UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No.1)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 2012
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period From ____to _____
Commission File Number: 000-22373
RT Technologies, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 57-1021913 |
| (State or other jurisdiction of | (IRS Employer Identification No.) |
| incorporation or organization) |
151 Shengli Avenue North, Jixing Building, Shijiazhuang, Hebei Province, P.R.China
(Address of principal executive offices)
(86)0311-86964264
(Registrant's telephone number, including area code)
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 past 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 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 [X] 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. See 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).
Yes [] No [ X ]
Indicate the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date.
Number of shares of common stock, par value $.001, outstanding as of June 30, 2012: 25,000,000
Number of shares of preferred stock, par value $.001, outstanding as of June 30, 2012: 1,000,000
EXPLANATORY NOTE
On August 17, 2012 RT Technologies, Inc. (the “Company”), was notified that Marcum Bernstein & Pinchuk (“Marcum”), the Company’s independent registered public accounting firm, would not have sufficient time to complete their review process of the Company’s Quarterly Report on Form 10-Q.
As a result, the accompanying 2012 unaudited interim financial statements and notes thereto for the quarterly periods ended June 30, 2012 have not been reviewed in accordance with Statement of Auditing Standards No. 100 (“SAS 100”), as required by Rule 10-01(d) of Regulation S-X promulgated under the Securities Act of 1934. The Company intends to file an amendment to this Form 10-Q to file unaudited interim financial statements for the quarterly period ended June 30, 2012 reviewed in accordance with SAS 100 as required by Rule 10-01(d) as promptly as practicable.
Because the financial statements contained in this Form 10-Q do not meet the requirements of Rule 10-01 (d) of Regulation S-X, the Company may not be considered current in our filings under the Securities Exchange Act of 1934. Filing an amendment to this report, when the independent registered public accountants’ review is complete, would eliminate certain consequences of a deficient filing, but the Company may become ineligible to use Form S-3 to register securities until all required reports under the Securities Exchange Act of 1934 have been timely filed for the 12 months prior to the filing of the registration statement for those securities. The Company is evaluating the impact of filing a deficient Form 10-Q due to lack of a review by its independent registered public accounting firm on any of its contractual commitments, and any potential listing standards, and the Securities Exchange Act.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, there unto duly authorized.
RT Technologies, Inc.
(Registrant)
By: /s/Cai, Wei Heng
Cai, Wei Heng
President
Dated: August 22, 2012
INDEX TO EXHIBITS
| Exhibit No. | Description | |
| 31.1 | Certification of President | |
| 31.2 | Certification of Chief Financial Officer | |
EXHIBIT 31.1
I, Cai, Wei Heng, certify that:
1. I have reviewed this Amendment No.1 to the quarterly report on Form 10-Q of RT Technologies, Inc.; and
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.
/s/ Cai, Wei Heng
Cai, Wei Heng
President
Date: August 22, 2012
EXHIBIT 31.2
I, Cai, Wei Heng, certify that:
1. I have reviewed this Amendment No.1 to the quarterly report on Form 10-Q of RT Technologies, Inc.; and
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.
/s/ Cai, Wei Heng
Cai, Wei Heng
Deputy Chief Financial Officer
Date: August 22, 2012
