U.S. SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549
FORM 10-Q
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: September 30, 2010
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to _______
Commission file number 000-53186
Ventura Assets Limited
(Name of Small Business Issuer in its charter)
| Colorado | | 37-1441050 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
2241 Flintridge Drive, Glendale CA 91206
(Address of principal executive offices)
(818) 424-0219
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 Exchange Act 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 o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: As of September 30, 2010, the issuer had 1,500,000 shares of common stock, no par value, issued and outstanding.
VENTURA ASSETS LIMITED
QUARTERLY REPORT ON FORM 10-Q
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2010
TABLE OF CONTENTS
| | PART I- FINANCIAL INFORMSTION | | | |
| Item 1. | Financial Statements | | | |
| | | | | |
| | Balance Sheet for the Third Quarter ended September 30, 2010 (Unaudited) | | | 4 | |
| | Statement of Operations for September 30, 2010 (Unaudited) | | | 5 | |
| | Statement of Cash Flows dated September 30, 2010 (Unaudited) | | | 6 | |
| | Notes to Financial Statements for September 30, 2010 (Unaudited) | | | 7-11 | |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | | | 12 | |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | | | 13 | |
| Item 4. | Controls and Procedures | | | 13 | |
| | | | | | |
| | PART II- OTHER INFORMATION | | | | |
| | | | | | |
| Item 1. | Legal Proceedings | | | 14 | |
| Item 2. | Unregistered Sales of Securities and Use of Proceeds | | | 14 | |
| Item 3. | Defaults Upon Senior Securities | | | 14 | |
| Item 4. | Submission of Matters to a Vote of Security Holders | | | 14 | |
| Item 5. | Other Information | | | 14 | |
| Item 6. | Exhibits | | | 15 | |
| Signatures | | | 16 | |
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
GENERAL
The Company's unaudited financial statements for the first quarter ended September 30, 2010 are included with this Form 10-Q. The unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q and, therefore, do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, and cash flows in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Interim results are not necessarily indicative of results of operations that may be expected for the year ending December 31, 2010.
| Ventura Assets Limited |
Balance Sheets September 30, 2010 Unaudited |
| | | September 30, | | | December 31, | |
| | | 2010 | | | 2009 | |
| | | Unaudited | | | Audited | |
| | | | | | | |
| Assets | | | | | | |
| Current Assets: | | | | | | |
| Cash | | $ | 1,990 | | | $ | 103 | |
| | | | - | | | | - | |
| | | | - | | | | - | |
| Total Current Assets | | $ | 1,990 | | | $ | 103 | |
| | | | | | | | | |
| Fixed Assets-Net | | | - | | | | - | |
| | | | | | | | | |
| Other Assets | | | - | | | | - | |
| | | | | | | | | |
| Total Assets | | $ | 1,990 | | | $ | 103 | |
| | | | | | | | | |
| | | | | | | | | |
| Current Liabilities: | | | | | | | | |
| Accounts Payable | | $ | 12,500 | | | $ | 8,450 | |
| Notes Payable (Note 3) | | | 14,620 | | | | 14,620 | |
| Other Payable (Note 4) | | | 750 | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| Total Current Liabilities | | $ | 27,870 | | | $ | 23,070 | |
| | | | | | | | | |
| Notes Payable-Long Term | | | - | | | | - | |
| | | | | | | | | |
| Total Liabilities | | $ | 27,870 | | | $ | 23,070 | |
| | | | | | | | | |
| Stockholders' Equity | | | | | | | | |
| Common Stock, authorized 50,000,000 shares, $0.01 par value, 1,500,000, shares issued and outstanding respectively. | | $ | 15,000 | | | $ | 15,000 | |
| Preferred Stock, authorized 25,000,000 shares,$0.001 par value, 0 shares issued and outstanding | | | - | | | | - | |
| Retained Earnings (Deficit) | | | (40,880 | ) | | | (37,967 | ) |
| Stockholders' Equity (Deficit) | | $ | (25,880 | ) | | $ | (22,967 | ) |
| Total Liabilities and Stockholders' Equity | | $ | 1,990 | | | $ | 103 | |
The accompanying notes are an integral part of these financial statements.
