UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

[ x] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, ~~2015~~2016

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

For the transition period from ___________ to ___________

Commission file number 333-197552

~~Caleminder Inc~~CALEMINDER INC. (Name of small business issuer in its charter)

(Name of small business issuer in its charter)

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

c/o Shira Halperin 5 BEIT MEIR BET MEIR ISRAEL		9086500
(Address of principal executive offices)		(Zip Code)

Delaware		47-0993705
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
c/oShiraHalperin 5 BEIT MEIR BET MEIR ISRAEL		9086500
(Address of principal executive offices)		(Zip Code)

972-73-743-7802

Fax – 972-77-470-2939

(Registrant’s telephone number, including area code)

Securities registered under Section 12(b) of the Exchange Act:

Title of each class:		Name of each exchange on which registered:
None		None

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

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 [x]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes [ ]o No [x ]

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 [o ] No [x ]

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

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K 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 [¨ ] Accelerated filer [¨ ] Non-accelerated filer [¨ ]Smaller reporting company x (Do not check if a smaller reporting company) ~~Smaller reporting company [x]~~

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

The Company’s common stock is currently not actively trading in the market and hence there is no market value of the Company's common stock .

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date March 31, 2017, 10,000,000 shares of common stock outstanding.

March 14 2016 , 10,000,000 shares of common stock outstanding .

FORM 10-K

FOR THE FISCAL YEAR ENDED DECEMBER 31, ~~2014~~2016

INDEX

		PAGE
	PART I
ITEM 1.	Business.	23
ITEM 1A.	Risk Factors.	23
ITEM 1B.	Unresolved Staff Comments.	23
ITEM 2.	Properties.	24
ITEM 3.	Legal Proceedings.	34
ITEM 4.	Mine Safety Disclosures.	34
	PART II
ITEM 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.	35
ITEM 6.	Selected Financial Data.	36
ITEM 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	46
ITEM 7A.	Quantitative and Qualitative Disclosures About Market Risk.	78
ITEM 8.	Financial Statements and Supplementary Data.	89
ITEM 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.	910
ITEM 9A.	Controls and Procedures.	910
ITEM 9B.	Other Information.	1011
	PART III
ITEM 10.	Directors, Executive Officers and Corporate Governance.	1012
ITEM 11.	Executive Compensation	1113
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	1214
ITEM 13.	Certain Relationships and Related Transactions, and Director Independence.	1215
ITEM 14.	Principal Accounting Fees and Services.	1316
	PART IV
ITEM 15.	Exhibits, Financial Statement Schedules	1417
	SIGNATURES	1518

STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Except for the historical information contained herein, some of the statements in this Report contain forward-looking statements that involve risks and uncertainties. These statements are found in the sections entitled "Business," "Management's Discussion and Analysis of Financial Condition and Results of Operations," and "Risk Factors." They include statements concerning: our business strategy; expectations of market and customer response; liquidity and capital expenditures; future sources of revenues; expansion of our product lines; addition of new product lines; and trends in industry activity generally. In some cases, you can identify forward-looking statements by words such as "may," "will," "should," "expect," "plan," "could," "anticipate," "intend," "believe," "estimate," "predict," "potential," "goal," or "continue" or similar terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including, but not limited to, the risks outlined under "Risk Factors," that 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 such forward-looking statements. For example, assumptions that could cause actual results to vary materially from future results include, but are not limited to: our ability to successfully develop and market our products to customers; our ability to generate customer demand for our products in our target markets; the development of our target markets and market opportunities; our ability to produce and deliver suitable products at competitive cost; market pricing for our products and for competing products; the extent of increasing competition; technological developments in our target markets and the development of alternate, competing technologies in them; and sales of shares by existing shareholders. 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. Unless we are required to do so under U.S. federal securities laws or other applicable laws, we do not intend to update or revise any forward-looking statements.

PART I

Item 1. Business.

We were incorporated in the State of Delaware on May 28, 2014 and are a development stage company. Our company ~~has~~is ~~developed~~developing an online service www.caleminder.net that provides a calendar- based greeting and reminder service to assist subscribers in remembering important life events such as birthdays, anniversaries, etc.

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

Employees

Currently we do not have any full-time employees and we rely exclusively on the expertise of our sole executive officer. Our management expects to use consultants, attorneys and accountants as necessary.

Item 1A. Risk Factors.

Smaller reporting companies are not required to provide the information required by this item.

Item 1B. Unresolved Staff Comments.

None.

~~Item 2. Properties.~~3 Table of Contents

~~Our~~Item ~~principal~~2. ~~executive office is located at5 BEIT MEIR BET MEIR ISRAEL~~Properties.

2Our principal executive office is located at C/O Shira Halperin 5 Beit Meir, Beit Meir Israel

Item 3. Legal Proceedings.

We are not a party to or otherwise involved in any pending legal proceedings.

Item 4. Mine Safety Disclosures.

Not applicable.

~~PART II~~4 Table of Contents

~~Item~~PART ~~5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.~~II

~~Holders of~~The ~~Capital~~Company's ~~Stock~~shares are currently quoted on the OTC Pink. To date, no trades have been reported.

~~As of~~Holders ~~the date~~ of ~~this~~Capital ~~registration statement, we had 36 holders of our common stock.~~Stock

~~Rule 144~~As ~~Shares~~of the date of this Annual Report, we had 35 holders of our common stock.

As of the date of this registration statement, we do not have any shares of our common stock that are currently available for sale to the public in accordance with the volume and trading limitations of Rule 144. Shares

~~Stock Option~~As ~~Grants~~of the date of this Annual Report, we do not have any shares of our common stock that are currently available for sale to the public in accordance with the volume and trading limitations of Rule 144.

~~We do~~Stock ~~not~~Option ~~have a stock option plan in place and have not granted any stock options at this time.~~Grants

~~Recent Sales~~We ofdo ~~Unregistered~~not ~~Securities~~have a stock option plan in place and have not granted any stock options at this time.

~~None.~~Recent Sales of Unregistered Securities

~~Dividends~~None.

No dividends were declared on our common stock in the year ended December 31, 2015, and it is anticipated that cash dividends will not be declared on our common stock in the foreseeable future. Our dividend policy is subject to the discretion of our board of directors and depends upon a number of factors, including operating results, financial condition and general business conditions. Holders of common stock are entitled to receive dividends as, if and when declared by our board of directors out of funds legally available therefor. We may pay cash dividends if net income available to stockholders fully funds the proposed dividends, and the expected rate of earnings retention is consistent with capital needs, asset quality and overall financial condition.Dividends

~~Securities~~ No ~~Authorized~~dividends ~~for~~were ~~Issuance~~declared ~~under~~on ~~Equity~~our ~~Compensation~~common ~~Plan~~stock in the year ended December 31, 2016, and it is anticipated that cash dividends will not be declared on our common stock in the foreseeable future. Our dividend policy is subject to the discretion of our board of directors and depends upon a number of factors, including operating results, financial condition and general business conditions. Holders of common stock are entitled to receive dividends as, if and when declared by our board of directors out of funds legally available therefor. We may pay cash dividends if net income available to stockholders fully funds the proposed dividends, and the expected rate of earnings retention is consistent with capital needs, asset quality and overall financial condition.

~~None.~~Securities Authorized for Issuance under Equity Compensation Plan

~~Item 6~~None. ~~Selected Financial Data.~~

~~Smaller~~ 5 Table ~~reporting~~of ~~companies are not required to provide the information required by this item.~~Contents

3Item 6. Selected Financial Data.

~~Item 7. Management’s~~Smaller ~~Discussion~~reporting ~~and~~companies ~~Analysis~~are ofnot ~~Financial~~required ~~Conditions~~to ~~and~~provide ~~Results~~the Ofinformation ~~Operations~~required by this item.

~~The following~~Item ~~plan of operation provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition~~7. ~~The~~Management’s ~~discussion~~Discussion ~~should be read along with our financial statements~~ and ~~notes~~Analysis ~~thereto. This section includes a number~~ of ~~forward-looking~~Financial ~~statements~~Conditions ~~that reflect our current views with respect to future events~~ and ~~financial~~ ~~performance.~~Results ~~Forward-looking~~Of ~~statements are often identified by words like believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events~~Operations. You should not place undue certainty on these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our predictions.

~~Plan~~ The following plan of ~~Operations~~operation provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our financial statements and notes thereto. This section includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our predictions.

~~We were~~Plan ~~incorporated in the State~~ of Delaware on May 28, 2014 and are a development stage company. Our company has developed a business plan for an online service www.caleminder.net that provides a calendar-based greeting and reminder service to assist subscribers in remembering important life events such as birthdays, anniversaries, etc.Operations

~~Users register~~We ~~with~~were ~~the~~incorporated ~~system~~in ~~and~~the ~~enter~~State ~~these~~of ~~important~~Delaware ~~dates~~on asMay ~~well~~28, as2014 ~~configure~~and are a ~~variety~~development ofstage ~~settings,~~company. ~~including~~Our ~~when~~company ~~they~~has ~~want to~~developed bea ~~notified,~~business plan for ~~example~~an ~~one~~online ~~month~~service ~~prior,~~www.caleminder.net ~~two~~that ~~weeks~~provides ~~prior,~~a ~~one~~calendar-based ~~week~~greeting ~~prior,~~and ~~etc.~~reminder ~~Currently~~service ~~the~~to ~~application~~assist issubscribers ~~web~~in ~~based~~remembering ~~and not~~important ~~for~~life aevents ~~mobile~~such ~~download~~as ~~application~~birthdays, anniversaries, etc.

