UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period endedJuly 31, 2010
or
[ ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________________ to __________________
Commission file number000-52010
INTERVIA INC.
(Exact name of small business issuer as specified in its charter)
| Nevada | N/A |
| (State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
3702 South Virginia Street, Suite G12-401, Reno, NV 89502
(Address of principal executive offices)
202.470.4608
(Issuer’s telephone number)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
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 [X] NO
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small 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 [ ] | (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
[X] YES [ ] NO
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.
[ ] YES [ ] NO
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 [ ] NO
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.3,500,000 common shares issued and outstanding as of December 16, 2010.
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
Our financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.
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INTERVIA INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
July 31, 2010
(Unaudited)
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INTERVIA INC.
(A Development Stage Company)
BALANCE SHEETS
(Unaudited)
| July 31 | January 31, | |||||
| 2010 | 2010 | |||||
| ASSETS | ||||||
| CURRENT ASSETS | ||||||
| Cash | $ | 35,000 | $ | - | ||
| 35,000 | ||||||
| RESOURCE PROPERTY(Note 2) | 25,000 | - | ||||
| $ | 60,000 | $ | - | |||
| LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||||||
| CURRENT LIABILITIES | ||||||
| Accounts payable and accrued liabilities | $ | 32,047 | $ | 27,631 | ||
| Due to related party | 134,529 | 74,529 | ||||
| 166,576 | 102,160 | |||||
| STOCKHOLDERS’ DEFICIT | ||||||
| Capital stock | ||||||
| Authorized 75,000,000 common shares, $0.001 par value, | ||||||
| Issued and outstanding 3,500,000 common shares (January 31, 2010 – 3,500,000) | 3,500 | 3,500 | ||||
| Additional paid in capital | 71,000 | 71,000 | ||||
| Deficit accumulated during the development stage | (181,076 | ) | (176,660 | ) | ||
| (106,576 | ) | (102,160 | ) | |||
| $ | 60,000 | $ | - | |||
The accompanying notes are an integral part of these financial statements
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INTERVIA INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
| Cumulative | |||||||||||||||
| from | |||||||||||||||
| Three | Three | Six | Six | February 2, | |||||||||||
| months | months | months | months | 2005 | |||||||||||
| ended | ended | ended | ended | (Inception) to | |||||||||||
| July 31, | July 31, | July 31, | July 31, | July 31, | |||||||||||
| 2010 | 2009 | 2010 | 2009 | 2010 | |||||||||||
| Expenses | |||||||||||||||
| Donated service | $ | - | $ | - | $ | - | $ | - | $ | 4,500 | |||||
| Office expenses | - | - | - | - | 2,906 | ||||||||||
| Professional fees | 2,915 | 1,568 | 4,415 | 8,356 | 170,704 | ||||||||||
| Transfer and filing fees | - | 104 | - | 357 | 2,965 | ||||||||||
| Net loss | $ | 2,915 | $ | 1,672 | $ | 4,415 | $ | 8,713 | $ | 181,075 | |||||
| Basic and diluted loss per share | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | |||
| Weighted average number of shares outstanding | 3,500,000 | 3,500,000 | 3,500,000 | 3,500,000 |
The accompanying notes are an integral part of these financial statements
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INTERVIA INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Stated in US Dollars)
(Unaudited)
| Cumulative | |||||||||
| from | |||||||||
| February 2, | |||||||||
| 2005 | |||||||||
| Six months | Six months | (Inception) | |||||||
| ended | ended | to | |||||||
| July 31, | July 31, | July 31, | |||||||
| 2010 | 2009 | 2010 | |||||||
| Operating Activities | |||||||||
| Net loss | $ | (4,415 | ) | $ | (8,713 | ) | $ | (181,076 | ) |
| Item not requiring use of cash | |||||||||
| Donated capital | - | - | 4,500 | ||||||
| Adjustments to reconcile net loss to net cash used by operating activities: | |||||||||
| Increase in accounts payable and accrued liabilities | 4,415 | 2,354 | 32,047 | ||||||
| Net cash used in operating activities | - | (6,359 | ) | (144,529 | ) | ||||
| Financing Activities | |||||||||
| Due to related party | 60,000 | 6,359 | 134,529 | ||||||
| Issuance of common shares | - | - | 70,000 | ||||||
| Net cash provided by financing activities | 60,000 | 6,359 | 204,529 | ||||||
| Investing Activity | |||||||||
| Acquisition of resource property | (25,000 | ) | - | (25,000 | ) | ||||
| Net cash used in investing activity | (25,000 | ) | - | (25,000 | ) | ||||
| Change in cash | 35,000 | - | 35,000 | ||||||
| Cash, beginning | - | - | - | ||||||
| Cash, ending | $ | 35,000 | $ | - | $ | 35,000 | |||
| Supplemental cash flow information | |||||||||
| Cash paid for interest | $ | - | $ | - | $ | - | |||
| Cash paid for income taxes | $ | - | $ | - | $ | - |
The accompanying note is an integral part of these financial statements
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INTERVIA INC.