Ventura Assets Limited Statement of Operations September 30, 2010 Unaudited |
| | | September 30, 2010 | | | September 30, 2009 | | | Inception Through September 30, 2010 | |
| | | | | | | | | | |
| | | | | | | | | | |
| Sales | | $ | 4,500 | | | $ | - | | | $ | 4,500 | |
| | | | | | | | | | | | | |
| Cost of Sales | | | 477 | | | | - | | | | 477 | |
| | | | | | | | | | | | | |
| Gross Profit | | $ | 4,023 | | | $ | - | | | $ | 4,023 | |
| | | | | | | | | | | | | |
| Expenses: | | | | | | | | | | | | |
| General and Administrative | | $ | 2,136 | | | $ | 2,250 | | | $ | 44,153 | |
| | | | | | | | | | | | | |
| Total Expenses | | $ | 2,136 | | | $ | 2,250 | | | $ | 44,153 | |
| | | | | | | | | | | | | |
| Net Profit (Loss) from Operations | | $ | 1,887 | | | $ | (2,250 | ) | | $ | (40,130 | ) |
| | | | | | | | | | | | | |
| Other Expenses: | | | | | | | | | | | | |
| Interest | | | - | | | | - | | | | - | |
| | | | | | | | | | | | | |
| Extraordinary Item: | | | | | | | | | | | | |
| Loss on Cancelation of Sales | | $ | - | | | $ | | | | $ | 750 | |
| | | | | | | | | | | | | |
| Net Profit (Loss) | | $ | 1,887 | | | $ | (2,250 | ) | | $ | (40,880 | ) |
| Net Loss per Share | | | 0.0013 | | | | (0.0015 | ) | | | (0.0273 | ) |
| Weighted Average Shares Outstanding | | | 1,500,000 | | | | 1,500,000 | | | | 1,500,000 | |
The accompanying notes are an integral part of these financial statements.
Ventura Assets Limited Statement of Cash Flows September 30, 2010 Unaudited |
| | | September 30, 2010 | | | September 30, 2009 | | | Inception Through September 30, 2010 | |
| | | | | | | | | | |
| Cash Flows from Operating Activities: | | | | | | | | | |
| Net Profit (Loss) | | $ | 1,887 | | | $ | (8,250 | ) | | $ | (40,880 | ) |
| Adjustments to reconcile net loss to net cash | | | | | | | | | | | | |
| provided by operating activities: | | | | | | | | | | | | |
| Increase in Other Payable | | $ | - | | | $ | - | | | $ | 9,750 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Net Cash Flows Used in Operating Activities | | $ | 1,887 | | | $ | (8,250 | ) | | $ | (31,130 | ) |
| | | | | | | | | | | | | |
| Cash Flows from Investing Activities | | | - | | | | - | | | | - | |
| | | | | | | | | | | | - | |
| | | | | | | | | | | | | |
| Cash Flows from Financing Activities: | | | | | | | | | | | | |
| Increase in Note Payable | | $ | - | | | $ | 8,250 | | | $ | 18,120 | |
| Common Stock Issued for Cash | | | - | | | | - | | | | 15,000 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Net Cash Flows from Financing Activities | | $ | - | | | $ | 8,250 | | | $ | 33,120 | |
| | | | | | | | | | | | | |
| Net Increase (Decrease) in Cash | | $ | 1,887 | | | $ | - | | | $ | 1,877 | |
| | | | | | | | | | | | | |
| Cash at the Beginning of the Period | | $ | 103 | | | $ | 103 | | | $ | - | |
| | | | | | | | | | | | | |
| Cash at the End of the Period | | $ | 1,990 | | | $ | 103 | | | $ | 1,990 | |
| Income Taxes Paid | | | | | | | | | | | | |
| Interest Paid | | $ | - | | | | - | | | | - | |
The accompanying notes are an integral part of these financial statements.
