UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
[X] | Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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| For the quarterly period ended August 31, 2008 |
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[ ] | Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 |
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| For the transition period __________ to __________ |
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| Commission File Number: 333-145910 |
Bold View Resources, Inc.
(Exact name of small business issuer as specified in its charter)
Nevada | 20-8584329 |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
800 N. Rainbow Blvd. Las Vegas, NV 89107 |
(Address of principal executive offices) |
(702) 948-5023 |
(Issuer’s telephone number) |
_______________________________________________________________ |
(Former name, former address and former fiscal year, if changed since last report) |
Check whether the issuer (1) 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 issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days [X] Yes [ ] No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
[ ] Large accelerated filer Accelerated filer | [ ] Non-accelerated filer |
[X] Smaller reporting company | |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [X] Yes [ ] No
State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 2,230,000 common shares as of August 31, 2008.
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PART I – FINANCIAL INFORMATION |
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PART II – OTHER INFORMATION |
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Our unaudited financial statements included in this Form 10-Q are as follows: |
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These unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the interim period ended August 31, 2008 are not necessarily indicative of the results that can be expected for the full year.
BOLD VIEW RESOURCES, INC. (An Exploration Stage Company)
ASSETS | | | |
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CURRENT ASSETS | | | |
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Cash | $ | 439 | | $ | 705 |
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Total Current Assets | | 439 | | | 705 |
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TOTAL ASSETS | $ | 439 | | $ | 705 |
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LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | | | | | |
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CURRENT LIABILITIES | | | | | |
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Accounts payable | $ | 10,294 | | $ | 4,813 |
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Total Current Liabilities | | 10,294 | | | 4,813 |
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STOCKHOLDERS' EQUITY (DEFICIT) | | | | | |
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Common stock; 50,000,000 shares authorized, at $0.001 par value, 2,230,000 shares issued and outstanding | | 2,230 | | | 2,230 |
Additional paid-in capital | | 35,770 | | | 35,770 |
Deficit accumulated during the exploration stage | | (47,855) | | | (42,108) |
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Total Stockholders' Equity (Deficit) | | (9,855) | | | (4,108) |
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFCIT) | $ | 439 | | $ | 705 |
The accompanying notes are an integral part of these financial statements.
BOLD VIEW RESOURCES, INC. (An Exploration Stage Company)Statements of Operations(unaudited)
| For the Three Months Ended August 31, 2008 | | For the Three Months Ended August 31, 2007 | | From Inception on January 30, 2007 Through August 31, 2008 |
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REVENUES | $ | - | | $ | - | | $ | - |
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OPERATING EXPENSES | | | | | | | | |
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Mining exploration | | - | | | 9,440 | | | 9,440 |
General and administrative | | 5,747 | | | 13,887 | | | 38,415 |
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Total Expenses | | 5,747 | | | 23,327 | | | 47,855 |
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LOSS FROM OPERATIONS | | (5,747) | | | (23,327) | | | (47,855) |
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INCOME TAX EXPENSE | | - | | | - | | | - |
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NET LOSS | $ | (5,747) | | $ | (23,327) | | $ | (47,855) |
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BASIC LOSS PER COMMON SHARE | $ | (0.00) | | $ | (0.01) | | | |
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WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING | | 2,230,000 | | | 2,230,000 | | | |
The accompanying notes are an integral part of these financial statements.
BOLD VIEW RESOURCES, INC. (An Exploration Stage Company)
Statements of Stockholders' Equity (Deficit)
| Common Stock | | | | | | |
| Shares | | Amount | | Capital | | Stage | | (Deficit) |
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Balance at inception on January 30, 2007 | | - | | $ | - | | $ | - | | $ | - | | $ | - |
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Issuance of Common Stock in February 2007 for cash at $0.001 per share | | 1,500,000 | | | 1,500 | | | - | | | - | | | 1,500 |
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Issuance of Common Stock in March 2007 for cash at $0.05 per share | | 340,000 | | | 340 | | | 16,660 | | | - | | | 17,000 |
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Issuance of Common Stock in April 2007 for cash at $0.05 per share | | 390,000 | | | 390 | | | 19,110 | | | - | | | 19,500 |
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Net loss since inception through May 31, 2007 | | - | | | - | | | - | | | (7,731) | | | (7,731) |
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Balance, May 31, 2007 | | 2,230,000 | | | 2,230 | | | 35,770 | | | (7,731) | | | 30,269 |
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Net loss for the year ended May 31, 2008 | | - | | | - | | | - | | | (34,377) | | | (34,377) |
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Balance, May 31, 2008 | | 2,230,000 | | | 2,230 | | | 35,770 | | | (42,108) | | | (4,108) |
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Net loss for the three months ended ended August 31, 2008 | | - | | | - | | | - | | | (5,747) | | | (5,747) |
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Balance, August 31, 2008 | | 2,230,000 | | $ | 2,230 | | $ | 35,770 | | $ | (47,855) | | $ | (9,855) |
The accompanying notes are an integral part of these financial statements.
