We intend to market our services through our independent resellers and affiliates, as well as directly though direct company marketing activities.
Our sales and marketing support group will be responsible for increasing the awareness of our services in the marketplace and generating meetings with prospective clients through leads, sales calls, membership in industry associations, web-based marketing, public relations activity, attendance at trade shows and participation in industry conferences and events.
Currently we have three employees which are comprised of our officers and directors. We have no other employees.
We recognize that our staff will be critical to the success of our business as a majority of our support and service efforts involve direct interaction with customers. We believe the tenure and productivity of our staff will be directly related. Attracting, hiring, training and retaining our staff are major areas of focus. We intend to pay our professionals competitive wages.
We will encounter aggressive competition in all areas of our business activities. We believe that the principal competitive factors in our business include the ability to:
We believe that we can compete effectively on all of these factors. In providing outsourcing services to U.S.-based clients, we believe the location from which services are performed is also a competitive factor. U.S. companies may use domestic providers of outsourcing services or keep additional work in-house, despite the additional cost savings available through offshore providers of these services.
The global BPO services companies with whom we compete include both offshore and U.S.-based companies. These offshore companies may be based in locations such as India, the Philippines, South America, China, Latin America, the Caribbean, Africa or Eastern Europe. We intend to position ourselves as a Philippine-based outsourcing provider, with high quality service offerings and a college-educated workforce attuned to U.S. culture, and with an emphasis on lower cost structure and revenue generation for our clients.
In customer management services, our principal competitors will include publicly traded U.S. companies IBM Global Services, PeopleSupport, Inc., Sykes Enterprises, Convergys Corporation, West Corp., WNS Global Services, Accenture, ExlService Holdings, Inc. and TeleTech Holdings. Privately held competitors include eTelecare International, ClientLogic, Qualfone and Innodata.. In addition to our direct competitors, many companies choose to perform some or all of their customer service, technical support, collections and back-office processes internally. Their employees provide these services as part of their regular business operations. Some companies have moved portions of their in-house customer management functions offshore, including to offshore affiliates. We believe our key advantage over in-house business processes is that we will give companies the opportunity to focus on their core products and services while we focus on the specialized function of managing their customer relationships, transcripti ons and captioning and additional back-office services.
Regulation
Federal, state and international laws and regulations impose a number of requirements and restrictions on our business. For example, our accounts receivable management services are subject to the Fair Debt Collection Practices Act, which imposes numerous restrictions and obligations on our debt collection practice. Additionally, many states require a debt collector to apply for, be granted and maintain a license to engage in debt collection activities within the state. There are state and federal consumer protection laws that apply to our customer management services business, such as laws limiting telephonic sales or mandating special disclosures, and laws that apply to information that may be captured, used, shared and/or retained when sales are made and/or collections are attempted. State and federal laws also impose limits on credit account interest rates and fees, and their disclosure, as well as the time frame in which judicial actions may be initiated to enforce the collection of consumer accounts. There are numerous other federal, state, local and even international laws and regulations related to, among other things, privacy, identity theft, telephonic and electronic communications, sharing and use of consumer information that apply to our business and to our employees' interactions and communications with others. For example, the Federal Trade Commission's Telemarketing Sales Rule applies a number of limitations and restrictions on our ability to make outbound calls on behalf of our clients and our ability to encourage customers to purchase higher value products and services on inbound calls. Similarly, the Telephone Consumer Protection Act of 1991, which among other things governs the use of certain automated calling technologies, applies to calls to customers. Many states also have telemarketing laws that may apply to our business, even if the call originates from outside the state. Additionally, some of the laws directed toward credit originators, such as the Truth in Lending Act and the Fair Cr edit Billing Act, can affect our operations because our receivables were originated through credit transactions. These laws, among others, may give consumers a legal cause of action against us or may limit our ability to recover amounts owed with respect to the receivables.
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Federal and state regulators are empowered to examine and take enforcement actions for violations of these laws and regulations or for practices, policies or procedures they deem non-compliant, unfair, unsafe or unsound. Moreover, lawsuits may be brought by appropriate regulatory agencies, attorneys general and private parties for non-compliance with these laws and regulations. Accordingly, a failure to comply with the laws and regulations applicable to our business could have a material adverse effect on us.
New consumer protection and privacy protection laws or regulations are likely to impose additional requirements on the enforcement of and recovery on consumer credit card or installment accounts, telephonic sales, Internet communications and other portions of our business. We cannot ensure that some of the receivables were not established as a result of identity theft or unauthorized use of credit and, accordingly, we will not be able to recover the amount of these and other defaulted consumer receivables. As a purchaser of defaulted consumer receivables, we may acquire receivables subject to legitimate defenses on the part of the consumer. In general, our account purchase contracts allow us to return to the debt seller certain defaulted consumer receivables that may not be collectible, due to these and other circumstances. Upon return, the debt sellers are required to replace the receivables with similar receivables or repurchase the receivables. These provisions limit, to some extent, our potential loss es on such accounts.
Offices
Our principal executive offices are located at 2820 W. Maple Rd. Suite 241, Troy, Michigan 48084. Our mailing address is the same. Our telephone number is (248) 430-4300. Jon Cerrito, a friend of our president, Christopher Johns allows us to use approximately 144 square feet of space at this commercial office space for our operations. Jon Cerrito does not charge us for the use of the space.
We intend to lease additional office space in the Philippines in the next 60 to 90 days.
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
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, which apply only as of the date of this registration statement. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.
We are a start-up stage corporation and have not started operations or generated or realized any revenues from our business operations.
Our auditors have issued a going concern opinion. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we initiate operations.
