SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the period ending March 31, 2003
2THEMAX.COM, INC.
(Exact name of registrant as it appears in its charter)
000-30551
(Commission File Number)
NEVADA | 88-0458906 |
(State or jurisdiction of Incorporation or organization) | (I.R.S. Employer Identification No.) |
6767 West Tropicana Avenue, Suite 203, Las Vegas, Nevada 89103
(Address of Principal Executive Office)
(702) 595-6201
Registrant's telephone number, including area code
Securities registered pursuant to Section 12 (b) of the Act: None
Securities registered pursuant to Section 12 (b) of the Act: Class A Common Stock $0.001 Par Value
Indicate by check mark whether the registrant (1) has filed all reports to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes X No
At the end of the quarter ending March 31, 2003 there were 1,500,000 issued and outstanding shares of the registrants common stock.
There is no active market for the registrant's securities.
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
The audited financial statements for the period ending March 31, 2003.
2THEMAX.COM, INC.
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
MARCH 31, 2003 and MARCH 31, 2002
TABLE OF CONTENTS
Page Number | |
INDEPENDENT ACCOUNTANT'S REPORT | 1 |
FINANCIAL STATEMENT | |
Balance Sheets | 2 |
Statements of Operations and Deficit Accumulated During | 3 |
Statement of Changes in Stockholders' Equity | 4 |
Statements of Cash Flows | 5 |
Notes to the Financial Statements | 6-7 |
David E. Coffey, 6767 West Tropicana Avenue, Suite 216, Las Vegas, Nevada 89103
Certified Public Accountant Phone (702) 871-3979 FAX (702) 871-6769
INDEPENDENT ACCOUNTANT'S REPORT
To the Board of Directors and Stockholders
of 2TheMax.Com, Inc.
Las Vegas, Nevada
I have audited the accompanying balance sheets of 2TheMax.Com, Inc. (a development stage company) as of March 31, 2003 and March 31, 2002 and the related statements of operations, cash flows, and changes in stockholders' equity for the periods then ended, as well as the cumulative period from April 20, 2000 (date of inception) to March 31, 2003. These statements are the responsibility of 2TheMax.Com, Inc.'s management. My responsibility is to express an opinion on these financial statements based on my audit.
I conducted my audit in accordance with generally accepted auditing standards in the USA. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.
In my opinion, the accompanying financial statements present fairly, in all material respects, the financial position of 2TheMax.Com, Inc. as of March 31, 2003 and March 31, 2002 and the results of operations, cash flows, and changes in stockholders' equity for the periods then ended, as well as the cumulative period from April 20, 2000, in conformity with generally accepted accounting principles in the USA.
The accompanying financial statements have been prepared assuming that the Company will continue is a going concern. The Company has not generated revenues from operations which raises substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
David E. Coffey, C. P. A.
Las Vegas, Nevada
August 22, 2003
-1-
2THEMAX.COM, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
March 31, 2003 | March 31, 2002 | |||
ASSETS | ||||
Cash | $ 0 | $ 0 | ||
Total Assets | $ 0 | $ 0 | ||
LIABILITIES & STOCKHOLDERS' EQUITY | ||||
Loan from stockholders | $ 400 | $ 0 | ||
Total Liabilities | 400 | 0 | ||
Stockholders' Equity | ||||
Common stock, authorized 25,000,000 shares at $.001 |
|
| ||
Additional paid-in capital | 2,550 | 2,550 | ||
Deficit accumulated during the development stage | (4,450) | (4,050) | ||
Total Stockholders' Equity | (400) | 0 | ||
Total Liabilities and Stockholders' Equity | $ 0 | $ 0 | ||
The accompanying notes are an integral part of
these financial statements
-2-
2THEMAX.COM, INC.
( A DEVELOPMENT STAGE COMPANY )
STATEMENTS OF OPERATIONS AND DEFICIT
ACCUMULATED DURING THE DEVELOPMENT STAGE
( With Cumulative Figures From Inception )
Three months ending March 31, | |||||||||
|
|
| |||||||
Income | $ | 0 | $ | 0 | $ | 0 | |||
Expenses | |||||||||
General and administrative expenses | 400 | 400 | 4,450 | ||||||
Total expenses | 400 | 400 | 4,450 | ||||||
Net loss | (400) | (400) | $ | (4,450) | |||||
Retained earnings, beginning of period | (4,050) | (4,050) | |||||||
Deficit accumulated during the development stage | $ | (4,450) | $ | (4,450) | |||||
Earnings ( loss ) per share, assuming dilution: | $ | 0.00 | $ | 0.00 | $ | 0.00 | |||
Weighted average shares outstanding | 1,500,000 | 1,500,000 | 1,500,000 | ||||||
The accompanying notes are an integral part of
these financial statements.
-3-
2THEMAX.COM, INC.