~~We plan~~Users towill ~~continue~~register towith ~~monetize~~ the ~~site~~system ~~through several means, including advertisements; possibly local, national, global~~ and ~~corporate sponsors,~~enter ~~and~~these ~~more.~~important ~~While~~dates ~~the~~as ~~base~~well ~~service~~as isconfigure bea ~~free~~variety toof ~~end-users~~settings, weincluding ~~believe~~when ~~that~~they wewant ~~may~~to be ~~able to earn additional revenue by developing an additional level of end user~~notified, ~~who will subscribe to our~~ for~~-pay~~ ~~services.~~example ~~These~~one ~~will~~month ~~include~~prior, ~~not~~two ~~only~~weeks ~~the reminder messages that are free~~prior, ~~but~~one ~~the~~week ~~ability to configure automatic emails that will be sent on the day of the event – birthday~~prior, ~~anniversary,~~ etc. toCurrently ~~another person. We believe~~ we ~~can~~are ~~create~~developing ~~an interface that will enable~~ the ~~end-user~~web tobased ~~customize many factors within the notification~~application. ~~We may offer the for-pay users the opportunity to upload a video or tape an audio message that will be attached to the email or included in a link.~~

~~The Company~~We isplan ~~also~~to ~~seeking~~monetize the site through several means, including advertisements; possibly local, national, global and corporate sponsors, and more. While the base service will be free to ~~generate~~end-users, we believe that we may be able to earn additional revenue ~~from~~by ~~third~~developing ~~party~~an ~~advertising~~additional ~~banners~~level of end user, who will subscribe to our for-pay services. These will include not only the reminder messages that are free, but the ability to configure automatic emails that will be sent on ~~its~~the ~~website~~day of the event – birthday, anniversary, etc. to another person. We believe we can create an interface that will enable the end-user to customize many factors within the notification. We may offer the for-pay users the opportunity to upload a video or tape an audio message that will be attached to the email or included in a link.

~~Limited Operating~~The ~~History~~Company will seek to generate revenue from third party advertising banners on its website.

~~We have~~However, ~~generated~~management nocannot ~~independent~~provide ~~financial~~any ~~history~~assurances ~~and have not previously demonstrated~~ that weour company will be ~~able~~successful ~~to expand our business. Our business is subject to risks inherent~~ in ~~growing~~accomplishing anany ~~enterprise, including limited capital resources and possible rejection~~ of ~~our~~its ~~business model and/or sales methods~~plans.

~~Results of~~Limited ~~Operations~~Operating History

~~For the~~We ~~fiscal~~have ~~year~~generated ~~ended~~no ~~December~~independent 31financial history and have not previously demonstrated that we will be able to expand our business. Our business is subject to risks inherent in growing an enterprise, ~~2015~~including limited capital resources and ~~2014~~possible rejection of our business model and/or sales methods.

~~Revenue~~6 Table of Contents

~~For the~~Results ~~fiscal~~of ~~years ended December 31, 2015 and 2014 we did not generate any revenues .~~Operations

~~Expenses~~For the fiscal year ended December 31, 2016 and 2015

Expenses for the fiscal year ended December 31, 2015 totaled $46,857 as compared to $19,386 in 2014. The majority of the expenses incurred during the period December 31 2014 consisted of corporate filings, professional fees and start-up costs and consulting fees and the increase in 2015 was attributable to additional costs incurred for web development and filing fees for the OTCQB listing and general corporate expenses such as auditing and legal for SEC filing adherence .Revenue

~~Net Loss~~For the fiscal years ended December 31, 2016 and 2015 we did not generate any revenues.

~~As a result of the factors described above, our net loss for the fiscal year ended December 31, 2015 was $46,857 as opposed to $19,386 in 2014.~~Expenses

4Expenses for the fiscal year ended December 31, 2016 totaled $24,215 as compared to $46,857 in 2015. The majority of the expenses incurred during the year ended December 31, 2015, consisted of corporate filings, professional fees and consulting fees and the decrease in 2016 was mainly attributable to reduced costs incurred for consulting.

~~Liquidity~~Net ~~and Capital Resources~~Loss

~~Our cash~~As ~~balance~~a asresult of ~~December~~the ~~31,~~factors ~~2015~~described ~~was~~above, ~~$270.~~our ~~Cash~~net ~~and~~loss ~~cash~~for ~~equivalents from inception to date have been sufficient to provide~~ the ~~operating~~fiscal ~~capital~~year ~~necessary~~ended toDecember ~~operate~~31, to2016 ~~date.~~was In$24,215 ~~2015~~as ~~the~~opposed ~~Company raised gross proceeds pursuant~~ to ~~the effective S1 registration statement in the amount of~~ $5046,~~000~~857 ~~and~~in ~~issued 2,500,000 registered shares~~2015.

~~Going Concern~~Liquidity and Capital Resources

~~Our company’s~~On ~~financial~~December ~~statements~~31, ~~are~~2016, ~~prepared~~we inhad ~~accordance~~total ~~with~~current ~~generally~~assets ~~accepted~~of ~~accounting~~$4,299 ~~principles~~which ~~applicable~~consisted toof ~~a going~~$4,299 ~~concern.~~in ~~This~~cash ~~contemplates~~and ~~the~~cash ~~realization~~equivalents ~~of assets~~ and ~~the~~total ~~liquidation~~current of liabilities ~~in the normal course~~ of ~~business. Our~~$50,007 ~~company~~which ~~does~~consisted ~~not have a source~~ of ~~revenue~~$31,064 ~~sufficient~~in toloans ~~cover~~from ~~its~~related ~~operation~~party ~~costs~~and ~~giving~~$18,943 ~~substantial~~in ~~doubt~~accounts ~~for it to continue as a going concern~~payable. ~~Our~~On ~~company~~December ~~will~~31, be2015, ~~dependent~~we ~~upon~~had ~~the~~total ~~raising~~current assets of ~~additional~~$270 ~~capital~~which ~~through~~consisted ~~placement~~ of ~~our~~$270 ~~common stock~~ in ~~order~~cash toand ~~implement~~cash ~~its~~equivalents ~~business~~total ~~plan,~~current orliabilities ~~merge~~of ~~with~~$21,763 anwhich ~~operating~~consisted ~~company.~~of ~~There~~$11,664 ~~can~~in beloans nofrom ~~assurance~~related ~~that~~party ~~our~~and ~~company~~$10,099 ~~will be successful~~ in ~~either~~accounts ~~situation in order to continue as a going concern~~payable.

~~Our officers~~Historically, ~~and~~we ~~directors~~ have ~~committed~~financed toour ~~advancing~~cash ~~certain~~flow ~~operating~~and ~~costs~~operations from the sale of ~~our~~common ~~company~~stock and loans from related party. Net cash provided by financing activities for the year ended December 31, ~~including~~2016 ~~legal~~was $19,400 ~~audit~~which was proceeds from related party loans. Net cash provided by financing activities for the year ended December 31, ~~transfer~~2015 ~~agency and~~was ~~edgarizing~~$36,534, ~~costs~~which consisted of proceeds from sale of common stock $50,000 less repayment of related party loans $13,466.

~~In order~~We tohave ~~continue~~not asyet agenerated ~~going~~any ~~concern,~~revenue from our ~~company~~operations. We will ~~need~~require additional funds to fully implement our plans. These funds may be raised through equity financing, ~~among~~debt financing, or other ~~things~~sources, which may result in the dilution in the equity ownership of our shares. We currently do not have any arrangements for additional ~~capital~~financing ~~resources~~and we may not be able to obtain financing when required. ~~Management’s plan~~Our future is dependent upon our ability to obtain ~~such~~financing, ~~resources~~a ~~for~~successful ~~our~~development, ~~company~~marketing and promotion program and, further in the future, achieving a profitable level of operations. The issuance of additional equity securities by ~~obtaining~~us ~~capital~~could ~~from~~result ~~management~~in ~~and~~a significant ~~shareholders~~dilution ~~sufficient to~~in ~~meet~~the ~~its~~equity ~~minimal~~interests ~~operating~~of ~~expenses~~our ~~and~~current ~~seeking~~stockholders. ~~equity~~Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and~~/or~~ ~~debt~~future ~~financing~~cash commitments. ~~However~~We ~~management~~will ~~cannot~~require ~~provide~~additional ~~any~~funds ~~assurances that~~to maintain our ~~company~~reporting ~~will~~status bewith ~~successful~~the SEC and remain in ~~accomplishing~~good ~~any~~standing ofwith ~~its~~the ~~plans~~state of Delaware.

~~The ability~~7 ofTable ~~our company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources~~ of ~~financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if our company is unable to continue as a going concern.~~Contents

~~Critical~~Going ~~Accounting Policies and Estimates~~Concern

~~Basis~~ Our company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of ~~Accounting~~assets and the liquidation of liabilities in the normal course of business. Our company does not have a source of revenue sufficient to cover its operation costs giving substantial doubt for it to continue as a going concern. Our company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan, or merge with an operating company. There can be no assurance that our company will be successful in either situation in order to continue as a going concern.

~~The Company’s~~Our ~~financial~~officers ~~statements~~and ~~are~~directors ~~prepared~~have ~~using~~committed ~~the~~to ~~accrual~~advancing ~~method~~certain operating costs of ~~accounting.~~our ~~The~~company, ~~Company~~including ~~has~~legal, ~~elected~~audit, atransfer ~~December~~agency ~~31 fiscal~~and ~~year~~edgarizing ~~end~~costs.

~~Use~~ In order to continue as a going concern, our company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for our company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However, management cannot provide any assurances that our company will be successful in accomplishing any of ~~Estimates~~its plans.