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To meet our need for cash we raised money from a private placement. We raised enough money to begin operations, but we cannot guarantee that once we begin operations we will stay in business after operations have commenced. If we are unable to attract enough clients to utilize our services, we may quickly use up the proceeds from our private placement and will need to find alternative sources, like a second public offering, a private placement of securities, or loans from our officers or others in order for us to maintain our operations. At the present time, we have not made any arrangements to raise additional cash.
If we need additional cash and cannot raise it we will either have to suspend operations until we do raise the cash, or cease operations entirely. We raised $130,760.50 in our private placement and believe the proceeds will allow us to operate for at least one year.
Plan of Operation
We have enough cash to satisfy our cash requirements during the next 12 months. We will not be conducting any product research or development.
Our specific goal is to profitably sell our services on our Internet website to customers. We intend to accomplish the foregoing through the following milestones:
1. | Establish our office and acquire the equipment we need to begin operations. Establishing our offices will take 30 days. We believe that it will cost $25,000 to establish our office. We do not intend to hire employees. Our officers and directors will handle our administrative duties. |
| |
2. | After our office is established, which we said should be 30 days, we intend to promote our services and hire employees as needed. |
| |
3. | As soon as we are operational, which as we have said will be approximately 90 days from setting up our office, we will begin to market our services in the United States through our website (www.SupportSave.com) and through traditional sources such as trade magazines, conventions and conferences, newspaper advertising, billboards, telephone directories and flyers / mailers. We also intend to attend trade shows and conferences. We intend to target businesses in need of our services. |
In summary, we should be in full operational in the next 60 to 90 days.
If we are unable to negotiate suitable terms with service providers to enable us to represent their companies, or if we are unable to attract clients to use our services, we may have to suspend or cease operations.
If we cannot generate sufficient revenues to continue operations, we will suspend or cease operations. If we cease operations, we do not know what we will do and we do not have any plans to do anything else.
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Limited operating history; need for additional capital
There is no historical financial information about us upon which to base an evaluation of our performance. We are in start-up stage operations and have not generated any revenues. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services.
To become profitable and competitive, we have to attract clients, sell our services and generate revenues.
Results of Operations
From Inception on May 2, 2007
Since inception, we obtained a loan from our directors to cover our start up expenses and initiate operations. The amount of the loan was $14,900.
Liquidity and Capital Resources
As of the date of this memorandum, we have yet to initiate operations or generate any revenues from our business operations.
We issued 10,000,000 shares of common stock on May 2, 2007 in consideration of $100 and we issued 1,307,603 shares of common stock in May and June, 2007 in consideration of $130,760.30
As of May 31, 2007, our total assets were $132,190 and out total liabilities were $22,900. On May 31, 2007, we had cash of $122,675.
MANAGEMENT
Officers and Directors
Each of our directors serves until his or her successor is elected and qualified. Each of our officers is elected by the board of directors to a term of one (1) year and serves until his or her successor is duly elected and qualified, or until he or she is removed from office. The board of directors has no nominating, auditing or compensation committees.
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The name, address, age and position of our present officers and directors are set forth below:
Name and Address | Age | Position(s) |
| | |
Christopher Johns #1 JL Compound White Hills, Cebu Philippines | 30 | president, principal executive officer, and a member of the board of directors |
| | |
Aina Mae Dumlao-Johns #1 JL Compound White Hills, Cebu Philippines | 22 | secretary and a member of the board of directors |
| | |
Marie Sycon Tagoc CASALS Building Apartment no. 1 Pagsabungan Mandaue City, Cebu Philippines | 36 | treasurer, principal financial officer, principal accounting officer |
Christopher Johns
Since May 2, 2007, Christopher Johns have been our President and Chief Executive Officer. From November 2004 to present Mr. Johns was involved in sales and management of SupportSave Management Solutions, a business owned by his wife, Aina Mae Dumlao-Johns. Support Save Management Solutions is engaged in the same line of business. From January 2003 to November 2004, Mr. Johns managed CallOnThe.Net and CheapTalk Phone cards which operated from Malaysia and Thailand and focused on sales of telecommunications services in developing markets in Asia, Africa and the Middle East. From early 2001 to January 2003, Mr. Johns managed an E-Commerce website from Venezuela that focused on the sales of "As Seen On TV" fitness products to the worldwide market.
Aina Mae Dumlao-Johns
Since May 2, 2007, Aina Mae Dumlao-Johns has been our secretary and a member of the board of directors. Since November 2004, Ms. Dumlao-Johns has been owner of Support Save Management Solutions, a business located in the Philippines. Support Save Management Solutions is engaged in the same business we are engaged in. From June 2001 to May 2005, Ms. Dumlao-Johns was a student at the University of the Philippines, Diliman.
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Marie Sycon Tagoc
Since May 2, 2007, Marie Sycon Tagoc has been our treasurer, principal financial officer, and principal accounting officer. From May 2004 until June 2007 of this year, Ms. Tagoc was employed by the Municipality of Pintuyan as an elected local official located in Southern Leyte. Ms. Tagoc's duties included formulating laws and ordinances for the legislative body of the said municipality. She is also the chairman of the Committee on Tourism and Ecology and is the person behind the creation of the Tourism Ordinance of the said municipality. From October 2003 to May 2004, Ms. Tagoc was doing freelancing book keeping and audit to different entities in Southern Leyte engaged in the business of cooperatives and other mid size businesses. From January 2006 to February 2007, Ms. Tagoc was the accounting supervisor with VCExchange. VCExchange is located in Nivel Hills , Lahug Cebu City and is engaged in the business of a 24/7 on line gaming. From Jan uary 2000 to October 2003, Ms. Tagoc as employed by Plan International located in Sogod, Southern Leyte as Project Coordinator.