( A DEVELOPMENT STAGE COMPANY )
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FROM APRIL 20, 2000 ( Date of Inception ) TO MARCH 31, 2003
Common Stock | Additional | Deficit | Total ----------- | ||||||||||
Shares | Amount | ||||||||||||
Balance, April 0, 2000 | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||
Issuance of common stock for services, | |||||||||||||
1,500,000 | 1,500 | 0 | 0 | 1,500 | |||||||||
Contribution of additional capital | 0 | 0 | 500 | 0 | 500 | ||||||||
Less net loss | 0 | 0 | 0 | (2,000) | (2,000) | ||||||||
Balance, December 31, 2000 | 1,500,000 | 1,500 | 500 | (2,000 | 0 | ||||||||
Contribution of additional capital, | 0 | 0 | 2,050 | 0 | 2,050 | ||||||||
0 | 0 | 0 | (2,050) | (2,050) | |||||||||
Balance, December 31, 2001 | 1,500,000 | 1,500 | 2,550 | (4,050) | 0 | ||||||||
Less net loss | 0 | 0 | 0 | (400) | (400) | ||||||||
Balance, December 31, 2002 | 1,500,000 | 1,500 | 2,550 | (4,450) | (400) | ||||||||
Less net loss | 0 | 0 | 0 | 0 | 0 | ||||||||
Balance, March 31, 2003 | 1,500,000 | $ | 1,500 | $ | 2,550 | $ | (4,450) | $ | (400) | ||||
The accompanying notes are an integral part of
these financial statements
-4-
2THEMAX.COM, INC.
( A DEVELOPMENT STAGE COMPANY )
STATEMENTS OF CASH FLOWS
( With Cumulative Figures From Inception )
Three months ending March 31, | From Inception, | ||||||||
|
| ||||||||
CASH FLOWS PROVIDED BY | |||||||||
Net Income (Loss) | $ | (400) | $ | (400) | $ | (4,450) | |||
Adjustments to reconcile net loss to | |||||||||
|
|
| |||||||
Loans from stockholders | 400 | �� 400 | 400 | ||||||
NET CASH PROVIDED BY | |||||||||
0 | 0 | (2,550) | |||||||
CASH FLOWS USED BY | |||||||||
0 | 0 | 0 | |||||||
NET CASH USED BY | |||||||||
0 | 0 | 0 | |||||||
CASH FLOWS FROM FINANCING | |||||||||
Contributed capital | 0 | 0 | 2,550 | ||||||
NET CASH PROVIDED BY FINANCING ACTIVITIES | |||||||||
0 | 0 | 2,550 | |||||||
NET INCREASE IN CASH | 0 | 0 | $ | 0 | |||||
CASH AT BEGINNING OF PERIOD | 0 | 0 | |||||||
CASH AT END OF PERIOD | $ | 0 | $ | 0 | |||||
SUPPLEMENTAL INFORMATION:
The Balance Sheet shows $1,500 Common stock, which represents the issue of stock at par value for services.
The accompanying notes are an integral part of
these financial statements.
-5-
2THEMAX.COM, INC.
( A DEVELOPMENT STAGE COMPANY )
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2003 AND MARCH 31, 2002
NOTE A SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company was incorporated on April 20, 2000, under the laws of the State of Nevada. The business purpose of the Company is to seek merger opportunities with other Companies.
The Company will adopt accounting policies and procedures based upon the nature of future transactions.
NOTE B EARNINGS (LOSS) PER SHARE
Basic EPS is determined using net income divided by the weighted average shares outstanding during the period. Diluted EPS is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Since the Company has no common shares that re potentially issuable, such as stock options, convertible securities or warrants, basic and diluted EPS are the same.
NOTE C ISSUE OF COMMON STOCK FOR SERVICES
On April 20, 2000 the Company issued 1,500,000 shares of its common stock at $.001 per share for $1,500. The sole shareholder provided general and administrative services in organizing the Company.
All of the above shares were issued pursuant to an exemption from registration requirements under Section 4(2) of the Securities Act.
NOTE D ADDITIONAL CONTRIBUTED CAPITAL
During 2000 the sole stockholder contributed $500 for working capital.
During 2001 the sole stockholder contributed $2,050 of additional capital to the company to meet its working capital needs.
NOTE E LOANS FROM STOCKHOLDERS
During the first quarter of 2002 the sole stockholder loaned the Company $400, without collateral and payable on demand with no interest, to meet its working needs.
- 6 -
2THEMAX.COM, INC.
( A DEVELOPMENT STAGE COMPANY )
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2003 AND MARCH 31, 2002
(Continued)
NOTE F RESCISSION OF COMMON STOCK ISSUANCE
The Company’s financial statements are prepared using generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has not generated any revenues from its planned principal operations through March 31, 2003. Without realization of additional capital, it would be unlikely for the Company to continue as a going concern.
-7-
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATION.
Results of Operations
The Company has had no operations during this quarter.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
None
Item 2. Changes in Securities
None
Item 3. Default Upon Senior Securities
None
Item 4. Submission of matters To a Vote of Security Holders
None
Item 5. Other Information.
None
Item 6. Exhibits and Reports.
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunder duly authorized.
2THEMAX.COM, INC. | |
Dated: September 18, 2003 | By: /s/ Catherine S. Ratelle |
I, Catherine S. Ratelle, certify that:
1. I have reviewed this quarterly report on Form 10Q-SB of 2TheMax.Com, Inc;
2. Based on my knowledge, this quarterly report does not contain any untrue statement of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or person performing the equivalent functions):
a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial date and have identified for the registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there are significant changes in internal controls or other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Dated: September 18, 2003 | By: /s/ Catherine S. Ratelle |
Statement of Chief Executive Officer Regarding
Facts and Circumstances Relating to Exchange Act Filings
I, Catherine S. Ratelle, state and certify as follows:
The financial statements filed with the report on Form 10-QSB for the period ended March 31, 2003 fully comply with the requirements of Sections 13(a) and 15(d) of the Securities Exchange Act of 1934 and that the information contained in said periodic report fairly presents, in all material respects, the financial condition and results of operations of 2TheMax.Com, Inc.
This Statement is submitted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Dated: September 18, 2003 | By: /s/ Catherine S. Ratelle |