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
July 31, 2010
(Unaudited)
| 1. | BASIS OF PRESENTATION |
Unaudited Interim Financial Statements | |
The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and the rules and regulations of the Securities and Exchange Commission. They may not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the year ended January 31, 2010 included in the Company’s Form 10-K filed with the Securities and Exchange Commission. The unaudited interim financial statements should be read in conjunction with those financial statements included in the Form 10-K. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the six months ended July 31, 2010 are not necessarily indicative of the results that may be expected for the year ending January 31, 2011. | |
Management has evaluated events occurring between the end of the fiscal quarter, July 31, 2010 to the date when the financial statements were issued. | |
| 2. | RESOURCE PROPERTY |
Proteus Property | |
On July 15, 2010, the Company entered into an Option Agreement to purchase a 100% interest in certain claims comprising Proteus Property, located near Cobalt, Ontario. | |
To complete the option, the agreement requires the Company to make the following payments and incur the following amounts on exploration and development: |
| a) | $25,000 upon the execution of the agreement (paid); | |
| b) | an additional $25,000 cash and incur $75,000 in exploration expenditures by July 15, 2011; | |
| c) | an additional $25,000 cash and incur an additional $100,000 in exploration expenditures by July 15, 2012; and | |
| d) | incur an additional $150,000 in exploration expenditures by July 15, 2013. |
The property is subject to a 2% Net Smelter Royalty, which the Company has the right to purchase in 25% increments for $500,000, on or before 12 months from the date of production.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
FORWARD-LOOKING STATEMENTS
This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.
Our unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report.
Our financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.
Unless otherwise specified in this quarterly report, all dollar amounts are expressed in United States dollars and all references to “common stock” refer to shares of our common stock.
As used in this quarterly report, the terms “we”, “us”, “our” and “Intervia” mean Intervia Inc., unless otherwise indicated. We have no subsidiaries.
Corporate Overview
We were incorporated in the State of Nevada on February 2, 2005. Our original business plan was to develop fuel cell technology and produce fuel cells in China for indoor forklifts, scooters, underwater equipment (eg. shallow underwater sightseeing submarines) that require a small size, longevity of use and silent operation. During fiscal 2008 we suspended the development of our products and business plan until we were able raise sufficient additional financing.
We are now a company with no operations.
As of the date hereof, we have not been successful in our development of fuel cell technology and production of fuel cells. Historically, we have been able to raise a limited amount of capital through private placements of our equity stock, but we are uncertain about our continued ability to raise funds privately.
Other than as set out herein, we have not entered into any formal written agreements for a business combination or opportunity. If any such agreement is reached, we intend to disclose such an agreement by filing a current report on Form 8-K with the Securities and Exchange Commission.
Our management have been analyzing the various alternatives available to our company to ensure our survival and to preserve our shareholder's investment in our common shares. This analysis has included sourcing additional forms of financing to continue our business as is, or mergers and/or acquisitions. At this stage in our operations, we believe either course is acceptable, as our operations have not been profitable and our future prospects for our business are not good without further financing.
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We are focusing our preliminary merger/acquisition activities on potential business opportunities with established business entities for the merger of a target business with our company. In certain instances, a target business may wish to become a subsidiary of our company or may wish to contribute assets to our company rather than merge. We anticipate that any new acquisition or business opportunities by our company will require additional financing. There can be no assurance, however, that we will be able to acquire the financing necessary to enable us to pursue our plan of operation. If our company requires additional financing and we are unable to acquire such funds, our business may fail.
In implementing a structure for a particular business acquisition or opportunity, we may become a party to a merger, consolidation, reorganization, joint venture, or licensing agreement with another corporation or entity. We may also acquire stock or assets of an existing business. Upon the consummation of a transaction, it is likely that our present management will no longer be in control of our company and our existing business will close down. In addition, it is likely that our officers and directors will, as part of the terms of the acquisition transaction, resign and be replaced by one or more new officers and directors.
We anticipate that the selection of a business opportunity in which to participate will be complex and without certainty of success. Management believes that there are numerous firms in various industries seeking the perceived benefits of being a publicly registered corporation. Business opportunities may be available in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.