Conflicts of Interest
There are no conflicts of interest with respect to our officers, directors, and key employees.
EXECUTIVE COMPENSATION
The following table sets forth information with respect to compensation paid by us to our officers from inception on May 2, 2007 through May 31, 2007.
Summary Compensation Table
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) |
| | | | | | | Change in | | |
| | | | | | | Pension | | |
| | | | | | | Value & | | |
| | | | | | Non- | Nonqual- | | |
| | | | | | Equity | ified | | |
| | | | | | Incentive | Deferred | All | |
| | | | | | Plan | Compen- | Other | |
| | | | Stock | Option | Compen- | sation | Compen- | |
Name and Principal | | Salary | Bonus | Awards | Awards | sation | Earnings | sation | Totals |
Position [1]
| Year
| ($)
| ($)
| ($)
| ($)
| ($)
| ($)
| ($)
| ($)
|
| | | | | | | | | |
Christopher Johns | 2007 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
President | 2006 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| 2005 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| | | | | | | | | |
Aina Mae Dumlao-Johns | 2007 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Secretary | 2006 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| 2005 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| | | | | | | | | |
Marie Sycon Tagoc | 2007 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Treasurer | 2006 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| 2005 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
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The following table sets forth information with respect to compensation paid by us to our directors during the last completed fiscal year. Our fiscal year end is May 31.
Director Compensation Table
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) |
| | | | | Change in | | |
| | | | | Pension | | |
| Fees | | | | Value and | | |
| Earned | | | Non-Equity | Nonqualified | All | |
| or | | | Incentive | Deferred | Other | |
| Paid in | Stock | Option | Plan | Compensation | Compen- | |
| Cash | Awards | Awards | Compensation | Earnings | sation | Total |
Name
| ($)
| ($)
| ($)
| ($)
| ($)
| ($)
| ($)
|
| | | | | | | |
Christopher Johns | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Aina Mae Dumlao-Johns | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
All compensation received by our officers and directors has been disclosed.
There are no stock option, retirement, pension, or profit sharing plans for the benefit of our officers and directors.
We have no plans to pay any salaries to anyone until mineralized material is discovered and we begin selling the same.
Long-Term Incentive Plan Awards
We do not have any long-term incentive plans that provide compensation intended to serve as incentive for performance.
Indemnification
Under our Articles of Incorporation and Bylaws of the corporation, we may indemnify an officer or director who is made a party to any proceeding, including a law suit, because of his position, if he acted in good faith and in a manner he reasonably believed to be in our best interest. We may advance expenses incurred in defending a proceeding. To the extent that the officer or director is successful on the merits in a proceeding as to which he is to be indemnified, we must indemnify him against all expenses incurred, including attorney's fees. With respect to a derivative action, indemnity may be made only for expenses actually and reasonably incurred in defending the proceeding, and if the officer or director is judged liable, only by a court order. The indemnification is intended to be to the fullest extent permitted by the laws of the State of Nevada.
Regarding indemnification for liabilities arising under the Securities Act of 1933, which may be permitted to directors or officers under Nevada law, we are informed that, in the opinion of the Securities and Exchange Commission, indemnification is against policy, as expressed in the Act and is, therefore, unenforceable.
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PRINCIPAL AND SELLING SHAREHOLDERS
The following table sets forth, as of the date of this prospectus, the total number of shares owned beneficially by each of our directors, officers and key employees, individually and as a group, and the present owners of 5% or more of our total outstanding shares. The stockholders listed below have direct ownership of her shares and possess sole voting and dispositive power with respect to the shares.
| Number of | |
Name and Address | Shares | Percentage of |
Beneficial Owner | Owned | Ownership |
| | |
Christopher Johns | 5,000,000 | 44.22% |
#1 JL Compound | | |
White Hills, Cebu | | |
Philippines | | |
| | |
Aina Mae Dumlao-Johns | 5,000,000 | 44.22% |
#1 JL Compound | | |
White Hills, Cebu, Philippines | | |
| | |
Marie Sycon Tagoc | 0 | 0.00% |
CASALS Building | | |
Apartment #1 | | |
Pagsabungan , Mandaue City | | |
Philippines | | |
| | |
All officers and directors as a group | | |
(3 individuals) | 10,000,000 | 88.44% |
Christopher Johns, Aina Mae Dumlao-Johns and Maire Sycon Tagoc are our only promoters.
Future sales by existing stockholders
10,000,000 shares of common stock were issued to two of our officers and directors. 5,000,000 restricted shares of common stock were issued to Christopher Johns our president and 5,000,000 shares of common stock were issued to Aina Mae Dumlao-Johns, our secretary in consideration of $100.00. The foregoing 10,000,000 shares of common stock are restricted securities, as defined in Rule 144 of the Rules and Regulations of the SEC promulgated under the Securities Act. Under Rule 144, the shares can be only sold, subject to volume restrictions and restrictions on the manner of sale, commencing one year after their acquisition.
Further, 1,307,603 shares were issued to 78 investors in our private placement. The Shares purchased in the private placement are a restricted security and may only be resold pursuant to an effective registration statement filed with the United States Securities and Exchange Commission (the "SEC") and declared effective by the SEC or pursuant to an exemption from registration. We are under no duty to register the shares of common stock sold to you or find an exemption by which you can sell your shares.
