar with both the operational aspects as well as the strategic aspects of the Company’s business. Second, Mr. Shalom is uniquely suited to fulfill both positions of responsibility because he possesses management experience, technical experience, and financial experience.

By:	/s/ Yisrael Meir Fromer	By:	/s/ Malka Dahan-Auslin
Name:	Yisrael Meir Fromer	Name:	Malka Dahan-Auslin
Title:	President, Chief Executive and Treasurer (Principal Executive and Financial Officer), and Director	Title:	Secretary and Director

Dated: March 24, 2015

~~Potential Conflict of Interest~~22

Since we do not have an audit or compensation committee comprised of independent Directors, the functions that would have been performed by such committees are performed by our Board of Directors. Thus, there is a potential conflict of interest in that our Directors have the authority to determine issues concerning management compensation, in essence their own, and audit issues that may affect management decisions. We are not aware of any other conflicts of interest with any of our executives or Directors.

Board’s Role in Risk Oversight

The Board assesses on an ongoing basis the risks faced by the Company. These risks include financial, technological, competitive, and operational risks. The Board dedicates time at each of its meetings to review and consider the relevant risks faced by the Company at that time. In addition, since the Company does not have an Audit Committee, the Board is also responsible for the assessment and oversight of the Company’s financial risk exposures.

ITEM 11. EXECUTIVE COMPENSATION

We have not paid, nor do we owe, any compensation to our executive officers for the year ending December 31, 2013. From inception through December 31, 2013, we have not paid any compensation to our officers.

As of December 31, 2013, we had no employment agreements with any of our executive officers or employees.

Option/SAR Grants

We do not currently have a stock option plan. No individual grants of stock options, whether or not in tandem with stock appreciation rights known as SARs or freestanding SARs have been made to any executive officer or any Director since our inception; accordingly, no stock options have been granted or exercised by any of the officers or Directors since we were founded.

Long-Term Incentive Plans and Awards

We do not have any long-term incentive plans that provide compensation intended to serve as incentive for performance. No individual grants or agreements regarding future payouts under non-stock price-based plans have been made to any executive officer or any Director or any employee or consultant since our inception; accordingly, no future payouts under non-stock price-based plans or agreements have been granted or entered into or exercised by any of the officers or Directors or employees or consultants since we were founded.

Compensation of Directors

There are no current arrangements pursuant to which Directors are or will be compensated in the future for any services provided as a Director.

Employment Contracts, Termination of Employment, Change-in-Control Arrangements

As of December 31, 2013, there were no employment or other contracts or arrangements with officers or Directors. There are no compensation plans or arrangements, including payments to be made by us, with respect to our officers, Directors or consultants that would result from the resignation, retirement or any other termination of such Directors, officers or consultants from us. There are no arrangements for Directors, officers, employees or consultants that would result from a change-in-control.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Beneficial Ownership of Holdings

The following table sets forth, as of February 19, 2014, certain information with respect to the beneficial ownership of our common stock by each stockholder known by us to be the beneficial owner of more than 5 percent of our common stock, as well as by each of our current Directors and executive officers as a group. Each person has sole voting and investment power with respect to the shares of common stock, except as otherwise indicated. Beneficial ownership consists of a direct interest in the shares of common stock, except as otherwise indicated.

The percentages below are calculated based on 1,032,428 shares of our common stock issued and outstanding as of February 19, 2014. We do not have any outstanding options, warrants or other securities exercisable for or convertible into shares of our common stock.

Title of Class	Name and Address of Beneficial Owner [1]	Amount and Nature of Beneficial Ownership		Percentage of Ownership Assuming all of the Shares are Sold
Common Stock	Yisrael Meir Fromer		675,000		65	%
Common Stock	Malka Dahan-Auslin		200,000		19	%
	All Officers and Directors as a Group (2 persons)		875,000		84	%

_______________

(¹)	Based on 1,032,428 shares of our common stock outstanding.
(²)	The address for both of our officers is 7 Kaufman Street Jerusalem Israel.

Changes in Control

We are unaware of any contract or other arrangement the operation of which may at a subsequent date result in a change of control of our Company.