We may seek a business opportunity with entities who have recently commenced operations, or entities who wish to utilize the public marketplace in order to raise additional capital in order to expand business development activities, to develop a new product or service, or for other corporate purposes. We may acquire assets and establish wholly-owned subsidiaries in various businesses or acquire existing businesses as subsidiaries.
At this stage, we can provide no assurance that we will be able to locate compatible business opportunities, what additional financing we will require to complete a combination or merger with another business opportunity or whether the opportunity's operations will be profitable.
If we are unable to secure adequate capital to continue our business or alternatively, complete a merger or acquisition, our shareholders will lose some or all of their investment and our business will likely fail.
On July 15, 2010, we entered into an Option Agreement to purchase a 100% interest in the Proteus Property. The Proteus Property is located near Cobalt, Ontario and consists of three mineral claims comprising nine units.
The agreement requires our company to make the following payments and incur the following amounts on exploration and development:
| a) | $25,000 cash upon the execution of the agreement (paid); | |
| b) | an additional $25,000 cash and incur $75,000 in exploration expenditures by July 15, 2011; | |
| c) | an additional $25,000 cash and incur an additional $100,000 in exploration expenditures by July 15, 2012; and | |
| d) | incur an additional $150,000 in exploration expenditures by July 15, 2013. |
The property is subject to a 2% Net Smelter Royalty, which our company has the right to purchase in 25% increments for $500,000, on or before 12 months from the date of entering into production.
Employees
Our directors and officers act as employees of our company
Purchase of Significant Equipment
We do not anticipate the purchase or sale of any plant or significant equipment during the next 12 months.
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Personnel Plan
We do not anticipate any significant changes in the number of employees during the next 12 months.
Plan of Operation
You should read the following discussion of our financial condition and results of operations together with our reviewed but unaudited financial statements and the notes to those reviewed but unaudited financial statements included elsewhere in this filing prepared in accordance with accounting principles generally accepted in the United States. This discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those anticipated in these forward-looking statements.
Anticipated Cash Requirements
For the next 12 months we plan to expend a total of approximately $ 40,000 in searching for and acquiring a suitable business:
| Expense | Cost | ||
| General and administrative expenses | $ | nil | |
| Management and administrative costs | $ | nil | |
| Legal Fees | $ | 20,000 | |
| Auditor Fees | $ | 20,000 | |
| $ | 40,000 |
Results of Operations
Three months ended July 31, 2010 compared to three months ended July 31, 2009.
| Three months | Three months | |||||
| ended | ended | |||||
| July 31, 2010 | July 31, 2009 | |||||
| Revenue | $ | Nil | $ | Nil | ||
| Operating Expenses | $ | 2,915 | $ | 1,672 | ||
| Net Income (Loss) | $ | (2,915 | ) | $ | (1,672 | ) |
Expenses
Our operating expenses for the three month periods ended July 31, 2010 and July 31, 2009 are outlined in the table below:
| Three months | Three months | |||||
| ended | ended | |||||
| July 31, 2010 | July 31, 2009 | |||||
| Professional fees | $ | 2,915 | $ | 1,568 | ||
| Transfer and filing fees | $ | Nil | $ | 104 |
Operating expenses for the three months ended July 31, 2010 increased by 86% as compared to the comparative period in July 31, 2009 primarily as a result of an increase in professional fees.
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Results of Operations
Six months ended July 31, 2010 compared to six months ended July 31, 2009.
| Six months ended | Six months ended | |||||
| July 31, 2010 | July 31, 2009 | |||||
| Revenue | $ | Nil | $ | Nil | ||
| Operating Expenses | $ | 4,415 | $ | 8,713 | ||
| Net Income (Loss) | $ | (4,415 | ) | $ | (8,713 | ) |
Expenses
Our operating expenses for the six month periods ended July 31, 2010 and July 31, 2009 are outlined in the table below:
| Six months ended | Six months ended | |||||
| July 31, 2010 | July 31, 2009 | |||||
| Professional fees | $ | 4,415 | $ | 8,356 | ||
| Transfer and filing fees | $ | Nil | $ | 357 |
Operating expenses for the six months ended July 31, 2010 decreased by 49% as compared to the comparative period in July 31, 2009 primarily as a result of a reduction of professional fees and transfer agent and filing fees due to the inactivity of our company.
Revenue
We have not had any revenues from operations since inception (February 2, 2005). We do not anticipate that we will earn any revenues from operations unless and until we acquire and operated a profitable business. This might never happen and we can offer no assurance that even if we acquire a business that we will ever be profitable.