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There is no trading market for our common stock. There are no outstanding options or warrants to purchase, or securities convertible into, our common stock. There are 80 holders of record for our common stock. The record holders are two of our officers and directors who collectively own 10,000,000 restricted shares of our common stock and 78 other investors who own 1,307,603 shares of common stock. The 1,307,603 shares are being registered for resale herein.
Securities authorized for issuance under equity compensation plans.
We have no equity compensation plans.
Selling Shareholders
The following table sets forth the name of each selling shareholder, the total number of shares owned prior to the offering, the percentage of shares owned prior to the offering, the number of shares offered, and the percentage of shares owned after the offering, assuming the selling shareholder sells all of his shares and we sell the maximum number of shares.
Name of Stockholders
| Total number of shares owned prior to offering
| Percentage of shares owned prior to offering
| Number of shares being offered
| Percentage of shares owned after the offering assuming all of the shares are sold in the offering
|
Alazas, Emerald | 1,000 | 0.01% | 1,000 | 0.00% |
Alday, Augustos Bienvinido | 1,000 | 0.01% | 1,000 | 0.00% |
Andrade, Manuel | 15,000 | 0.13% | 15,000 | 0.00% |
Bader, Thomas | 2,555 | 0.02% | 2,555 | 0.00% |
Balon, Victor Paulo | 1,000 | 0.01% | 1,000 | 0.00% |
Bilayou, Tom | 1,000 | 0.01% | 1,000 | 0.00% |
Blanes, Fritz | 1,000 | 0.01% | 1,000 | 0.00% |
Brister, Laura | 1,200 | 0.01% | 1,200 | 0.00% |
Bustamante, Dante | 1,000 | 0.01% | 1,000 | 0.00% |
Cababahay, Leah Marie | 1,000 | 0.01% | 1,000 | 0.00% |
Cabellon, Anelen | 1,000 | 0.01% | 1,000 | 0.00% |
Caingles, Ma. Berzhi | 1,000 | 0.01% | 1,000 | 0.00% |
Calvaho, Carlos | 199,300 | 1.76% | 199,300 | 0.00% |
Campos, Mary Ann | 1,000 | 0.01% | 1,000 | 0.00% |
Canete, Eddil | 1,000 | 0.01% | 1,000 | 0.00% |
Cerrito, Jon S. | 10,000 | 0.09% | 10,000 | 0.00% |
Chiong, Gennet | 1,000 | 0.01% | 1,000 | 0.00% |
Cristoria,Rezeilyn | 1,000 | 0.01% | 1,000 | 0.00% |
Dabatos, Joshua | 1,000 | 0.01% | 1,000 | 0.00% |
Del Socorro, Noel | 1,000 | 0.01% | 1,000 | 0.00% |
Dumlao, Eufrosina | 9,950 | 0.09% | 9,950 | 0.00% |
Emnace, Leonel | 1,000 | 0.01% | 1,000 | 0.00% |
Escame, Ma. Katrina | 1,000 | 0.01% | 1,000 | 0.00% |
Esmeralda, Denmark | 1,000 | 0.01% | 1,000 | 0.00% |
Fitzpatrick, Gary | 20,000 | 0.18% | 20,000 | 0.00% |
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Foot, David | 9,750 | 0.09% | 9,750 | 0.00% |
Gastones, Georgie | 1,000 | 0.01% | 1,000 | 0.00% |
Godinho, Nunu | 38,515 | 0.34% | 38,515 | 0.00% |
Hormann, Stefan | 299,800 | 2.65% | 299,800 | 0.00% |
Hunt, George | 10,000 | 0.09% | 10,000 | 0.00% |
Hyung, Hyung nam | 12,470 | 0.11% | 12,470 | 0.00% |
Jabines, Marian Rose | 1,000 | 0.01% | 1,000 | 0.00% |
Jabinez, Jonalyn | 1,000 | 0.01% | 1,000 | 0.00% |
King, Trajan | 1,000 | 0.01% | 1,000 | 0.00% |
Laiche, Richard | 8,000 | 0.07% | 8,000 | 0.00% |
Lake, James | 700 | 0.01% | 700 | 0.00% |
Laxina, Gilbert | 1,000 | 0.01% | 1,000 | 0.00% |
Layam, Jake Lourell | 1,000 | 0.01% | 1,000 | 0.00% |
Lebre, Albano | 38,485 | 0.34% | 38,485 | 0.00% |
Lo, Marjolyn | 1,000 | 0.01% | 1,000 | 0.00% |
Lumayag, Ginelee Marie | 1,000 | 0.01% | 1,000 | 0.00% |
Mendiola, Tristan | 1,000 | 0.01% | 1,000 | 0.00% |
Merenda, Olivier | 101,000 | 0.89% | 101,000 | 0.00% |
Miro, Edmund | 1,000 | 0.01% | 1,000 | 0.00% |
Montehermoso, Reuben | 1,000 | 0.01% | 1,000 | 0.00% |
Napolitano, Nadine | 3,000 | 0.03% | 3,000 | 0.00% |
Osborne, Mike | 1,000 | 0.01% | 1,000 | 0.00% |
Ouni, Zied | 2,500 | 0.02% | 2,500 | 0.00% |
Paradiang, Deo Carlo | 1,000 | 0.01% | 1,000 | 0.00% |
Posadas, Angelo | 1,000 | 0.01% | 1,000 | 0.00% |
Redillas, Lyndi | 1,000 | 0.01% | 1,000 | 0.00% |
Remedio, Xavier Allan | 1,000 | 0.01% | 1,000 | 0.00% |
Rodriguez, Cecille | 1,000 | 0.01% | 1,000 | 0.00% |
Rosaroso, Olivia | 1,000 | 0.01% | 1,000 | 0.00% |
Rosenthal, Samuel | 105,000 | 0.93% | 105,000 | 0.00% |
Rousan, Yassir | 10,000 | 0.09% | 10,000 | 0.00% |
Salwani, Sunil | 159,563 | 1.41% | 159,563 | 0.00% |
Sarona , Rogelie | 1,000 | 0.01% | 1,000 | 0.00% |
Saycon, Rigette Ric | 1,000 | 0.01% | 1,000 | 0.00% |
Saycon, Richard Ryan | 1,000 | 0.01% | 1,000 | 0.00% |
Sebring, Bryan | 5,000 | 0.04% | 5,000 | 0.00% |
Sering, Michael | 1,000 | 0.01% | 1,000 | 0.00% |
Silvestrece, Sindy Syleste | 1,000 | 0.01% | 1,000 | 0.00% |
Smith, Charlene | 10,000 | 0.09% | 10,000 | 0.00% |
Sova, Matthew | 100,000 | 0.88% | 100,000 | 0.00% |
Sy, Christine | 1,000 | 0.01% | 1,000 | 0.00% |
Tagoc, Marie | 1,000 | 0.01% | 1,000 | 0.00% |