The ~~preparation~~ ability of ~~financial~~our ~~statements~~company into ~~conformity~~continue ~~with~~as ~~accounting~~a ~~principles~~going ~~generally~~concern ~~accepted~~is independent ~~the~~upon ~~United~~its ~~States~~ability ~~of America requires management~~ to ~~make~~successfully ~~estimates~~accomplish ~~and~~the ~~assumptions~~plans ~~that~~described ~~affect~~in the ~~reported~~preceding ~~amounts~~paragraph ofand ~~assets~~eventually ~~and~~secure ~~liabilities~~other ~~and~~sources ~~disclosure~~ of ~~contingent~~financing ~~assets~~ and ~~liabilities~~attain atprofitable ~~the~~operations. ~~date~~The ofaccompanying ~~the~~ financial statements ~~and~~do ~~the~~not ~~reported~~include ~~amounts~~any ofadjustments ~~revenue~~that ~~and~~might ~~expenses during~~be ~~the~~necessary ~~reporting~~if ~~period.~~our ~~Actual~~company ~~results~~is ~~could~~unable ~~differ~~to ~~from~~continue ~~those~~as ~~estimates~~a going concern.

~~Cash and~~ Critical ~~Cash~~Accounting ~~Equivalents~~Policies and Estimates

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

5The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

~~Fair Value~~Recent ofAccounting ~~Financial Instruments~~Pronouncements

The Company ~~applies~~has ~~fair~~implemented ~~value accounting for~~ all ~~financial~~new ~~assets~~accounting ~~and~~pronouncements ~~liabilities~~that ~~and~~are ~~non-financial~~in ~~assets~~effect and ~~liabilities~~ that ~~are recognized~~may orimpact ~~disclosed~~its ~~at fair value in the~~ financial statements onand adoes ~~recurring~~not ~~basis.~~believe ~~The Company defines fair value as the price~~ that ~~would~~there be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are ~~required~~any toother benew ~~recorded at~~accounting ~~fair~~pronouncements ~~value,~~that ~~the~~have ~~Company~~been ~~considers~~issued ~~the~~that ~~principal~~might orhave ~~most~~a ~~advantageous~~material ~~market~~impact inon ~~which~~its ~~the~~financial ~~Company~~position ~~would transact and the market-based risk measurements~~ or ~~assumptions~~results that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of ~~input that is available and significant to the fair value measurement:~~operations.

~~Level 1~~ Off-Balance –Sheet ~~Quoted prices in active markets for identical assets or liabilities.~~Arrangements

~~Level 2~~We –have ~~Observable~~no ~~inputs~~off-balance ~~other~~sheet than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilitiesarrangements.

~~Level 3~~Contractual ~~– Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability.~~Obligations

~~As of~~We ~~December~~do ~~31,~~not ~~2015,~~have ~~the~~any ~~carrying~~contractual ~~value~~obligations ~~of loans that are required to be measured~~ at ~~fair~~this ~~value, approximated fair value due to the short-term nature and maturity of these instruments~~time.

~~Revenue recognition~~ Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

~~The Company~~Smaller ~~recognizes~~reporting ~~revenues~~companies inare ~~accordance~~not ~~with~~required ASC No. 605-10-S99, (SEC Staff Accounting Bulletin (“SAB”) No. 104, “Revenue Recognition”), when (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered to ~~the~~provide ~~customer, (iii)~~ the ~~fee~~information isrequired ~~fixed~~by orthis ~~determinable, and (iv) collectability is reasonably assured~~item.

~~Income Taxes~~8 Table of Contents

~~A deferred~~Item ~~tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards~~8. ~~Deferred~~Financial ~~tax~~Statements ~~expense (benefit) results from the net change during the year of deferred tax assets~~ and ~~liabilities. Deferred~~Supplementary ~~tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized~~Data. ~~Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.~~

~~When required,~~CALEMINDER the Company records a liability for unrecognized tax positions, defined as the aggregate tax effect of differences between positions taken on tax returns and the benefits recognized in the financial statementsINC. Tax positions are measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. No tax benefits are recognized for positions that do not meet this threshold. The Company has no uncertain tax positions that require the Company to record a liability. The federal income tax returns of the Company are subject to examination by the IRS, generally for three years after they are filed.

~~The Company~~INDEX ~~recognizes~~TO ~~penalties~~FINANCIAL and interest associated with tax matters as part of the income tax provision and includes accrued interest and penalties with the related tax liability in the balance sheet. The Company had no accrued penalties and interest as of December 31, 2015.STATEMENTS

6DECEMBER 31, 2016

Loss per Share

Report of Independent Registered Accounting Firm		F-1

Financial Statements-

Balance Sheets as of December 31, 2016 and 2015		F-2

Statements of Operations for the Years ended December 31, 2016 and 2015		F-3

Statements of Stockholders’ Deficit for the Years ended December 31, 2016 and 2015		F-4

Statements of Cash Flows for the Years ended December 31, 2016 and 2015		F-5

Notes to Financial Statements		F-6

The basic loss per share is calculated by dividing our net income available to common shareholders by the number of common shares during the year. The diluted earnings (loss) per share is calculated by dividing our net income loss available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity. The Company has not issued any potentially dilutive debt or equity securities.9

~~Recent Accounting~~REPORT ~~Pronouncements~~OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~The Company~~ To ~~has~~the ~~implemented~~Board ~~all~~of ~~new~~Directors ~~accounting pronouncements that are in effect~~ and ~~that~~Stockholders may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of ~~operations~~Caleminder Inc.

~~Off-Balance~~We ~~Sheet~~have ~~Arrangements~~audited the accompanying balance sheets of Caleminder Inc. as of December 31, 2016 and 2015, and the related statements of operations, stockholder’s deficit, and cash flows for the years ended December 31, 2016, and 2015. Caleminder Inc.’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits 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 ~~off-balance~~such ~~sheet~~opinion. ~~arrangements~~An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, 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 provide a reasonable basis for our opinion.

~~Contractual Obligations~~We were not engaged to examine management’s assertion about the effectiveness of Caleminder Inc.’s internal control over financial reporting as of December 31, 2016 and, accordingly, we do not express an opinion thereon.

~~We do~~In ~~not~~our ~~have~~opinion, ~~any~~the ~~contractual~~financial ~~obligations~~statements atreferred ~~this~~to ~~time~~above present fairly, in all material respects, the financial position of Caleminder Inc. as of December 31, 2016 and 2015, and the results of its operations and cash flows for the years ended December 31, 2016, and 2015, in conformity with accounting principles generally accepted in the United States of America.

~~Item 7A~~The accompanying financial statements have been prepared assuming the Company will continue as a going concern. ~~Quantitative~~ As discussed in Note 6 to the financial statements, the Company has incurred operating losses, has incurred negative cash flows from operations and ~~Qualitative~~has ~~Disclosures~~a ~~About~~working ~~Market~~capital ~~Risk~~deficit. 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 6 to the financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Smaller reporting~~D. ~~companies~~Brooks ~~are~~and ~~not~~Associates ~~required~~CPA’s, toP.AWest ~~provide~~Palm ~~the~~Beach, ~~information required by this item.~~FL

7March 31, 2017

~~Item 8~~D. ~~Financial~~ ~~Statements~~Brooks and ~~Supplementary~~Associates ~~Data~~CPA’s, P.A. 319 Clematis Street, Suite 318 West Palm Beach, FL 33401 – (561) 429-6225

~~CALEMINDER INC.~~F-1 Table of Contents

INDEX TO FINANCIAL STATEMENTS

CALEMINDER, INC.
Balance Sheets

	As of December 31,			As of December 31,
	2016			2015

ASSETS
Current Assets:
Cash	$	4,299		$	270
Total current assets		4,299			270

Total assets	$	4,299		$	270

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities:
Accounts payable	$	18,943		$	10,099
Loans payable to related party		31,064			11,664
Total current liabilities		50,007			21,763

Commitments and Contingencies

Stockholders' Deficit:
Common stock, 500,000,000 shares authorized, par value $0.0001,
10,000,000 shares issued and outstanding		1,000			1,000
Additional paid in capital		43,750			43,750
Accumulated deficit		(90,458	)		(66,243	)
Total stockholders' deficit		(45,708	)		(21,493	)

Total liabilities and stockholders' deficit	$	4,299		$	270

~~DECEMBER 31,~~The ~~2015~~accompanying notes are an integral part of these financial statements.

Report of Independent Registered Accounting Firm	F-1
Financial Statements-
Balance Sheet as of December 31, 2015 and 2014	F-2
Statements of Operations for the Year ended December 31, 2015 and the Period
from Inception, May 28, 2014, through December 31, 2014	F-3
Statement of Stockholders’ Deficit for the
Period from Inception, May 28, 2014, through December 31, 2015.	F-4
Statements of Cash Flows for the Year ended December 31, 2015 and the Period
from Inception, May 28, 2014, through December 31, 2014.	F-5
Notes to Financial Statements	F-6

F-2

Table of Contents

8CALEMINDER, INC. Statements of Operations

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

	Year Ended			Year Ended
	December 31,			December 31,
	2016			2015

Revenue	$	-		$	-

General and Administrative Expenses		24,215			46,857
Operating loss		(24,215	)		(46,857	)

Loss before income taxes		(24,215	)		(46,857	)

Provision for Income Taxes		-			-

Net loss	$	(24,215	)	$	(46,857	)

Basic and Diluted
Loss Per Common Share	$	(0.00	)	$	(0.00	)

Weighted Average Number of
Common Shares Outstanding		10,000,000			9,732,877

ToThe ~~the~~accompanying ~~Board~~notes ofare ~~Directors~~an ~~and~~integral ~~Stockholder~~part of ~~Caleminder Inc~~these financial statements.