BOLD VIEW RESOURCES, INC. (An Exploration Stage Company)
| | For the Three Months Ended August 31, 2008 | | For the Three Months Ended August 31, 2007 | | From Inception on January 30, 2007 Through August 31, 2008 |
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OPERATING ACTIVITIES | | | | | | |
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Net loss | | $ | (5,747) | | $ | (23,327) | | $ | (47,855) |
Adjustments to reconcile net income to net cash provided by operations: | | | | | | | | | |
Common stock issued for services | | | - | | | - | | | - |
Changes in operating assets and liabilities: | | | | | | | | | |
Accounts Payable | | | 5,481 | | | (6,700) | | | 10,294 |
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Net Cash Used by Operating Activities | | | (266) | | | (30,027) | | | (37,561) |
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INVESTING ACTIVITIES | | | - | | | - | | | - |
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FINANCING ACTIVITIES | | | | | | | | | |
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Proceeds from issuance of common stock | | | - | | | - | | | 38,000 |
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Net Cash Provided by Financing Activities | | | - | | | - | | | 38,000 |
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NET DECREASE IN CASH | | | (266) | | | (30,027) | | | 439 |
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CASH AT BEGINNING OF PERIOD | | | 705 | | | 37,693 | | | - |
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CASH AT END OF PERIOD | | $ | 439 | | $ | 7,666 | | $ | 439 |
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SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | | | | | | | | | |
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CASH PAID FOR: | | | | | | | | | |
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Interest | | $ | - | | $ | - | | $ | - |
Income Taxes | | $ | - | | $ | - | | $ | - |
The accompanying notes are an integral part of these financial statements.
BOLD VIEW RESOURCES, INC. (An Exploration Stage Company)
Notes to the Financial Statements
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at August 31, 2008 and for all periods presented have been made.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's May 31, 2008 audited financial statements. The results of operations for the periods ended August 31, 2008 and 2007 are not necessarily indicative of the operating results for the full years.
NOTE 2 - GOING CONCERN
The Company’s financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has had no revenues and has generated losses from operations.
In order to continue as a going concern and achieve a profitable level of operations, the Company will need, among other things, additional capital resources and to develop a consistent source of revenues. Management’s plans include of investing in and developing all types of businesses related to the mineral exploration and development industry.
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and to eventually attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.
Overview
We are an exploration stage company that intends to engage in the exploration of mineral properties. We were incorporated on January 30, 2007, under the laws of the State of Nevada. On January 31, 2007, we acquired an option to purchase a 100% interest in the Cupro mineral claims, located in the New Westminster Mining Division of the Province of British Columbia. Exploration of the Cupro mineral claims is required before a final determination as to their viability can be made. Our option on this property is currently unexercised. In the event that we do not exercise our option, we will have no interest in the Cupro mineral claims and will not be entitled to receive back any monies spent to maintain the option.
Plan of Operation
Our plan of operations is to proceed with the exploration of the Cupro mineral claims to determine whether there are commercially exploitable reserves of copper, zinc, molybdenum, and other metallic minerals. We have entered into a Mining Option Agreement regarding the Cupro mineral claims and intend to proceed with the initial exploration program as recommended by our consulting geologist.
Our total expenditures over the next twelve months, excluding costs associated with being a public company, are anticipated to be approximately $74,313 as we undertake Phase I exploration. Specifically, we expect to incur approximately $60,000 in connection with the commencement of Phase I of our recommended geological work program. We will also expend C$15,000 in connection with the Option Agreement and monies due to Mr. Howell prior to December 31, 2008, or approximately $14,313. We have no working capital to cover our anticipated expenditures in the next twelve months. However, we plan to raise equity financing in the amount of $125,000 to $150,000, and that should be enough to cover the approximately $74,313 in anticipated expenditures in the next twelve months. Any remaining monies will be carried forward to complete Phase I and begin Phase II. Because of the uncertainties inherent in foreign currency exchange rates, there are uncertainties in our operational costs. Our accounting is in US$ while our Option Agreement payments and other expenses generally require payment in CAN$.
Some geological and geochemical work has been performed under Phase 1 of our exploration program. The work was performed by our consulting geologist, Mr. David Bridge, for a total cost of $17,000. We paid $9,440 in exploration expenses for the year, and the balance is outstanding. Mr. Bridge performed the work in August 2007, and assays and reports were completed in November 2007. However, we have not yet had a chance to go over them with Mr. Bridge, as he has been unavailable in the field on another project. As such, we have not been able to determine the impact of his work or the viability of exploitable resources on our claims.
We plan to review Mr. Bridge’s report and continue our work on Phase 1 of our exploration program. Once we receive the analysis of our Phase I exploration program, our board of directors, in consultation with our consulting geologist will assess whether to proceed with further exploration. In making this determination to proceed with a further exploration program, we will make an assessment as to whether the results of the Phase I exploration program are sufficiently positive to enable us to proceed. This assessment will include an evaluation of our cash reserves after the completion of the initial exploration, the price of minerals, and the market for the financing of mineral exploration projects at the time of our assessment.