Teamlend Financial, Inc. [1] | 10,000 | 0.09% | 10,000 | 0.00% |
Thorpe, Holland | 2,000 | 0.02% | 2,000 | 0.00% |
Tudtud, Rio Josef | 1,000 | 0.01% | 1,000 | 0.00% |
Uy, Richard | 1,000 | 0.01% | 1,000 | 0.00% |
Van Erp, Stephan | 25,815 | 0.23% | 25,815 | 0.00% |
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Vencilao, Vince | 1,000 | 0.01% | 1,000 | 0.00% |
Viacrusis,Lani | 1,000 | 0.01% | 1,000 | 0.00% |
Waikasas, James | 40,000 | 0.35% | 40,000 | 0.00% |
White, Beatrice | 1,000 | 0.01% | 1,000 | 0.00% |
Witman, Timothy | 5,000 | 0.04% | 5,000 | 0.00% |
Witman. Filippa | 5,000
| 0.04%
| 5,000
| 0.00%
|
| 1,307,603
| 11.56%
| 1,307,603
| 0.00%
|
[1] Kelly Grey exercises share voting and/or dispositive powers with respect to Teamlend Financial, Inc.
None of the selling shareholders has, or has had within the past three years, any position, office, or other material relationship with us or any of our predecessors or affiliates.
None of the selling shareholders is a broker-dealer or an affiliate of a broker dealer.
We issued 977,903 shares of common stock as restricted securities pursuant to Reg. S of the Securities Act of 1933 in that all of the sales took place outside the United States of America with non-US persons. We also issued 329,700 shares of common stock pursuant to the exemption from registration contained in Reg. 506 of the Securities Act of 1933.
The following is a summary of the issuances of all shares:
a) | In May 2007, we issued 10,000,000 shares of common stock to Christopher S. Johns and his wife, Aina Mae Dumlao-Johns our directors in consideration of $0.00001 per share or a total of $100. The shares were issued pursuant to the exemption from registration contained in Section 4(2) of the Securities Act of 1933. |
| |
b) | In May 2007, we issued 1,307,603 shares of common stock to seventy-eight individuals in consideration of $0.10 per share or a total of $130,760.30. The 1,307,603 shares so issued are being registered in this offering. |
Future Sales of Shares
A total of 11,307,603 shares of common stock are issued and outstanding. Of the 11,307,603 shares outstanding, all are restricted securities as defined in Rule 144 of the Securities Act of 1933. 1,307,603 are being offered for sale by the selling shareholders in this offering.
Shares purchased in this offering, which will be immediately resalable without restriction of any kind.
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DESCRIPTION OF SECURITIES
Common Stock
Our authorized capital stock consists of 100,000,000 shares of common stock, no par value per share. The holders of our common stock:
* | have equal ratable rights to dividends from funds legally available if and when declared by our board of directors; |
* | are entitled to share ratably in all of our assets available for distribution to holders of common stock upon liquidation, dissolution or winding up of our affairs; |
* | do not have preemptive, subscription or conversion rights and there are no redemption or sinking fund provisions or rights; and |
* | are entitled to one non-cumulative vote per share on all matters on which stockholders may vote. |
All shares of common stock now outstanding are fully paid for and non-assessable and all shares of common stock which are the subject of this private placement, when issued, be fully paid for and non-assessable. We refer you to our Articles of Incorporation, Bylaws and the applicable statutes of the state of Nevada for a more complete description of the rights and liabilities of holders of our securities. All material terms of our common stock have been addressed in this section.
Non-cumulative voting
Holders of shares of our common stock do not have cumulative voting rights, which means that the holders of more than 50% of the outstanding shares, voting for the election of directors, can elect all of the directors to be elected, if they so choose, and, in that event, the holders of the remaining shares not be able to elect any of our directors. Two of our directors own 88.44% of our outstanding shares.
Cash dividends
As of the date of this prospectus, we have not paid any cash dividends to stockholders. The declaration of any future cash dividend be at the discretion of our board of directors and depend upon our earnings, if any, our capital requirements and financial position, our general economic conditions, and other pertinent conditions. It is our present intention not to pay any cash dividends in the foreseeable future, but rather to reinvest earnings, if any, in our business operations.
Preferred stock
We are authorized to issue 100,000,000 shares of preferred, $0.00001 par value of per share. The terms of the preferred shares is at the discretion of the board of directors. Currently no preferred shares are issued and outstanding.