Ventura Assets Limited
(A Development Stage Company)
Notes to Financial Statements
September 30, 2010
Unaudited
Note 1 – Organization and Principal Activities
Organization and Description of Business
Ventura Assets Limited (a development stage company) provides unclaimed property location services to the public and businesses. The Company assists clients in obtaining information regarding lost or forgotten estates, unclaimed assets and/or financial belongings in any or all of the United States. The Company was incorporated under the laws of the State of Colorado on August 9, 2002, and has its principal office in Glendale, California.
Note 2 - Summary of Significant Accounting Policies
Basis of Presentation
The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of the financial statements requires management to make estimates and assumptions that affect the reported amounts in the financial statements, including the estimated useful lives of tangible and intangible assets. Management believes the estimates used in preparing the financial statements are reasonable and prudent. Actual results could differ from these estimates.
Financial Instruments
The Company’s financial instruments include cash and cash equivalents, accounts payable, and notes payable. At the year ends the carrying cost of these instruments approximate their fair value.
Cash Equivalents
Cash equivalents include highly liquid investments with maturities of three months or less.
Intangible Assets
In accordance with SFAS No. 142 (ASC 350), "Goodwill and Other Intangible Assets," the Company evaluates intangible assets and other long-lived assets for impairment, at least on an annual basis and whenever events or changes in circumstances indicate that the carrying value may not be recoverable from its estimated future cash flows. Recoverability of intangible assets and other long-lived assets is measured by comparing their net book value to the related projected undiscounted cash flows from these assets, considering a number of factors including past operating results, budgets, economic projections, market trends and product development cycles. If the net book value of the asset exceeds the related undiscount ed cash flows, the asset is considered impaired, and a second test is performed to measure the amount of impairment loss.
Ventura Assets Limited
(A Development Stage Company)
Notes to Financial Statements
September 30, 2010
Unaudited
Note 2 - Summary of Significant Accounting Policies (continued)
Revenue Recognition
Revenue is recognized in accordance with SEC Staff Accounting Bulletin No. 104 (ASC 605-10), “Revenue Recognition”. The Company recognizes revenue when the significant risks and rewards of ownership have been transferred to the customer pursuant to applicable laws and regulations, including factors such as when there has been evidence of a sales arrangement, delivery has occurred, or service have been rendered, the price to the buyer is fixed or determinable, and collectability is reasonably assured.
Stock-Based Compensation
In December 2004, the FASB issued SFAS No. 123R, “Share Based Payment” (ASC 718). SFAS No. 123R establishes the accounting for grants of stock options and other transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity's equity instruments or that may be settled by the issuance of those equity instruments. SFAS No. 123R (1) revises SFAS No. 123, “Accounting for Stock-Based Compensation,” (2) supersedes Accounting Principles Bulletin (“APB”) Opinion No. 25, “Accounting for Stock Issued to Employees,” and (3) establishes fair value as the measurement objective for share-ba sed payment transactions. The Company is following the provisions of SFAS No. 123R and has recorded compensation expenses related to the granting of stock options to employees.
Income Taxes
Income taxes are accounted for in accordance with SFAS 109 (ASC 740-10), Accounting for Income Taxes, using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
Earnings Per Common Share
Statement of Financial Accounting Standards No. 128 (ASC 260-10), “Earnings Per Share”, requires presentation of basic earnings per share (”Basic EPS”) and diluted earnings per share (“Diluted EPS”). Basic earnings (loss) per share is computed by dividing earnings (loss) available to common stockholders by the weighted average number of common shares outstanding (including shares reserved for issuance) during the period. Diluted earnings per share gives effect to all dilutive potential common shares outstanding during the period.
Ventura Assets Limited
(A Development Stage Company)
Notes to Financial Statements
September 30, 2010
Unaudited
Note 2 - Summary of Significant Accounting Policies (continued)
The Company did not have any potentially dilutive securities outstanding during the period August 21, 2002 (date of inception) through September 30, 2010. Accordingly, basic and diluted loss per common share is the same.
Advertising
The costs of advertising, promotion and marketing programs are charged to operations in the calendar year incurred.