WeF-3 ~~have~~Table ~~audited the accompanying balance sheets~~ of Caleminder Inc. as of December 31, 2015 and 2014, and the related statements of operations, stockholder’s deficit, and cash flows for the year ended December 31, 2015, and for the period from May 28, 2014 (Inception) through December 31, 2014. Caleminder Inc.’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.Contents

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The company is not required to haveCALEMINDER, ~~nor were we engaged to perform, an audit of its internal control over financial reporting~~INC. ~~Our~~Statement ~~audits included consideration~~ of ~~internal~~Stockholders' 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 also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, 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 provide a reasonable basis for our opinion.Deficit

We were not engaged to examine management’s assertion about the effectiveness of Caleminder Inc.’s internal control over financial reporting as of December 31, 2015 and, accordingly, we do not express an opinion thereon.

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

Balance - December 31, 2014		7,500,000	$	750	$	-	$	(19,386	)	$	(18,636	)

Shares issued for cash, $0.02 per share (less $6,000 offering cost)		2,500,000		250		43,750		-			44,000
Net loss for the year		-		-		-		(46,857	)		(46,857	)
Balance - December 31, 2015		10,000,000		1,000		43,750		(66,243	)		(21,493	)

Net loss for the year		-		-		-		(24,215	)		(24,215	)
Balance - December 31, 2016		10,000,000	$	1,000	$	43,750	$	(90,458	)	$	(45,708	)

InThe ~~our~~accompanying ~~opinion,~~notes ~~the~~are ~~financial~~an ~~statements~~integral ~~referred to~~part ~~above~~of ~~present~~these ~~fairly, in all material respects, the~~ financial ~~position of Caleminder Inc~~statements. as of December 31, 2015 and 2014, and the results of its operations and cash flows for the year ended December 31, 2015, and for the period from May 28, 2014 (Inception) through December 31, 2014, in conformity with accounting principles generally accepted in the United States of America.

~~The~~F-4 ~~accompanying~~Table financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 6 to the financial statements, the Company has incurred operating losses, has incurred negative cash flows from operations and has a working capital deficit. 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 6 to the financial statements. The financial statements do not include any adjustments that might result from the outcome of ~~this uncertainty.~~Contents

~~D. Brooks and Associates CPA’s~~CALEMINDER, PINC.A ~~West~~Statements ~~Palm~~of ~~Beach,~~Cash ~~FL March 5, 2016~~Flows

F-1

	Year Ended			Year Ended
	December 31,			December 31,
	2016			2015

OPERATING ACTIVITIES:
Net loss	$	(24,215	)	$	(46,857	)
Adjustments to reconcile net loss to net cash used in operating activities:
Decrease in prepaid expenses		-			3,249
Increase in accounts payable		8,844			3,802

Net cash used in operating activities		(15,371	)		(39,806	)

FINANCING ACTIVITIES:
Proceeds from issuance of common stock		-			50,000
Proceeds from stockholder loans		19,400			8,000
Repayment of loans from stockholder		-			(21,466	)

Net cash provided by financing activities		19,400			36,534

Net change in cash		4,029			(3,272	)

Cash, Beginning of year		270			3,542

Cash, End of year	$	4,299		$	270

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the year for:
Interest	$	-		$	-
Income taxes	$	-		$	-

CALEMINDER, INC.
Balance Sheets
	December 31,			December 31,
	2015			2014
ASSETS
Current Assets:
Cash	$	270		$	3,542
Deferred offering costs		—			6,000
Prepaid expenses		—			3,249
Total current assets		270			12,791
Total assets	$	270		$	12,791
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities:
Accounts payable	$	10,099		$	6,297
Loans payable to related party		11,664			25,130
Total current liabilities		21,763			31,427
Commitments and Contingencies
Stockholders' Deficit:
Common stock, 500,000,000 shares authorized, par value $0.0001,
10,000,000 and 7,500,000 shares issued and outstanding, respectively		1,000			750
Additional paid in capital		43,750			—
Accumulated deficit		(66,243	)		(19,386	)
Total stockholders' deficit		(21,493	)		(18,636	)
Total liabilities and stockholders' deficit	$	270		$	12,791
The accompanying notes are an integral part of these financial statements.

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

F-25 Table of Contents

CALEMINDER, INC.
Statements of Operations
	Year			May 28, 2014
	Ended			(Inception) to
	December 31,			December 31,
	2015			2014
Revenue	$	—		$	—
General and Administrative Expenses		46,857			19,386
Operating loss		(46,857	)		(19,386	)
Loss before income taxes		(46,857	)		(19,386	)
Provision for Income Taxes		—			—
Net loss	$	(46,857	)	$	(19,386	)
Basic and Diluted
Loss Per Common Share	$	(0.00	)	$	(0.00	)
Weighted Average Number of
Common Shares Outstanding		9,732,877			7,362,385
The accompanying notes are an integral part of these financial statements.

CALEMINDER INC.

~~F-3~~NOTES TO FINANCIAL STATEMENTS

CALEMINDER, INC.
Statement of Stockholder's Deficit
					Additional					Total
	Common Stock				Paid-in		Accumulated			Stockholder's
	Shares		Amount		Capital		Deficit			Deficit
Balances - May 28, 2014 (Inception )		—	$	—	$	—	$	—		$	—
Founder's shares issued for cash, $0.0001 per share		7,500,000		750		—		—			750
Net loss for the period		—		—		—		(19,386	)		(19,386	)
Balance - December 31, 2014		7,500,000	$	750	$	—	$	(19,386	)	$	(18,636	)
Shares issued for cash, $0.02 per share (less $6,000 offering cost)		2,500,000		250		43,750		—			44,000
Net loss for the year		—		—		—		(46,857	)		(46,857	)
Balance - December 31, 2015		10,000,000	$	1,000	$	43,750	$	(66,243	)	$	(21,493	)
The accompanying notes are an integral part of these financial statements.

December 31, 2016

~~F-4~~NOTE 1. GENERAL ORGANIZATION AND BUSINESS

CALEMINDER, INC.
Statements of Cashflows
	Year			May 28, 2014
	Ended			(Inception) to
	December 31,			December 31,
	2015			2014
OPERATING ACTIVITIES:
Net loss	$	(46,857	)	$	(19,386	)
Adjustments to reconcile net loss to net cash used in
operating activities:
Decrease (increase) in prepaid expenses		3,249			(3,249	)
Increase in accounts payable		3,802			6,297
Net cash used in operating activities		(39,806	)		(16,338	)
FINANCING ACTIVITIES:
Proceeds from issuance of common stock		50,000			750
Offering costs		—			(6,000	)
Proceeds from loans from stockholder		8,000			42,130
Payment of loans from stockholder		(21,466	)		(17,000	)
Net cash provided by financing activities		36,534			19,880
Net change in cash		(3,272	)		3,542
Cash, Beginning of Period		3,542			—
Cash, End of Period	$	270		$	3,542
SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION
Cash paid during the period for:
Interest	$	—		$	—
Income taxes	$	—		$	—
The accompanying notes are an integral part of these financial statements.

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

~~F-5~~The Company’s principal operations plan includes an online reminder service. The Company plans to generate revenues through online advertising.

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

~~NOTES TO~~NOTE ~~FINANCIAL~~2. ~~STATEMENTS~~SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES

~~December 31,~~Basis ~~2015~~of Accounting

~~NOTE 1~~The Company’s financial statements are prepared using the accrual method of accounting. ~~GENERAL~~The ~~ORGANIZATION~~Company ~~AND~~has ~~BUSINESS~~elected a December 31 fiscal year end.

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

The ~~Company’s~~ ~~principal~~preparation ~~operations~~of ~~will~~financial ~~include~~statements anin ~~online~~conformity ~~gifts~~with ~~and~~accounting ~~greeting~~principles ~~business.~~generally ~~The~~accepted ~~Company~~in ~~expects~~the United States of America requires management to ~~generate~~make ~~revenues through~~estimates ~~online~~and ~~advertising.~~assumptions ~~The~~that ~~Company~~affect isthe inreported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the ~~process~~date of ~~building~~the ~~its~~financial ~~website~~statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

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

~~NOTE 2.~~The ~~SUMMARY~~Company OFconsiders ~~SIGNIFICANT~~all ~~ACCOUNTING~~highly ~~PRACTICES~~ liquid investments with maturity of three months or less when purchased to be cash equivalents.