Equity Compensation Plan Information

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

Except as disclosed below, since the beginning of the fiscal year preceding the last fiscal year none of the following persons has had any direct or indirect material interest in any transaction to which our Company was or is a party, or in any proposed transaction to which our Company proposes to be a party:

· any Director or officer of our Company;

· any proposed Director of officer of our Company;

· any person who beneficially owns, directly or indirectly, shares carrying more than 5 percent of the voting rights attached to our common stock; or

· any member of the immediate family of any of the foregoing persons (including a spouse, parents, children, siblings, and in-laws).

On December 7, 2011, we issued a total of 875,000 shares of common stock to Mr. Yisrael Meir Fromer and Ms. Malka Dahan-Auslin, our Officers and Directors, for total cash consideration of $14,000. The Company believes that this issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended, as a transaction by an issuer not involving any public offering. We believe this issuance was deemed to be exempt under Regulation S of the Securities Act. No advertising or general solicitation was employed in offering the securities. The offering and sale was made only to Mr. Yisrael Meir Fromer and Ms. Malka Dahan-Auslin, who are non-U.S. citizens, and transfer was restricted by us in accordance with the requirements of the Securities Act of 1933.

Our officers and Directors may be considered promoters of the Registrant due to their participation in and management of the business since its incorporation.

Director Independence

We are not subject to listing requirements of any national securities exchange or national securities association and, as a result, we are not at this time required to have our board comprised of a majority of “independent Directors.” We do not believe that either of our directors currently meets the definition of “independent” as promulgated by the rules and regulations of NASDAQ.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

Audit Fees

The aggregate fees billed since incorporation for professional services rendered by the principal accountant for the audit of our financial statements and review of financial statements included in our quarterly Reports on Form 10-Q and services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:

	December 31, 2013(1)
Audit Fees	$	4,500
Audit Related Fees	$	4,500
Tax Fees		500
All Other Fees	$	1,500

Notes:

(1) For the year ended December 31, 2013, principal accountants of the Company were Dov Weinstein & Co. C.P.A. (Isr).

Since incorporation and as of the fiscal year ended December 31, 2013, there were no fees billed for assurance and related services by the principal accountant that are reasonably related to the performance of the audit or review of our financial statements and are not reported under Item 9(e)(1) of Schedule 14A, for professional services rendered by the principal account for tax compliance, tax advice, and tax planning, for products and services provided by the principal accountant, other than the services reported in Item 9(e)(1) through 9(d)(3) of Schedule 14A.

Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors

Given the small size of our Board as well as the limited activities of our Company, our Board of Directors acts as our Audit Committee. Our Board pre-approves all audit and permissible non-audit services. These services may include audit services, audit-related services, tax services, and other services. Our Board approves these services on a case-by-case basis.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a) Financial Statements and financial statement schedules

(1) and (2) The financial statements and financial statement schedules required to be filed as part of this report are set forth in Item 8 of Part II of this report.

(3) Exhibits. See Item 15(b) below.

(b) Exhibits required by Item 601 of Regulation S-K

Exhibit No.		Description
3.1		Certificate of Incorporation (incorporated by reference from our Registration Statement on Form S-1).
3.2		Bylaws (incorporated by reference from our Registration Statement on Form S-1).
31*		Section 302 Certification of the Sarbanes-Oxley Act of 2002 of Yisrael Meir Fromer
32*		Section 302 Certification of the Sarbanes-Oxley Act of 2002 of Yisrael Meir Fromer

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

* Filed herewith

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

SIGNATURES

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.

LOLLIPOP CORPORATION (Registrant)
By:	/s/ Yisrael Meir Fromer
Name:	Yisrael Meir Fromer
Title:	President, Chief Executive and Financial Officer (Principal Executive and Financial Officer), Treasurer and Director
Dated: February 19, 2014

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

By:	/s/ Yisrael Meir Fromer	By:	/s/ Malka Dahan-Auslin
Name:	Yisrael Meir Fromer	Name:	Malka Dahan-Auslin
Title:	President, Chief Executive and Treasurer (Principal Executive and Financial Officer), and Director	Title:	Secretary and Director
Dated: February 19, 2014

Plan category

Number of securities to be issued upon exercise of outstanding options, warrants
and rights
(a)

Weighted-average exercise price of outstanding options, warrants
and rights
(b)

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
(c)

Equity compensation plans approved by security holders

Equity compensation plans not approved by security holders