Stock transfer agent
We intend to hire Pacific Stock Transfer Company, 500 E. Warm Springs Road, Suite 240, Las Vegas, Nevada 89119, telephone 702-361-3033 as our stock transfer agent.
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General
There are no other securities authorized in our articles of incorporation.
CERTAIN TRANSACTIONS
On May 2, 2007, we issued 5,000,000 restricted shares of common stock to Christopher Johns our president and 5,000,000 shares of common stock to Aina Mae Dumlao-Johns, our secretary in consideration of $100.00. The shares were issued pursuant to the exemption from registration contained in Section 4(2) of the Securities Act of 1933. Mr. Johns and Ms. Dumlao-Johns are husband and wife and were furnished with all of the information which is contained in a registration statement and are sophisticated investors. No commission was paid to anyone in connection with the sale of shares to Mr. Johns and Ms. Dumlao-Johns.
Jon Cerrito, a friend of our president, Christopher Johns allows us to use approximately 144 square feet of commercial office space for our operations. Jon Cerrito does not charge us for the use of the space.
LITIGATION
We are not a party to any pending litigation and none is contemplated or threatened.
EXPERTS
Our financial statements for the period from inception to May 31, 2007, included in this prospectus have been audited by Ronald N. Silberstein, C.P.A., P.L.L.C., 30201 Orchard Lake Road, Suite 150, Farmington HIlls, Michigan 48334, as set forth in its report included in this prospectus. Its report is given upon its authority as an expert in accounting and auditing.
LEGAL MATTERS
Conrad C. Lysiak, Attorney at Law, 601 West First Avenue, Suite 903, Spokane, Washington 99201, telephone (509) 624-1475 has acted as our legal counsel.
FINANCIAL STATEMENTS
Our fiscal year end is May 31. We will provide audited financial statements to our stockholders on an annual basis; the statements will be audited by a firm of Certified Public Accountants.
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Audited financial statements for May 2, 2007 (inception) to May 31, 2007 immediately follow:
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | F-1 |
| Balance Sheet | F-2 |
| Statement of Operations | F-3 |
| Statement of Stockholders' Equity | F-4 |
| Statement of Cash Flows | F-5 |
NOTES TO FINANCIAL STATEMENTS | F-6 |
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RONALD N. SILBERSTEIN, C.P.A., P.L.L.C.
30201 ORCHARD LAKE ROAD, SUITE 150
FARMINGTON HILLS, MICHIGAN 48334
TEL: (248) 330-6226 * FAX: (248) 479-0578
www.ronscpa.com
____________________________________________
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors of
SupportSave Solutions, Inc.
Troy, Michigan
We have audited the accompanying balance sheet of SupportSave Solutions, Inc. as of May 31, 2007, and the related statements of operations, stockholders' equity, and cash flows for May 2, 2007 (date of inception) through May 31, 2007. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company has determined that it is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by ma nagement, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of SupportSave Solutions, Inc. as of May 31, 2007, and the results of its operations and cash flows for the period from May 2, 2007 (date of inception) through May 31, 2007, in conformity with U.S. generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 5 to the financial statements, the Company has limited working capital, and has not yet received revenue from sales of its products and services, and has not yet commenced business operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. Management's plans with regard to these matters are described in Note 5. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.
/s/RONALD N. SILBERSTEIN, CPA, PLLC
Ronald N. Silberstein, CPA, PLLC
Farmington Hills, Michigan
June 14, 2007
F-1
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SUPPORTSAVE SOLUTIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
As of May 31, 2007
| | |
ASSETS | | |
| | |
Current Assets | | |
Cash | $ | 122,675 |
Stock subscriptions receivable | | 7,415 |
Prepaid expenses | | 2,100
|
| | |
TOTAL ASSETS | $ | 132,190
|
| | |
LIABILITIES AND STOCKHOLDERS' EQUITY | | |
| | |
Current Liabilities | | |
Accrued expenses | $ | 5,000 |
Loan payable - officer | | 17,900
|
Total Liabilities | | 22,900
|
| | |
Stockholders' Equity | | |
Common stock, $.00001 par value, 100,000,000 shares authorized, 11,307,603 shares issued and outstanding | | 113
|
Preferred stock, $.00001 par value, 100,000,000 shares authorized, shares issued and outstanding | | -0-
|
Additional paid-in capital | | 130,762 |
Deficit accumulated in the development stage | | (21,585)
|
Total Stockholders' Equity | | 109,290
|
| | |
| | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 132,190
|
| | |
| | |
See accompanying notes to financial statements.
F-2
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SUPPORTSAVE SOLUTIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
Period from May 2, 2007(Inception) to May 31, 2007
| | | |
Revenues | | $ | -0- |
| | | |
General and Administrative Expenses | | | 21,585
|
| | | |
Net Loss | | $ | (21,585)
|
| | | |
Net loss per share: | | | |
Basic and diluted | | $ | (0.00)
|
| | | |
Weighted average shares outstanding: | | | |
Basic and diluted | | | 10,233,306
|
See accompanying notes to financial statements.
F-3
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SUPPORTSAVE SOLUTIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY
Period from May 2, 2007(Inception) to May 31, 2007
| | Preferred stock | | Common stock | | Additional paid-in capital
| | (Deficit) accumulated during the development stage
| | Stockholders' equity
|
| | Shares
| | Amount
| | Shares
| | Amount
| |
| | | | | | | | | | | | | | | | | |
BALANCE AT INCEPTION | | | -
| | $ | -
| | | -
| | $ | -
| | $ | -
| | $ | -
| | $ | -
|
Issuance of common stock at $0.0001 | | | | | | - | | | - | | | 11,307,603 | | | 113 | | | 130,762 | | | - | | | 130,875 |
Net loss | | | -
| | | -
| | | -
| | | -
| | | -
| | | (21,585
| ) | | (21,585)
|
BALANCE AT MAY 31, 2007 | | | | -
| | | $ | -
| | | 11,307,603
| | $ | 113
| | $ | 130,762
| | $ | (21,585
| ) | $ | 109,290
|
See accompanying notes to financial statements.