~~Basis of~~Income ~~Accounting~~Taxes

~~The Company’s~~A deferred tax asset or liability is recorded for all temporary differences between financial ~~statements~~and ~~are~~tax ~~prepared~~reporting ~~using~~and net operating loss carry forwards. Deferred tax expense (benefit) results from the ~~accrual~~net ~~method~~change during the year of ~~accounting~~deferred tax assets and liabilities. ~~The~~Deferred ~~Company~~tax ~~has~~assets ~~elected~~are reduced by a ~~December~~valuation ~~31 fiscal~~allowance ~~year~~when, ~~end~~in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

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

The ~~preparation~~ ofCompany ~~financial~~recognizes ~~statements~~penalties inand ~~conformity~~interest associated with ~~accounting~~tax ~~principles~~matters ~~generally~~as ~~accepted~~part inof the ~~United~~income ~~States~~tax ofprovision ~~America requires~~and ~~management~~includes toaccrued ~~make~~interest ~~estimates~~ and ~~assumptions~~penalties ~~that~~with ~~affect~~ the ~~reported~~related ~~amounts~~tax ofliability ~~assets~~in ~~and~~the ~~liabilities~~balance ~~and~~sheet. ~~disclosure of~~The ~~contingent~~Company ~~assets~~had ~~and~~no ~~liabilities~~accrued atpenalties ~~the date of the financial statements~~ and ~~the~~interest ~~reported~~as ~~amounts~~ of ~~revenue~~December ~~and~~31, ~~expenses during~~2016 ~~the~~and ~~reporting period~~2015. ~~Actual results could differ from those estimates.~~

~~Cash and~~F-6 ~~Cash~~Table ~~Equivalents~~of Contents

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

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

~~The Company~~Recently ~~defers~~issued asaccounting other assets the direct incremental costs of raising capital until such time as the offering is completed. At the time of the completion of the offering, the costs are charged against the capital raised. Should the offering be terminated, deferred offering costs are charged to operations during the period in which the offering is terminated.pronouncements

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

~~A deferred~~NOTE ~~tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards~~3. ~~Deferred~~INCOME tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.TAXES

~~When required,~~The ~~the~~ Company ~~records~~uses athe liability ~~for~~method ~~unrecognized~~, where deferred tax ~~positions,~~assets ~~defined~~and asliabilities are determined based on the ~~aggregate~~expected future tax ~~effect~~consequences of temporary differences between ~~positions~~ ~~taken~~the oncarrying ~~tax~~amounts ~~returns~~of assets and ~~the~~liabilities ~~benefits~~for ~~recognized~~financial inand ~~the~~income ~~financial~~tax ~~statements~~reporting purposes. As ~~Tax~~of ~~positions~~December ~~are~~31, ~~measured~~2016 atand 2015, the ~~largest amount~~Company ofhas ~~benefit~~incurred ~~that~~net islosses ~~greater~~and, ~~than~~therefore, ~~fifty~~has ~~percent~~no ~~likely~~tax ofliability. ~~being~~The ~~realized~~net ~~upon~~deferred ~~ultimate~~tax ~~settlement.~~asset Nogenerated ~~tax~~by ~~benefits~~the ~~are~~loss ~~recognized for~~carry-forward ~~positions~~has ~~that~~been dofully ~~not~~reserved. ~~meet~~As ~~this~~of ~~threshold.~~December ~~The~~31, ~~Company~~2016 ~~has~~the nocumulative ~~uncertain~~net ~~tax~~operating ~~positions~~loss ~~that~~carry-forward ~~require~~is approximately $90,458 and will expire 20 years from the ~~Company~~date tothe ~~record~~loss ~~a liability~~was incurred.

~~F-6~~NOTE 4. STOCKHOLDERS’ DEFICIT

The Company recognizes penalties and interest associated with tax matters as part of the income tax provision and includes accrued interest and penalties with the related tax liability in the balance sheet. The Company had no accrued penalties and interest as of December 31, 2015.Authorized

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

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

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

~~The Company~~On ~~does~~February ~~not~~9, ~~believe~~2015, ~~that~~the ~~there~~Company ~~are~~issued ~~any~~2,500,000 ~~new~~shares ~~accounting~~of ~~pronouncements~~common ~~that~~stock ~~have~~for ~~been~~$50,000 ~~issued~~as ~~that~~per ~~might~~a ~~have~~Registration aStatement ~~material~~filed ~~impact on~~with ~~its~~the ~~financial~~SEC, ~~position~~at oran ~~results~~offering price of ~~operations~~$0.02 per share.

NOTE 3 5. ~~INCOME~~CONFLICTS ~~TAXES~~OF INTEREST

The ~~Company~~ ~~uses~~officers ~~the~~and ~~liability~~directors ~~method~~of ,the ~~where~~Company ~~deferred~~are ~~tax~~involved ~~assets~~in ~~and~~other ~~liabilities~~business ~~are~~activities ~~determined~~and ~~based~~may, onin the ~~expected~~ future, ~~tax consequences~~become ofinvolved ~~temporary~~in ~~differences~~other ~~between~~business ~~the~~opportunities. ~~carrying~~If ~~amounts~~a ofspecific ~~assets~~business ~~and~~opportunity ~~liabilities~~becomes ~~for~~available, ~~financial~~such ~~and~~persons ~~income~~may ~~tax~~face ~~reporting purposes. As~~a ofconflict ~~December~~in ~~31,~~selecting ~~2015~~between ~~and 2014,~~ the Company ~~has incurred net losses~~ and, ~~therefore,~~their ~~has~~other nobusiness ~~tax liability~~interests. The ~~net~~ ~~deferred~~Company ~~tax asset generated by the loss carry-forward~~ has ~~been~~not ~~fully~~formulated ~~reserved.~~a Aspolicy offor ~~December 31, 2015~~ the ~~cumulative~~resolution ~~net operating~~of ~~loss~~such ~~carry-forward is approximately $66,000 and will expire 20 years from the date the loss was incurred~~conflicts.

~~NOTE 4.~~F-7 ~~STOCKHOLDERS’~~Table ~~DEFICIT~~of Contents

~~Authorized~~NOTE 6. GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company iswill ~~authorized~~continue toas ~~issue~~a ~~500~~going concern. The Company has no revenues,~~000,000~~ ~~shares~~and an accumulated deficit of approximately $~~0.0001~~90,458 ~~par~~as ~~value~~of ~~common~~December ~~stock~~31, 2016. ~~All~~This ~~common~~condition ~~shares~~among ~~have~~others ~~equal~~raises ~~voting~~substantial ~~rights, are~~doubt ~~non-assessable~~about ~~and~~the ~~have~~Company’s ~~one~~ability ~~vote~~to ~~per~~continue ~~share.~~as ~~Voting~~a ~~rights~~going ~~are~~concern. ~~not~~The ~~cumulative~~Company’s ~~and,~~continuation ~~therefore,~~as ~~the~~a ~~holders~~going ofconcern ~~more~~is ~~than~~dependent ~~50% of~~on ~~the~~its ~~common~~ability ~~stock~~to ~~could~~meet its obligations, ifto ~~they~~obtain ~~choose~~additional financing as may be required and ultimately to attain profitability. The financial statements do ~~so,~~not ~~elect~~include ~~all~~any ofadjustments that might result from the ~~directors~~outcome of ~~the~~this ~~Company~~uncertainty.

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

~~On June~~NOTE ~~1, 2014, the Company issued~~ 7~~,500,000 common shares to its sole stockholder for cash consideration of $0~~.~~0001~~ ~~per~~RELATED ~~share. The~~PARTY ~~proceeds of $750 were received on June 27, 2014.~~TRANSACTIONS

~~The Company~~As ~~received~~of ~~$50~~December 31,~~000~~ ~~from~~2016 ~~subscriptions~~and ~~to issue 2~~2015,~~500,000~~ ~~shares~~loans offrom ~~common~~the ~~stock~~Company’s assole ~~per~~stockholder aamounted ~~Registration Statement filed with the SEC~~ to ~~register~~$31,064 and ~~sell 2~~$11,~~500~~664,~~000~~ ~~shares~~respectively, ofand ~~newly~~represent ~~issued~~working ~~common~~capital ~~stock~~advances. atThe anloans ~~offering~~are ~~price~~unsecured, ofnon-interest ~~$0.02~~bearing, ~~per~~and ~~share.~~due ~~The subscribed shares were issued~~ on ~~February 9, 2015~~demand.

~~NOTE 5.~~F-8 ~~CONFLICTS~~Table OFof ~~INTEREST~~Contents

~~The officers~~Item ~~and~~9. ~~directors~~Changes ~~of the Company are involved~~ in ~~other business activities~~ and ~~may,~~Disagreements inWith ~~the~~Accountants ~~future,~~on ~~become~~Accounting ~~involved in other business opportunities. If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company~~ and ~~their~~Financial ~~other business interests~~Disclosure. ~~The Company has not formulated a policy for the resolution of such conflicts.~~

~~F-7~~None.

~~NOTE 6~~Item 9A. ~~GOING~~Controls ~~CONCERN~~and Procedures.

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

~~Management is~~Pursuant ~~planning~~ to ~~raise~~Rule ~~funds~~13a-15(b) ~~through~~under ~~debt~~the orSecurities ~~equity~~Exchange ~~offerings~~Act of 1934, as amended (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s Chief Executive Officer (“CEO”) (the Company’s principal executive officer) and Chief Financial Officer (“CFO”) (the Company’s principal financial and accounting officer), of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. ~~There~~Based isupon nothat ~~guarantee~~evaluation, the Company’s CEO and CFO concluded that the Company’s ~~will~~disclosure controls and procedures are not effective to ensure that information required to be ~~successful~~disclosed by the Company in ~~these efforts~~the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

~~NOTE 7.~~ Management's ~~RELATED~~Annual ~~PARTY~~Report ~~TRANSACTIONS~~on Internal Control Over Financial Reporting.

~~On June~~ The 1,management ~~2014,~~of the Company ~~issued~~is 7responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Our internal control system was designed to,~~500~~ in general,~~000~~ ~~common~~provide ~~shares~~reasonable assurance to ~~its~~the ~~sole~~Company’s ~~stockholder~~management ~~for~~and ~~cash~~board ~~consideration~~regarding the preparation and fair presentation of ~~$0.0001~~published ~~per~~financial ~~share~~statements, but because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. ~~The~~ ~~proceeds~~Also, projections of ~~$750~~any ~~were~~evaluation ~~received~~of oneffectiveness ~~June~~to 27future periods are subject to the risk that controls may become inadequate because of changes in conditions, ~~2014~~or that the degree of compliance with the policies or procedures may deteriorate.