Liquidity and Capital Resources
Working Capital
| Percentage | |||||||||
| As at | As at | Increase/ | |||||||
| July 31, 2010 | January 31, 2010 | (Decrease) | |||||||
| Current Assets | $ | 35,000 | $ | Nil | 35,000 % | ||||
| Current Liabilities | $ | 166,576 | $ | 102,160 | 63 % | ||||
| Working Capital (deficiency) | $ | (131,576 | ) | $ | (102,160 | ) | 29 % |
| Cash Flows | |||||||
| Six months Ended | Six months Ended | ||||||
| July 31, 2010 | July 31, 2009 | ||||||
| Net cash used in operations | $ | Nil | $ | (6,359 | ) | ||
| Net cash used in investing activities | $ | (25,000 | ) | $ | Nil | ||
| Net cash provided by financing activities | $ | 60,000 | $ | 6,359 | |||
| Increase (decrease) In Cash | $ | 35,000 | $ | Nil |
Our net cash used by operating activities for the six months ended July 31, 2010 was $Nil compared with $6,359 for the six months ended July 31, 2009. Our management believes that we will need additional funding in order to meet our operating expenses.
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Future Financings
Over the next three months, we will require additional funds in order to secure a suitable business opportunity.
These funds may be raised through equity financing, debt financing, or other sources, which may result in further dilution in the equity ownership of our shares. There is still no assurance that we will be able to maintain operations at a level sufficient for an investor to obtain a return on his investment in our common stock. Further, we will continue to be unprofitable.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.
Critical Accounting Policies and Estimates
The preparation of financial statements in conformity with United States generally accepted accounting principles requires our management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Our management routinely makes judgments and estimates about the effects of matters that are inherently uncertain.
RISK FACTORS
An investment in our common stock involves a high degree of risk. You should carefully consider the risks described below and the other information in this prospectus before investing in our common stock. If any of the following risks occur, our business, operating results and financial condition could be seriously harmed. The trading price of our common stock, when and if we trade at a later date, could decline due to any of these risks, and you may lose all or part of your investment.
We have had negative cash flows from operations and if we are not able to obtain further financing, our business operations may fail.
We had cash in the amount of $35,000 as of July 31, 2010. We anticipate that we may require additional financing while we are seeking a suitable business opportunity or business combination. Further, we anticipate that we will not have sufficient capital to fund our ongoing operations for the next 12 months. We may be required to raise additional financing for a particular business combination or business opportunity. We would likely secure any additional financing necessary through loans from related or third parties.
There can be no assurance that, if required, any such financing will be available upon terms and conditions acceptable to us, if at all. Our inability to obtain additional financing in a sufficient amount when needed and upon terms and conditions acceptable to us could have a materially adverse effect upon our company. We will require further funds to finance the development of any business opportunity that we acquire. There can be no assurance that such funds will be available or available on terms satisfactory to us. If additional funds are raised by issuing equity securities, further dilution to existing or future shareholders is likely to result. If adequate funds are not available on acceptable terms when needed, we may be required to delay, scale back or eliminate the development of any business opportunity that we acquire. Inadequate funding could also impair our ability to compete in the marketplace, which may result in the dissolution of our company.
We have a limited operating history and if we are not successful in continuing to grow our business, then we may have to scale back or even cease our ongoing business operations.
We have a limited operating history on which to base an evaluation of our business and prospects. Our prospects must be considered in light of the risks, uncertainties, expenses and difficulties frequently encountered by companies seeking to acquire or establish a new business opportunity. Some of these risks and uncertainties relate to our ability to identify, secure and complete an acquisition of a suitable business opportunity.
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We cannot be sure that we will be successful in addressing these risks and uncertainties and our failure to do so could have a materially adverse effect on our financial condition. In addition, our operating results are dependent to a large degree upon factors outside of our control. There are no assurances that we will be successful in addressing these risks, and failure to do so may adversely affect our business.
It is unlikely that we will generate any or significant revenues while we seek a suitable business opportunity. Our short and long-term prospects depend upon our ability to select and secure a suitable business opportunity. In order for us to make a profit, we will need to successfully acquire a new business opportunity in order to generate revenues in an amount sufficient to cover any and all future costs and expenses in connection with any such business opportunity. Even if we become profitable, we may not sustain or increase our profits on a quarterly or annual basis in the future.
We will, in all likelihood, sustain operating expenses without corresponding revenues, at least until we complete a business combination or acquire a business opportunity. This may result in our company incurring a net operating loss which will increase continuously until we complete a business combination or acquire a business opportunity that can generate revenues that result in a net profit to us. There is no assurance that we will identify a suitable business opportunity or complete a business combination.