F-4
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SUPPORTSAVE SOLUTIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
Period from May 2, 2007(Inception) to May 31, 2007
| | | |
CASH FLOWS FROM OPERATING ACTIVITIES | | | |
Net loss | | $ | (21,585) |
Change in non-cash working capital items Stock subscriptions receivable | | | (7,415) |
Prepaid expenses | | | (2,100) |
Accrued expenses | | | 5,000
|
CASH FLOWS USED BY OPERATING ACTIVITIES | | $ | (26,100)
|
CASH FLOWS FROM FINANCING ACTIVITIES | | | |
Sales of common stock | | | 130,875 |
Proceeds from officer loans | | | 17,900
|
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES | | | 148,775
|
NET INCREASE IN CASH | | | 122,675 |
| | | |
CASH, BEGINNING OF PERIOD | | | -0-
|
CASH, END OF PERIOD | | $ | 122,675
|
| | | |
SUPPLEMENTAL CASH FLOW INFORMATION | | | |
Interest paid | | $ | -0-
|
Income taxes paid | | $ | -0-
|
| | | |
See accompanying notes to financial statements.
F-5
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SUPPORTSAVE SOLUTIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
May 31, 2007
NOTE 1 - SUMMARY OF ACCOUNTING POLICIES
Nature of Business
SupportSave Solutions, Inc. ("SupportSave") is a development stage company and was incorporated in Nevada on May 2, 2007. The Company plans to provide offshore business process outsourcing, or BPO, services from outsourcing centers in the Philippines. SupportSave operates out of administrative office space in Troy, Michigan provided by a friend of an officer of the Company. The facilities are provided at no charge. There can be no assurances that the facilities will continue to be provided at no charge in the future.
Development Stage Company
The accompanying financial statements have been prepared in accordance with the Statement of Financial Accounting Standards No. 7 "Accounting and Reporting by Development-Stage Enterprises". A development-stage enterprise is one in which planned principal operations have not commenced or if its operations have commenced, there has been no significant revenues there from.
Cash and Cash Equivalents
SupportSave considers all highly liquid investments with maturities of three months or less to be cash equivalents. At May 31, 2007 the Company had $122,675 of cash.
Fair Value of Financial Instruments
SupportSave's financial instruments will consist of cash and cash equivalents. The carrying amount of these financial instruments will approximate fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.
Income Taxes
Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. As the Company was incorporated on the date of the attached financial statement and had not yet commenced operations, there is not yet a deferred tax asset or liability.
F-6
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SUPPORTSAVE SOLUTIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
May 31, 2007
NOTE 1 - SUMMARY OF ACCOUNTING POLICIES (continued)
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles 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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Recent Accounting Pronouncements
SupportSave does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position or cash flow.
NOTE 2 - PREPAID EXPENSES
Prepaid expenses at May 31, 2007 consisted of an advance retainer paid to the Company's independent auditor for services to be rendered for periods after the balance sheet date.
NOTE 3 - ACCRUED EXPENSES
Accrued expenses at May 31, 2007 consisted of amounts owed for legal services rendered prior to the balance sheet date.
NOTE 4 - LOAN PAYABLE- OFFICER
The Company borrowed $14,900 from an officer and shareholder on May 2, 2007. The note is non-interest bearing, due on demand, and is unsecured.
NOTE 5 - LIQUIDITY AND GOING CONCERN
SupportSave has limited working capital, has not yet received revenues from sales of products or services, and has not yet commenced business operations. These factors create substantial doubt about the Company' s ability to continue as a going concern. The financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern.
The ability of SupportSave to continue as a going concern is dependent on the Company generating cash from the sale of its common stock and/or obtaining debt financing and attaining future profitable operations. Management's plans include selling its equity securities and obtaining debt financing to fund its capital requirement and ongoing operations; however, there can be no assurance the Company will be successful in these efforts.
F-7
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Until _______________, 2007, ninety days after the date of this prospectus, all dealers effecting transactions in our registered securities, whether or not participating in this distribution, may be required to deliver a prospectus. This is in addition to the obligation of dealers to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions.
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PART II. INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM 24. INDEMNIFICATION OF DIRECTORS AND OFFICERS.
The only statute, charter provision, bylaw, contract, or other arrangement under which any controlling person, director or officer of the registrant is insured or indemnified in any manner against any liability which he may incur in his capacity as such, is as follows:
| 1. | Article XII of the Articles of Incorporation of the company, filed as Exhibit 3.1 to our Form SB-2 registration statement. |
| 2. | Article X of the Bylaws of the company, filed as Exhibit 3.2 to our Form SB-2 registration statement. |
| 3. | Nevada Revised Statutes, Chapter 78. |
The general effect of the foregoing is to indemnify a control person, officer or director from liability, thereby making the company responsible for any expenses or damages incurred by such control person, officer or director in any action brought against them based on their conduct in such capacity, provided they did not engage in fraud or criminal activity.
ITEM 25. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION.