As Our management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, ~~2015~~2016. ~~and~~The ~~2014,~~framework ~~loans~~used ~~from~~by management in making that assessment was the ~~Company’s~~criteria ~~sole~~set ~~stockholder~~forth ~~amounted~~in tothe ~~$11,664~~document ~~and~~entitled ~~$25,130,~~“ ~~respectively~~Internal Control – Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that assessment, ~~and~~ ~~represent~~our ~~working~~management ~~capital~~has ~~advances~~determined ~~from~~that as of December 31, 2016, the Company’s ~~sole~~internal ~~officer.~~control ~~The~~over ~~loans~~financial ~~are~~reporting ~~unsecured,~~was ~~non-interest~~ineffective ~~bearing,~~for ~~and due~~the onpurposes ~~demand~~for which it is intended.

~~F-8~~ A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over our financial reporting as of December 31, 2016 the Company determined that the following items constituted a material weakness:

~~Item 9~~The Company does not currently have an active Chief Financial Officer to oversee the day to day transactions and operations, which ensures the timely and accurate identification and reporting of all necessary transactions. ~~Changes~~The inCompany does not have an independent audit committee that can review and ~~Disagreements~~approve ~~With~~significant ~~Accountants~~transactions and the reporting process and provide independent oversight of the Company. The Company is dependent on ~~Accounting~~related parties for funding and ~~Financial~~decision ~~Disclosure~~making, which is provided on a very limited basis, therefore accurate accounting, record retention and financial disclosures are not performed in a timely and efficient manner.

~~None~~This annual report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm as we are a smaller reporting company and not required to provide the report.

~~Item 9A. Controls~~10 ~~and~~Table ~~Procedures.~~of Contents

~~Evaluation of~~Changes ~~Disclosure~~in Internal Controls ~~and~~over ~~Procedures~~Financial Reporting

~~Pursuant to~~ No ~~Rule~~change ~~13a-15(b)~~in ~~under~~our ~~the~~system ~~Securities Exchange Act~~ of ~~1934,~~internal ascontrol ~~amended~~over (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s Chief Executive Officer (“CEO”) (the Company’s principal executive officer) and Chief Financial Officer (“CFO”) (the Company’s principal financial ~~and~~reporting ~~accounting~~occurred ~~officer),~~during of the ~~effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the~~ period covered by this report~~. Based upon that evaluation~~, ~~the~~ ~~Company’s CEO and CFO concluded~~ that ~~the~~has ~~Company’s~~materially ~~disclosure~~affected, ~~controls and procedures are not effective to ensure that information required to be disclosed by the Company in the reports that the Company files~~ or ~~submits under the Exchange Act,~~ is ~~recorded,~~reasonably ~~processed,~~likely ~~summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated~~ to ~~the~~materially ~~Company’s management~~affect, ~~including~~our ~~the~~internal ~~Company’s~~control ~~CEO~~over ~~and~~financial ~~CFO, as appropriate, to allow timely decisions regarding required disclosure~~reporting.

~~Management's~~Item ~~Annual~~9B. ~~Report~~Other ~~on Internal Control Over Financial Reporting~~Information.

~~The~~None ~~management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting for the Company~~. Our internal control system was designed to, in general, provide reasonable assurance to the Company’s management and board regarding the preparation and fair presentation of published financial statements, but because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

~~Our~~11 ~~management~~Table ~~assessed the effectiveness~~ of the Company’s internal control over financial reporting as of December 31, 2015. The framework used by management in making that assessment was the criteria set forth in the document entitled “ Internal Control – Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that assessment, our management has determined that as of December 31, 2015, the Company’s internal control over financial reporting was ineffective for the purposes for which it is intended.Contents

APART material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over our financial reporting as of Decmber 31, 2015 the Company determined that the following items constituted a material weakness:III

•Item The Company does not currently have an active Chief Financial Officer to oversee the day to day transactions and operations, which ensures the timely and accurate identification and reporting of all necessary transactions10. • The Company does not have an independent audit committee that can review and approve significant transactions and the reporting process and provide independent oversight of the Company. • The Company is dependent on related parties for funding and decision makingDirectors, ~~which~~Executive isOfficers ~~provided on a very limited basis, therefore accurate accounting, record retention~~ and ~~financial~~Corporate ~~disclosures are not performed in a timely and efficient manner..~~Governance

~~This annual~~The ~~report~~following ~~does~~table ~~not~~sets ~~include~~forth anthe ~~attestation~~names ~~report~~and ages of ~~the~~officers ~~Company’s~~and ~~registered~~director ~~public~~as ~~accounting~~of ~~firm~~December ~~regarding~~31, ~~internal control~~2016. ~~over~~Our ~~financial~~executive ~~reporting.~~officers ~~Management's~~are ~~report~~elected ~~was~~annually ~~not~~by ~~subject~~our toBoard ~~attestation~~of byDirectors. Our ~~the~~executive ~~Company's~~officers ~~registered~~hold ~~public~~their ~~accounting firm~~offices asuntil wethey resign, are aremoved ~~smaller~~by ~~reporting~~the ~~company~~Board, ~~and~~or ~~not~~his ~~required~~successor tois ~~provide~~elected ~~the~~and ~~report~~qualified.

Name	Age	Position

Shira Halperin	28	President, Director, Secretary, and Principal Accounting and Financial Officer

~~Changes in~~Our ~~Internal~~Director ~~Controls~~holds ~~over~~office ~~Financial~~until ~~Reporting~~the next annual meeting of our stockholders or until their successors are duly elected and qualified. According to our bylaws, if a director is elected by cumulative voting, a director may be removed only by the shareholders and then only when the votes cast against his removal would not be sufficient to elect him if voted cumulatively at an election at which the same total number of votes were cast and the entire board or the entire class of directors of which he is a member were then being elected.

NoSet ~~change~~forth inbelow ~~our~~is ~~system~~a ofsummary ~~internal~~description ~~control~~of ~~over financial reporting occurred during~~ the ~~period~~principal ~~covered~~occupation byand ~~this~~business ~~report,~~experience ~~that~~of ~~has materially~~each ~~affected,~~of orour isDirectors ~~reasonably~~and ~~likely~~executive toofficers ~~materially~~for ~~affect,~~at ~~our~~least ~~internal~~the ~~control~~last ~~over~~five ~~financial reporting~~years.

~~Item 9B~~Mrs. ~~Other~~Halperin ~~Information~~has served as our President, Secretary, Director and Internal accounting Officer since inception. From January 2007 thru 2010 Mrs. Halperin served as a part time consultant business adviser to the CEO of Tactile World Ltd., a technology development company, and a part time administrative assistant to a private real estate developer. From 2010 to present Mrs. Halperin volunteered at Ezer Mitzion, a nonprofit organization assisting for the sick and disabled. Mrs. Halperin other than the volunteer duties and the time devoted to the Caleminder is raising a family.

~~None~~ The Board believes that Mrs. Halperin should serve as a Director and Chief Executive Officer and Internal Accounting Officer due to her business and administrative experience, all of which enable her to provide oversight and direction of the Company, including overseeing its business operations and bringing the Company to its objective goals.

~~PART III~~12 Table of Contents

~~Item~~Term ~~10. Directors,~~of ~~Executive Officers and Corporate Governance~~Office

~~The following~~Our ~~table~~directors ~~sets~~are ~~forth~~appointed for a one-year term to hold office until the ~~names~~next ~~and~~annual ~~ages~~general meeting of ~~officers~~our ~~and~~shareholders ~~director~~or asuntil ofremoved ~~December~~from 31office ~~2015~~in accordance with our bylaws. Our ~~executive~~ officers are ~~elected annually~~appointed by our ~~Board~~board of ~~Directors. Our~~directors ~~executive~~and ~~officers~~ hold ~~their~~office ~~offices~~ until ~~they resign, are~~ removed by the ~~Board, or his successor is elected and qualified~~board.

Name		Age				Positions and Offices Held
Shira Halperin			27			President and Director ,and Secretary, and Principal Accounting and Financial Officer

Director Independence and Board Committees

~~Our Directors~~ We ~~hold~~do ~~office~~not ~~until~~have ~~the~~any ~~next~~independent ~~annual~~directors ~~meeting~~on of our ~~stockholders~~board orof ~~until~~directors. ~~their~~Our ~~successors are~~board ~~duly~~of ~~elected~~directors ~~and~~solely ~~qualified. According~~consists toof ~~our~~Shira ~~bylaws,~~Halperin ifour aChief ~~director~~Executive ~~is elected by cumulative voting~~Officer, ~~a director may be removed only by the shareholders~~ and ~~then~~ ~~only~~CFO. ~~when~~Our ~~the~~board ~~votes~~of ~~cast~~directors ~~against~~does ~~his removal would~~ not behave ~~sufficient~~any tocommittees. ~~elect~~However, ~~him~~ if, ~~voted cumulatively~~ at ansuch ~~election~~time ~~at which~~in the ~~same~~future, ~~total~~we ~~number~~appoint ofindependent ~~votes~~directors ~~were~~on ~~cast~~our ~~and~~board ~~the~~we ~~entire~~expect ~~board~~to orform the ~~entire~~appropriate ~~class~~board ~~of directors of which he is a member were then being elected~~committees.

~~Set forth~~We ~~below~~currently isdo not have a ~~summary~~standing ~~description~~audit, nominating or compensation committee. Our board of ~~the~~directors ~~principal~~handles ~~occupation~~functions ~~and~~that ~~business~~would ~~experience~~otherwise ofbe handled by each of ~~our~~the ~~Directors~~committees. ~~and~~We ~~executive officers~~believe that there is not a need for a nominating committee at ~~least~~this time because our board of directors consists of solely one director who is not independent and who is the ~~last~~only ~~five~~decision ~~years~~maker. At such point when we have independent board of directors we will need to establish a nomination committee.