We may be unsuccessful at identifying, acquiring and operating suitable business opportunities and if we are unable to find, acquire or operate a suitable opportunity for our company, we may never achieve profitable operations.
We may not be able to find the right business opportunity for our company to become engaged in or we may not succeed in becoming engaged in the business opportunity we choose because we may not act fast enough or have enough money or other attributes to attract the new business opportunity. Before we begin to have any significant operations, we will have to become involved in a viable business opportunity. In addition, in order to be profitable, we will have to, among other things, hire consultants and employees, develop products and/or services, market our products/services, ensure supply and develop a customer base. There is no assurance that we will be able to identify, negotiate, acquire and develop a business opportunity and we may never be profitable.
We have a history of losses and have a deficit, which raises substantial doubt about our ability to continue as a going concern.
We have not generated any revenues since our inception and we will continue to incur operating expenses without revenues until we are in commercial deployment. Our net loss from February 2, 2005 (date of inception) to July 31, 2010 was $181,075. We had cash of $35,000 as of July 31, 2010. We currently do not have any operations and we have no income. We estimate our average monthly operating expenses to be approximately $3,400 each month. We cannot provide assurances that we will be able to successfully explore and develop our business. These circumstances raise substantial doubt about our ability to continue as a going concern as described in an explanatory paragraph to our independent auditors’ report on our audited financial statements for the year ended January 31, 2010. If we are unable to continue as a going concern, investors will likely lose all of their investments in our company.
Risks Associated with Our Common Stock
Our common stock is illiquid and shareholders may be unable to sell their shares.
There is currently no market for our common stock and we can provide no assurance to investors that a market will develop. If a market for our common stock does not develop, our shareholders may not be able to re-sell the shares of our common stock that they have purchased and they may lose all of their investment. Public announcements regarding our company, changes in government regulations, conditions in our market segment or changes in earnings estimates by analysts may cause the price of our common shares to fluctuate substantially. These fluctuations may adversely affect the trading price of our common shares.
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Trends, Risks and Uncertainties
We have sought to identify what we believe to be the most significant risks to our business, but we cannot predict whether, or to what extent, any of such risks may be realized nor can we guarantee that we have identified all possible risks that might arise. Investors should carefully consider all of such risk factors before making an investment decision with respect to our common shares.
ITEM 3. QUANTITATIVE DISCLOSURES ABOUT MARKET RISKS
As a “smaller reporting company”, we are not required to provide the information required by this Item.
ITEM 4. CONTROLS AND PROCEDURES.
Management’s Report on Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our president (our principal executive officer, principal financial officer and principal accounting officer) to allow for timely decisions regarding required disclosure.
As of July 31, 2010, the end of our quarter covered by this report, we carried out an evaluation, under the supervision and with the participation of our president (our principal executive officer, principal financial officer and principal accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our president (our principal executive officer, principal financial officer and principal accounting officer) concluded that our disclosure controls and procedures were effective as of the end of the period covered by this quarterly report.
Changes in Internal Control over Financial Reporting
There have been no changes in our internal controls over financial reporting that occurred during the quarter ended July 31, 2010 that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. [REMOVED AND RESERVED]
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ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS.
| Exhibit | Description |
| Number | |
| |
| (3) | Articles of Incorporation and Bylaws |
| |
| 3.1 | Articles of Incorporation (incorporated by reference to our Registration Statement on Form SB-2 filed on May 8, 2006). |
| |
| 3.2 | Bylaws (incorporated by reference to our Registration Statement on Form SB-2 filed on May 8, 2006). |
| |
| 3.3 | Amended and Restated Bylaws (incorporated by reference to our Current Report on Form 8-K filed on February 12, 2009) |
| |
| (10) | Material Contracts |
| |
| 10.1 | Option Agreement dated July 15, 2010 (incorporated by reference to our Annual Report on Form 10- K filed on December 15, 2010). |
| |
| (14) | Code of Ethics |
| |
| 14.1 | Code of Ethics (incorporated by reference to our Annual Report on Form 10-KSB filed on May 9, 2008). |
| |
| (31) | Section 302 Certifications |
| |
| 31.1* | |
| |
| (32) | Section 906 Certification |
| |
| 32.1* |
* Filed herewith.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
INTERVIA INC.
| By: | /s/ Patrick Laferriere | |
| Patrick Laferriere | ||
| President, Secretary, Treasurer, Chief Financial Officer and Director | ||
| (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer) | ||
| Date: December 17, 2010 |
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