Segmented Information
Management has determined that the Company operates in one dominant industry segment. Additional segment disclosure requirements will be evaluated as it expands its operations.
Concentration of Credit Risk
Financial instruments, which potentially subject the Company to concentrations of credit risk, consist of cash and cash equivalents and accounts receivables. The Company places its cash with high quality financial institutions and at times may exceed the FDIC $250,000 insurance limit. The Company extends credit based on an evaluation of the customer's financial condition, generally without collateral. Exposure to losses on receivables is principally dependent on each customer's financial condition. The Company monitors its exposure for credit losses and maintains allowances for anticipated losses, as required. Accounts are “written-off” when deemed uncollectible.
Special – purpose entities
The Company does not have any off-balance sheet financing activities.
Going Concern
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. As of September 30, 2010, the Company had an accumulated deficit, a working capital deficit, and $4,500 revenue. These conditions, among others, raise substantial doubt as to the Company’s ability to continue as a going concern. These financial statements do not include any adjustments that might result from the outcome of this uncertainty. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
Ventura Assets Limited
(A Development Stage Company)
Notes to Financial Statements
September 30, 2010
Unaudited
Note 2 - Summary of Significant Accounting Policies (continued)
The Company’s ability to continue in business is dependent upon obtaining sufficient financing or attaining profitable operations. These financial statements do not include any adjustments that might result from the outcome of these uncertainties.
Use of estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the financial statements. The Company bases its estimates on historical experience, management expectations for future performance, and other assumptions as appropriate. Key areas affected by estimates include the assessment of the recoverability of long-lived assets, which is based on such factors as estimated future cash flows. The Company re-evaluates its estimates on an ongoing basis. Actual results may vary from those estimates.
Organizational costs
The Company expenses all start-up and organizational costs as they are incurred in accordance with the provisions of Statement of Position (SOP) 98-5 (ASC 720-15), “Reporting on the Costs of Start-up Activities” issued by the American Institute of Certified Public Accountants.
Website Development Costs
The Company accounts for website development costs in accordance with Emerging Issues Task Force (EITF) No. 00-2 (ASC 350). Accordingly, all costs incurred in the planning stage are expensed as incurred, costs incurred in the website application and infrastructure development stage are accounted for in accordance with Statement of Position (SOP) 98-1 (ASC 350-40) which requires the capitalization of certain costs that meet specific criteria, and costs incurred in the day to day operation of the website are expensed as incurred.
Recent Accounting Pronouncements
The Company 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 3 – Note Payable - Related Party
The Company has received a $14,620 loan from Ms. Yaghobyan, as officer and director of the company. The loan is unsecured, payable on demand without interest.
Note 4 - Other Payable
On December 10, 2009 and December 16, 2009, respectively, certain shareholders of the Company sold shares of the Company’s common stock into the market in the aggregate amount of 15,000 shares. At thetime of such sales, the Company’s registration was not effective as the information contained in the prospectus was not current in accordance with Section 10(a)(3) of the Securities Act of 1933, as amended (the “Securities Act”). Because such sales were not consistent with Section 5 of the Securities Act, the purchasers of such shares may be entitled to a number of remedies, including a one-year rescission right with respect to any shares of our common stock which may have been improperly sold to them. Going forward, the Company will keep a liability of $750 (15,000 x $0.05) on its balance sheet as a liability for the potential rescissions of sales by those purchasers.
Ventura Assets Limited
(A Development Stage Company)
Notes to Financial Statements
September 30, 2010
Unaudited
Note 5 – Income Taxes
The Company has a net operating loss carry forward of approximately $40,888 which is available to offset future taxable income and will expire in various amounts beginning in 2022.
Note 6 – Income Taxes
The federal income tax benefit of this net operating loss is $7,000 and has been offset with a valuation allowance of $7,000 due to the uncertainty that the net operating loss will be used.
Note 7 – Common Stock
On August 21, 2002, the Company issued 1,500,000 shares of common stock as founder shares that resulted in gross proceeds of $15,000.