~~Mrs Halperin~~Code has served as our President, Secretary, Director and Internal accounting Officer since inception. . From January 2007 thru 2010 Mrs Halperin served as a part time consultant business adviser to the CEO of Tactile World Ltd., a technology development company, and a part time administrative assistent to a private real estate developer. From 2010 to present Mrs. Halperin volunteered at Ezer Mitzion, a nonprofit organization assisting for the sick and disabled .Mrs Halperin other than the volunteer duties and the time devoted to the Caleminder is raising a family. Ethics

~~The Board~~We ~~believes~~have ~~that~~not ~~Mrs~~adopted ~~.Halperin should serve as~~ a ~~Director~~code ~~and~~of ~~Chief~~ethics ~~Executive~~that ~~Officer~~applies ~~and~~to ~~Internal~~our ~~Accounting~~principal ~~Officer~~executive ~~due~~officer ~~to her business~~ and ~~administrative~~principal ~~experience~~financial ,officer. ~~all~~We ofintend ~~which enable her~~ to ~~provide~~adopt ~~oversight~~a ~~and~~Code ~~direction~~ of ~~the~~Ethics ~~Company,~~as ~~including overseeing~~we ~~its~~develop ~~business~~our ~~operations and bringing the Company to its objective goals~~business.

~~Term~~ Compliance with Section 16(A) of ~~Office~~the Exchange Act.

~~Our directors~~Section ~~are~~16(a) ~~appointed~~of ~~for~~the aExchange ~~one-year~~Act ~~term~~requires tothe ~~hold~~Company’s ~~office~~officers ~~until~~and ~~the~~directors, ~~next~~and ~~annual~~persons ~~general~~who ~~meeting~~beneficially own more than 10% of ~~our~~a ~~shareholders~~registered orclass ~~until removed~~of ~~from~~the ~~office~~Company’s equity securities, to file reports of ownership and changes in ~~accordance~~ownership with ~~our~~the ~~bylaws.~~Securities ~~Our~~and ~~officers~~Exchange Commission and are ~~appointed~~required byto ~~our~~furnish ~~board~~copies ofto ~~directors~~the ~~and~~Company. ~~hold~~To ~~office~~the ~~until removed~~best byof the ~~board~~Company’s knowledge, any reports required to be filed were timely filed in fiscal year ended December 31, 2016.

~~Director Independence~~Item ~~and~~11. ~~Board~~Executive ~~Committees~~Compensation.

WeThe dofollowing ~~not~~summary ~~have~~compensation ~~any~~table ~~independent~~sets ~~directors~~forth onall ~~our~~compensation ~~board~~awarded ~~of directors. Our board of directors solely consists of Shira Halperin our Chief Executive Officer~~to, ~~and~~earned ~~CFO. Our board of directors does not have any committees. However~~by, ~~if,~~or atpaid ~~such~~to ~~time in~~ the ~~future, we~~named ~~appoint~~executive ~~independent~~officers ~~directors~~paid onby ~~our~~us ~~board~~during wethe ~~expect~~fiscal toyear ~~form~~ended ~~the~~December ~~appropriate~~31, ~~board committees~~2016.:

10SUMMARY COMPENSATION TABLE

We currently do not have a standing audit, nominating or compensation committee. Our board of directors handles functions that would otherwise be handled by each of the committees. We believe that there is not a need for a nominating committee at this time because our board of directors consists of solely one director who is not independent and who is the only decision maker. At such point when we have independent board of directors we will need to establish a nomination committee.

Name and Principal Position	Year	Salary		Bonus		Option Awards		All Other Compensation		Total Compensation

Shira Halperin	2016	$	0	$	0	$	0	$	0	$	0
President, and Director	2015	$	0	$	0	$	0	$	0	$	0

~~Code~~ 13 Table of ~~Ethics~~Contents

~~We have~~Option ~~not~~Grants ~~adopted a code of ethics that applies to our principal executive officer and principal financial officer. We intend to adopt a Code of Ethics as we develop our business.~~Table

~~Compliance with~~There ~~Section~~were ~~16(A)~~no individual grants of stock options to purchase our common stock made to the ~~Exchange~~executive ~~Act~~officers named in the Summary Compensation Table for the fiscal year ended December 31, 2016.

~~Section 16(a)~~Aggregated ofOption ~~the~~Exercises ~~Exchange Act requires the Company’s officers~~ and ~~directors,~~Fiscal ~~and~~Year-End ~~persons~~Option ~~who~~Value ~~beneficially~~Table own more than 10% of a registered class of the Company’s equity securities, to file reports of ownership and changes in ownership with the Securities and Exchange Commission and are required to furnish copies to the Company. To the best of the Company’s knowledge, any reports required to be filed were timely filed in fiscal year ended December 31, 2015.

~~Item 11. Executive~~There were no stock options exercised during the fiscal year ended December 31, 2016 by the executive officers named in the Summary Compensation Table.

~~The following~~Long-Term ~~summary~~Incentive ~~compensation~~Plan ~~table~~(“LTIP”) ~~sets~~Awards ~~forth all compensation awarded to, earned by, or paid to the named executive officers paid by us during the fiscal year ended December 31, 2015.:~~Table

~~SUMMARY COMPENSATION~~There ~~TABLE~~were no awards made to a named executive officer in the last completed fiscal year under any LTIP.

Name and Principal Position		Salary ($)				Bonus ($)				Stock Awards ($)				Option Awards ($)				Non- Equity Incentive Plan Compensation ($)		Non- Qualified Deferred Compensation Earnings ($)				All Other Compensation ($)		Totals ($)
Shira Halperin		$	0				0				0				0			0			0			0		$	0

Compensation of Directors

~~Option Grants~~Directors ~~Table~~are permitted to receive fixed fees and other compensation for their services as directors. The Board of Directors has the authority to fix the compensation of directors. No amounts have been paid to, or accrued to, directors in such capacity.

~~There were~~Employment ~~no individual grants of stock options to purchase our common stock made to the executive officers named in the Summary Compensation Table for the fiscal year ended December 31, 2015.~~Agreements

~~Aggregated Option~~Currently, ~~Exercises~~we ~~and~~do ~~Fiscal~~not ~~Year-End~~have ~~Option~~any ~~Value~~employment ~~Table~~agreements in place with our officers and directors.

~~There were~~Item no12. ~~stock~~Security ~~options~~Ownership ~~exercised~~of ~~during~~Certain ~~the~~Beneficial ~~fiscal~~Owners ~~year~~and ~~ended~~Management ~~December~~and ~~31,~~Related ~~2015~~Stockholder ~~by the executive officers named in the Summary Compensation Table~~Matters.

~~Long-Term Incentive~~ The ~~Plan~~following ~~(“LTIP”)~~table ~~Awards~~provides ~~Table~~the names and addresses of each person known to us to own more than 5% of our outstanding shares of common stock as of December 31, 2016, and by the officers and directors, individually and as a group. Except as otherwise indicated, all shares are owned directly and the shareholders listed possesses sole voting and investment power with respect to the shares shown.

There were no awards made to a named executive officer in the last completed fiscal year under any LTIP.

Title of Class	Name of Beneficial Owner	Amount and Nature of Beneficial Ownership		Percentage of Class

Common Stock	Shira Halperin, President and Director		7,500,000		75	%

All officers and directors as a group			7,500,000		75	%

____________

~~Compensation~~ (1) Beneficial ownership is determined in accordance with the rules of ~~Directors~~the Securities and Exchange Commission (the "SEC") and generally includes voting or investment power with respect to securities. In accordance with SEC rules, Shares of common stock issuable upon the exercise of options or warrants which are currently exercisable or which become exercisable within 60 days following the date of the information in this table are deemed to be beneficially owned by, and outstanding with respect to, the holder of such option or warrant. Except as indicated by footnote, and subject to community property laws where applicable, to our knowledge, each person listed is believed to have sole voting and investment power with respect to all Shares of common stock owned by such person.

~~Directors are~~14 ~~permitted~~Table ~~to receive fixed fees and other compensation for their services as directors. The Board~~ of ~~Directors has the authority to fix the compensation of directors. No amounts have been paid to, or accrued to, directors in such capacity.~~Contents

11Potential Change in Control

~~Employment Agreements~~In February 2017, Shira Halperin, who holds of 75% of the outstanding shares of the Company’s common stock, and the representative of other shareholders holding an additional 24.95% shares of the Company’s common stock, entered into letters of intent with a third party to transfer 99.95% of our outstanding shares of common stock to such third party. Closing of the transactions contemplated by the letter of intent, which is anticipated to occur in April 2017, would result in a change of control of the Company.

~~Item 12. Security~~As ~~Ownership~~ of ~~Certain~~December ~~Beneficial~~31, ~~Owners~~2016, ~~and~~the ~~Management~~Company owed $31,064 to Director, officer, and ~~Related~~principal ~~Stockholder~~stockholder ~~Matters~~of the Company for working capital loans.

~~The~~On ~~following~~June ~~table provides the names and addresses of each person known to us to own more than 5% of our outstanding shares of common stock as of December 31~~1, ~~2015~~2014, ~~and by~~ the ~~officers~~Company ~~and~~issued ~~directors~~7, ~~individually and as a group. Except as otherwise indicated~~500, ~~all~~000 shares ~~are~~of ~~owned~~its ~~directly~~common ~~and~~stock ~~the~~to ~~shareholders~~its ~~listed possesses~~ sole ~~voting~~Director and ~~investment~~officer ~~power~~for ~~with respect to the shares shown~~$750.