In the event the results of our initial exploration program prove not to be sufficiently positive to proceed with further exploration on the Cupro mineral claims, we intend to seek out and acquire interests in other North American mineral exploration properties, which, in the opinion of our consulting geologist, offer attractive mineral exploration opportunities. If we are unable locate and acquire such prospects, we may be forced to seek other business opportunities. Presently, we have not given any consideration to the acquisition of other exploration properties because we have only recently commenced our initial exploration program and have not received any results.
In the event our Phase II mineral exploration program is undertaken, it would likely result in significantly more geological data than Phase I because much of the infrastructure constructed in Phase I will still be available during Phase II exploration.
In the event our board of directors, in consultation with our consulting geologist, chooses to complete the Phase I and Phase II mineral exploration programs, we will require additional financing. The objective of the Phase I work is to identify areas that have a strong likelihood of hosting mineral deposits that can be explored further during Phase II. The objective of Phase II work is to commence diamond drilling in areas identified in Phase I to obtain core samples for geochemical analysis.
Upon the completion of the first two exploration phases, or any additional programs, which are successful in identifying mineral deposits, we will have to spend substantial funds on further drilling and engineering studies before we know that we have discovered a mineral reserve. A mineral reserve is a commercially viable mineral deposit.
Purchase of Significant Equipment
We do not intend to purchase any significant equipment over the next twelve months.
Employees
We have no employees other than our president and CEO, Mr. Howie, and our Secretary and Treasurer, Mrs. Zimmerman. We conduct our business largely through agreements with consultants and other independent third party vendors.
Research and Development
We will not be conducting any product research or development during the next 12 months.
Results of Operations for the three months ended August 31, 2008 and 2007, and the period from Inception (January 30, 2007) to August 31, 2008
We did not earn any revenues from inception through the period ending August 31, 2008. We do not anticipate earning revenues until such time that we are able to locate and exploit commercial reserves of copper, zinc, molybdenum, and other metallic minerals. We are presently in the exploration stage of our business and we can provide no assurance that we will discover commercially exploitable levels of mineral resources on the Cupro mineral properties, or if such resources are discovered, that we will enter into commercial production.
We incurred operating expenses in the amount of $5,747 for the three months ended August 31, 2008, compared with $23,327 for the three months ended August 31, 2007. The operating expenses for the three months ended August 31, 2008 consisted entirely of general and administrative expenses. The operating expenses for the three months ended August 31, 2007 included general and administrative expenses in the amount of $13,887 and mining exploration expenses in the amount of $9,440.
We incurred operating expenses in the amount of $47,855 from our inception on January 30, 2007 to August 31, 2008. The operating expenses for the period from inception to August 31, 2008 consisted of general and administrative expenses in the amount of $38,415 and mining exploration expenses in the amount of $9,440.
We anticipate our operating expenses will increase as we undertake our plan of operations. The increase will be attributable to undertaking the additional phases of our geological exploration program and the professional fees associated with our becoming a reporting company under the Securities Exchange Act of 1934.
We incurred a net loss of $5,747 for the three months ended August 31, 2008 and $23,327 for the three months ended August 31, 2007. We incurred a net loss of $47,855 from our inception on January 30, 2007 through period ending August 31, 2008. Our losses for all periods are attributable to operating expenses and our lack of revenue.
Liquidity and Capital Resources
We had cash of $439 as our only current asset as of August 31, 2008. We had current liabilities of $10,294 as of August 31, 2008. We therefore had a working capital deficit of $9,885 as of August 31, 2008.
We have not attained profitable operations and are dependent upon obtaining financing to pursue exploration activities. For these reasons our auditors stated in their report that they have substantial doubt we will be able to continue as a going concern.
Off Balance Sheet Arrangements
As of August 31, 2008, there were no off balance sheet arrangements.
Going Concern
The Company’s financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has had no revenues and has generated losses from operations.
In order to continue as a going concern and achieve a profitable level of operations, the Company will need, among other things, additional capital resources and to develop a consistent source of revenues. Management’s plans include of investing in and developing all types of businesses related to the mineral exploration and development industry.
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and to eventually attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
A smaller reporting company is not required to provide the information required by this Item.
Item 4T. Controls and Procedures
We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of August 31, 2008. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, Mr. Richard Howie. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of August 31, 2008, our disclosure controls and procedures are effective. There have been no changes in our internal controls over financial reporting during the quarter ended August 31, 2008.
Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
Limitations on the Effectiveness of Internal Controls
Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving our objectives and our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at that reasonable assurance level. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.
PART II – OTHER INFORMATION
Item 1. Legal Proceedings
We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.
A smaller reporting company is not required to provide the information required by this Item.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
No matters have been submitted to our security holders for a vote, through the solicitation of proxies or otherwise, during the quarterly period ended August 31, 2008.
Item 5. Other Information
None
Exhibit Number | Description of Exhibit |
31.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
31.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
32.1 | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
SIGNATURES
In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Bold View Resources, Inc. |
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Date: | October 21, 2008 |
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| By: /s/ Richard Howie Richard Howie Title: Chief Executive Officer and Director |