Note 8 – Subsequent Events
In accordance with ASC 855-10, the Company has analyzed its operations subsequent to September 30, 2010 through the date these financial statements were filed with the Securities and Exchange Commission and has determined that it does not have any material subsequent events to disclose.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
This section of this prospectus 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 prospectus. 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 developmental stage company that has only recently begun our business operations. We have started generating from our intended business activities, and we do expect to see a significant increase in revenues in 2011.
We received our initial funding of $15,000 through the sale of 1,500,000 shares of our common during the third quarter of 2002.
We have incurred losses since inception resulting in a net accumulated deficit of $40,880.
Ms. Hasmik Yaghobyan, a Director, CAO, CFO, Treasurer, and Secretary, has loaned $4,050 in the first and second quarter of 2010 to cover audit, legal and filling fees. This loan is without interest and will be due in five years. Ms. Yaghobyan will continue to loan for the necessary organizational costs until the Company raises its needed capital through the public placement.
Operating History; Need for Additional Capital
There is limited historical financial information about us upon which to base an evaluation of our performance. We are a start-up corporation and have not generated any revenues from activities. We cannot guarantee we will be successful in our business activities. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, and possible cost overruns due to price and cost increases in services.
To begin operation and become profitable, we will be seeking equity financing to provide for the capital required to implement our operations.
We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to commence our activities. Equity financing could result in additional dilution to existing stockholders.
Results of Activities
We have not generated any revenues to date. Our accumulated deficit since inception is $40,880.
Off Balance Sheet Arrangements
We do not have any off balance sheet arrangements.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Company is subject to certain market risks, including changes in interest rates and currency exchange rates. The Company does not undertake any specific actions to limit those exposures.
Item 4. Controls and Procedures
Our management is responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 as amended (the “Exchange Act”)), designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or office rs and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
The Company has evaluated the effectiveness of the design and operation of its disclosure controls and procedures as of June 30, 2010 (the “Evaluation Date”). Such evaluation was conducted under the supervision and with the participation of the Company’s principal executive officer who also is our principal financial officer. Based upon such evaluation, the Company’s principal executive officer has concluded that, as of the Evaluation Date, the Company’s disclosure controls and procedures were effective. There have been no changes in the Company’s internal controls over financial reporting that occurred during the Company’s most recent fiscal quarter, that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.
Management’s Report on Internal Controls over Financial Reporting
Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of consolidated financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. There has been no change in the Company’s internal control over financial reporting during the quarter ended March 31, 2010 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
The Company’s management, including the Company’s CEO and CAO, does not expect that the Company’s disclosure controls and procedures or the Company’s internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. 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 the controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.
This quarterly report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this quarterly report.
PART II- OTHER INFORMATION
Item 1. Legal Proceedings
There are no known legal proceedings pending or threatened against us.
Item 2. Unregistered sales of Equity securities and Use of Proceeds
There have been no sales of the Company’s securities during the past five years.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to Vote of Security Holders
None
Item 5. Other Information
None.
Item 6. Exhibits
Exhibits furnished as Exhibits hereto:
| 31.1 | Certifications of Chief Executive Officer pursuant to Section 302 of Sarbanes Oxley Act of 2002 |
| | |
| 31.2 | Certifications of Chief Accounting Officer pursuant to Section 302 of Sarbanes Oxley Act of 2002 |
| | |
| 32.1 | Certifications Chief Executive Officer pursuant to Section 906 of Sarbanes Oxley Act of 2002 |
| | |
| 32.2 | Certifications Chief Accounting Officer pursuant to Section 906 of Sarbanes Oxley Act of 2002 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.
| | VENTURA ASSETS LIMITED | |
| | | | |
| | By: | /s/Osheen Haghnazarian | |
| | | Osheen Haghnazarian | |
| | | Director, President & Chief Executive Officer | |
| | | Dated: November 4, 2010 | |
| | | | |
| | | | |
| | By: | /s/ Hasmik Yaghobyan | |
| | | Hasmik Yaghobyan | |
| | | Director, Chief Financial Officer, | |
| | | Chief Accounting Officer, | |
| | | Treasurer, and Secretary | |
| | | Dated: November 4, 2010 | |