Name and Address of Beneficial Owner	Number of Shares of Common Stock Beneficially Owned or Right to Direct Vote (1)		Percent of Common Stock Beneficially Owned or Right to Direct Vote (1)
Shira Halperin		7,500,000		100	%
All stockholders, and / or Directors and / or executive officers as a group (One persons)		7,500,000		100	%

Director Independence

~~(1) Beneficial~~We ~~ownership~~do isnot ~~determined~~have inany ~~accordance~~independent ~~with~~directors. ~~the~~Because ~~rules~~our ofcommon ~~the~~stock ~~Securities~~is ~~and~~not ~~Exchange~~currently ~~Commission~~listed ~~(the~~on ~~"SEC") and~~a ~~generally~~national ~~includes~~securities ~~voting~~exchange, orwe ~~investment~~have ~~power~~used ~~with~~the ~~respect~~definition toof ~~securities.~~“independence” Inof ~~accordance~~The ~~with~~NASDAQ ~~SEC~~Stock ~~rules,~~Market ~~Shares~~to ofmake ~~common~~this ~~stock issuable~~determination. ~~upon~~NASDAQ ~~the~~Listing ~~exercise~~Rule of5605(a)(2) ~~options~~provides orthat ~~warrants~~an ~~which~~“independent ~~are~~director” ~~currently~~is ~~exercisable~~a orperson ~~which~~other ~~become~~than ~~exercisable~~an ~~within~~officer 60or ~~days~~employee ~~following the date~~ of the ~~information~~company inor ~~this~~any ~~table~~other ~~are~~individual ~~deemed~~having toa berelationship ~~beneficially owned by~~which, ~~and~~in ~~outstanding~~the ~~with~~opinion ~~respect~~of ~~to,~~ the ~~holder of~~Company’s ~~such~~Board ~~option~~of ~~or warrant. Except as indicated by footnote~~Directors, ~~and~~would ~~subject~~interfere towith ~~community~~the ~~property~~exercise ~~laws~~of ~~where~~independent ~~applicable,~~judgment toin ~~our~~carrying ~~knowledge, each~~out ~~person~~the ~~listed~~responsibilities isof ~~believed~~a todirector. ~~have~~The ~~sole~~NASDAQ ~~voting~~listing ~~and~~rules ~~investment~~provide ~~power~~that ~~with~~a ~~respect~~director tocannot ~~all~~be ~~Shares~~considered ofindependent ~~common stock owned by such person.~~ if:

~~Item 13. Certain~~the ~~Relationships~~director ~~and~~is, ~~Related~~or ~~Transactions~~at any time during the past three years was, an employee of the company; the director or a family member of the director accepted any compensation from the company in excess of $120,000 during any period of 12 consecutive months within the three years preceding the independence determination (subject to certain exclusions, including, among other things, compensation for board or board committee service); a family member of the director is, or at any time during the past three years was, an executive officer of the company; the director or a family member of the director is a partner in, controlling stockholder of, or an executive officer of an entity to which the company made, or from which the company received, payments in the current or any of the past three fiscal years that exceed 5% of the recipient’s consolidated gross revenue for that year or $200,000, whichever is greater (subject to certain exclusions); the director or a family member of the director is employed as an executive officer of an entity where, at any time during the past three years, any of the executive officers of the company served on the compensation committee of such other entity; or the director or a family member of the director is a current partner of the company’s outside auditor, or at any time during the past three years was a partner or employee of the company’s outside auditor, and ~~Director~~who ~~Independence~~worked on the company’s audit.

~~As of~~We ~~December~~do ~~31,~~not ~~2015,~~currently ~~the~~have ~~Company~~a ~~owed~~separately ~~$11,664~~designated ~~to Directors~~audit, ~~officers,~~nominating ~~and~~or ~~principal~~compensation ~~stockholders of the Company for working capital loans~~committee.

~~On June~~15 1Table ~~2014 , the Company issued 7,500,000 shares~~ of ~~its common stock to Directors and officers for $750.~~Contents

~~Director Independence~~Item 14. Principal Accounting Fees and Services.

~~We do~~Audit not have any independent directors. Because our common stock is not currently listed on a national securities exchange, we have used the definition of “independence” of The NASDAQ Stock Market to make this determination. NASDAQ Listing Rule 5605(a)(2) provides that an “independent director” is a person other than an officer or employee of the company or any other individual having a relationship which, in the opinion of the Company’s Board of Directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. The NASDAQ listing rules provide that a director cannot be considered independent if:Fees

• The aggregate fees billed during the ~~director~~fiscal isyears ended December 31, or2016 atand ~~any~~2015 ~~time~~for ~~during~~professional services rendered by D. Brooks and Associates, with respect to the ~~past~~audits ~~three~~of ~~years~~our ~~was~~2016 and 2015 financial statements, anas ~~employee~~well as their quarterly reviews of our interim financial statements and services normally provided by the ~~company;~~independent accountant in connection with statutory and regulatory filings or engagements for these fiscal periods, were as follows:

• the director or a family member of the director accepted any compensation from the company in excess of $120,000 during any period of 12 consecutive months within the three years preceding the independence determination (subject to certain exclusions, including, among other things, compensation for board or board committee service);

	Year Ended December 31, 2016		Year Ended December 31, 2015
Audit Fees and Audit Related Fees	$	9,500	$	9,500
Tax Fees
All Other Fees
TOTAL	$	9,500	$	9,500

12In the above table, "audit fees" are fees billed by our Company's external auditor for services provided in auditing our Company's annual financial statements for the subject year. "Audit-related fees" are fees not included in audit fees that are billed by the auditor for assurance and related services that are reasonably related to the performance of the audit review of our company's financial statements. "Tax fees" are fees billed by the auditor for professional services rendered for tax compliance, tax advice and tax planning.

•"All a family member of the director is, or at any time during the past three years was, an executive officer of the company; • the director or a family member of the director is a partner in, controlling stockholder of, or an executive officer of an entity to which the company made, or from which the company received, payments in the current or any of the past three fiscal years that exceed 5% of the recipient’s consolidated gross revenue for that year or $200,000, whichever is greater (subject to certain exclusions); • the director or a family member of the director is employed as an executive officer of an entity where, at any time during the past three years, any of the executive officers of the company served on the compensation committee of such other ~~entity;~~fees" orare •fees ~~the~~billed ~~director~~by ~~or a family member of~~ the ~~director is a current partner of the company’s outside~~ auditor, orfor atproducts ~~any~~and ~~time~~services ~~during~~not ~~the~~included ~~past~~in ~~three years was a partner or employee of~~ the ~~company’s~~foregoing ~~outside auditor, and who worked on the company’s audit~~categories.

~~We do~~ Pre ~~not~~Approval ~~currently~~Policies ~~have~~and ~~a separately designated audit, nominating or compensation committee.~~Procedures

~~Item 14~~We do not have a separately designated Audit Committee. ~~Principal~~ ~~Accounting~~The ~~Fees~~Board of Directors pre-approves all services provided by our independent auditors. All of the above services and ~~Services~~fees were reviewed and approved by the Board of Directors either before or after the respective services were rendered.

~~Audit Fees~~16 Table of Contents

~~For~~PART ~~the Company’s fiscal year ended December 31, 2015, we have incurred $9,500 for professional services rendered for the audit and reviews of our financial statements.~~IV

~~All~~Item ~~Other~~15. ~~Fees (including~~Exhibits, ~~Audit~~Financial ~~Related~~Statement ~~Fees and Tax Fees)~~Schedules.

~~The Company~~(a) ~~paid~~Documents ~~$250~~filed ~~for~~as ~~income~~part ~~tax~~of ~~preparation~~this inAnnual ~~2015.~~Report

~~Effective May~~ 1. 6,Financial ~~2003, the Securities and Exchange Commission adopted rules that require that before our auditor is engaged by us to render any auditing or permitted non-audit related service, the engagement be:~~Statements

• 2. ~~approved~~Financial byStatement our audit committee; or • entered into pursuant to pre-approval policies and procedures established by the audit committee, provided the policies and procedures are detailed as to the particular service, the audit committee is informed of each service, and such policies and procedures do not include delegation of the audit committee’s responsibilities to management.Schedules

~~We do not have an audit committee~~ 3. ~~Our~~ ~~entire board of directors pre-approves all services provided by our independent auditors.~~Exhibits

The pre-approval process has just been implemented in response to the new rules. Therefore, our board of directors does not have records addressing the percentage of pre-approved audit fees. However, all of the above services and fees were reviewed and approved by the entire board of directors either before or after the respective services were rendered.

3.1	Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1 of the Form S-1 filed with the Securities and Exchange Commission by the Company on July 22, 2014)
3.2	By-Laws of the Company (incorporated by reference to Exhibit 3.2 of the Form S-1 filed with the Securities and Exchange Commission by the Company on July 22, 2014)
31.1	Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and Section 906 of the Sarbanes-Oxley Act of 2002

1317 Table of Contents

~~PART IV~~SIGNATURES

~~Item~~ In accordance with Section 13 or 15~~. Exhibits~~(d) of the Exchange Act, ~~Financial~~the ~~Statement~~registrant ~~Schedules~~caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(a) Documents filed as part of this Annual Report

	CALEMINDER INC

Date: March 31, 2017	By:	/s/ Shira Halperin
		Shira Halperin
		Chief Executive Officer and Chief Financial Officer

1.Pursuant ~~Financial~~to ~~Statements~~the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

2. Financial Statement Schedules

Signature	Capacity	Date

/s/ Shira Halperin	Chief Executive Officer (Principal Executive Officer) and Director	March 31, 2017
Shira Halperin

~~3. Exhibits~~18

31.1			Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1			Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	CALEMINDER INC
Date : March 14 , 2016	By:	/s/ Shira Halperin
		Shira Halperin Chief Executive Officer and Chief Financial Officer

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

Signature	Capacity	Date
/s/ Shira Halperin	Chief Executive Officer (Principal Executive Officer) and Director	March 14 2016
Shira Halperin

Filing Compare · CALEMINDER INC