The estimated expenses of the offering, all of which are to be paid by the registrant, are as follows:
SEC Registration Fee | $ | 4.02 |
Printing Expenses | $ | 1,000.00 |
Accounting/Administrative Fees and Expenses | $ | 12,995.98 |
Blue Sky Fees/Expenses | $ | 0.00 |
Legal Fees/ Expenses | $ | 15,000.00 |
Escrow fees/Expenses | $ | 0.00 |
Transfer Agent Fees | $ | 1,000.00 |
Miscellaneous Expenses
| $
| 0.00
|
TOTAL
| $
| 30,000.00
|
ITEM 26. RECENT SALES OF UNREGISTERED SECURITIES.
Since inception, the registrant has sold the following securities which were not registered under the Securities Act of 1933, as amended.
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a) | In May 2007, we issued 10,000,000,000 shares of common stock to Mr. Christopher S. Johns and Aina Mae Dumlao-Johns, husband and wife in consideration of $0.00001 per share or a total of $100.00. The shares were issued pursuant to the exemption from registration contained in Section 4(2) of the Securities Act of 1933. All parties were sophisticated investors and were given the same information that could be found in Part I of a Form SB-2 registration statement. No form of general advertising was used by us and no commission was paid to anyone in connection with the sale of the securities. |
| |
b) | In June 2007, we issued 977,903 shares of common stock to 59 individuals in consideration of $0.10 per share or a total of $97,790.30 We issued the foregoing 977,903 shares of common stock as restricted securities pursuant to the exemption from registration contained in Regulation S of the Securities Act of 1933 in that all of the sales took place outside the United States of America with non-US persons. |
| |
c) | In June 2007 we completed a private placement of 329,700 shares of common stock to 26investors in consideration of $32,970.00. The shares were issued as restricted securities pursuant to the exemption from registration contained in Regulation 506 of the Securities Act of 1933 in that a Form D was filed with the Securities and Exchange Commission; an offering memorandum was delivered to each purchaser; each purchaser was solicited by Christopher S. Johns, our president; each purchaser executed a subscription agreement; and, each purchaser had a preexisting relationship with us. To our knowledge there are no connections, relationships or arrangements between them and any other entities other than as described herein. |
ITEM 27. EXHIBITS.
The following exhibits are filed with this Form SB-2 registration statement:
Exhibit No. | Document Description |
| |
3.1 | Articles of Incorporation |
3.2 | Bylaws |
4.1 | Specimen Stock Certificate |
5.1 | Opinion of Conrad C. Lysiak, Attorney at Law |
23.1 | Consent of Ronald N. Silberstein, C.P.A., P.L.L.C. |
23.2 | Consent of Conrad C. Lysiak, Attorney at Law |
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ITEM 28. UNDERTAKINGS.
We hereby undertake:
(1) | To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement: |
|
| (i) | To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933; |
|
| (ii) | To reflect in the prospectus any facts or events arising after the effective date of the Registration Statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information in the Registration Statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20 percent change in the maximum aggregate offering price set forth in the "Calculation of Registration Fee" table in the effective Registration Statement; and |
|
| (iii) | To include any additional or changed material information on the plan of distribution. |
|
(2) | That, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time to be the initial bona fide offering thereof. |
|
(3) | To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering. |
|
(4) | Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, we have been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, we will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue. |
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(5) | For determining any liability under the Securities Act of 1933: |
|
| (i) | we shall treat the information omitted from the form of prospectus filed as part of this registration statement in reliance upon Rule 430A and contained in a form of prospectus filed by us under Rule 424(b)(1), or (4) or 497(h) under the Securities Act as part of this registration statement as of the time the Commission declared it effective. For determining any liability under the Securities Act of 1933, we shall treat each post-effective amendment that contains a form of prospectus as a new registration statement for the securities offered in the registration statement, and that offering of the securities at that time as the initial bona fide offering of those securities. |
|
| (ii) | we shall treat each prospectus filed by us pursuant to Rule 424(b)(3) as part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement. Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5), or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (vii), or (x) for the purpose of providing the information required by section 10(a) of the Securities Act shall be deemed to be part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in the prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registra tion statement to which that prospectus relates, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date; or |
|
| (iii) | we shall treat each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use. |
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing of this Form SB-2 Registration Statement and has duly caused this Form SB-2 Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Cebu City, Philippines, on this 18TH day of June 2007.
| | SUPPORTSAVE SOLUTIONS, INC. |
| | |
| BY: | CHRISTOPHER S. JOHNS |
| | Christopher S. Johns, President and Principal |
| | Executive Officer. |
| | |
| BY: | MARIE SAYCON TAGOC |
| | Marie Saycon Tagoc, Treasurer, Principal |
| | Financial Officer and Principal Accounting |
| | Officer |
KNOW ALL MEN BY THESE PRESENT, that each person whose signature appears below constitutes and appoints Christopher S. Johns, as true and lawful attorney-in-fact and agent, with full power of substitution, for his and in his name, place and stead, in any and all capacities, to sign any and all amendment (including post-effective amendments) to this registration statement, and to file the same, therewith, with the Securities and Exchange Commission, and to make any and all state securities law or blue sky filings, granting unto said attorney-in-fact and agent, full power and authority to do and perform each and every act and thing requisite or necessary to be done in about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying the confirming all that said attorney-in-fact and agent, or any substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Form SB-2 Registration Statement has been signed by the following persons in the capacities and on the dates indicated:
Signature | Title | Date |
| | |
CHRISTOPHER S. JOHNS | President, Principal Executive Officer, and a | June 18, 2007 |
Christopher S. Johns | member of the Board of Directors | |
| | |
AINA MAE DUMLAO-JOHNS | Secretary and a member of the Board of Directors | June 18, 2007 |
Aina Mae Dumlao-Johns | | |
| | |
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