Vendum Batteries (VNDB) 10-Q 2010 Q2 Quarterly report

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
	For the quarterly period ended June 30, 2010
[  ]	Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period from __________ to__________
	Commission File Number:  333-149197

Vendum Batteries Inc.

(Exact name of registrant as specified in its charter)

Nevada	39-2068976
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

400 Thames Valley Park Drive , Reading, Berkshire RG6 1PT

(Address of principal executive offices)

+44 118 380 0895

(Registrant’s telephone number)

_______________________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (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 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.

[ ] 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). [ ] Yes   [X] No

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 99,999,993 common shares as  of July 26, 2010.

	TABLE OF CONTENTS	Page
PART I – FINANCIAL INFORMATION
Item 1:	Financial Statements	3
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3:	Quantitative and Qualitative Disclosures About Market Risk	7
Item 4T:	Controls and Procedures	7
PART II – OTHER INFORMATION
Item 1:	Legal Proceedings	8
Item 1A:	Risk Factors	8
Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	8
Item 3:	Defaults Upon Senior Securities	8
Item 4:	Removed and Reserved	8
Item 5:	Other Information	8
Item 6:	Exhibits	8

2

PART I - FINANCIAL INFORMATION

Item 1.     Financial Statements

Our financial statements included in this Form 10-Q are as follows:
F-1	Balance Sheets as of June 30, 2010 (unaudited) and December 31, 2009 (audited);
F-2	Statements of Operations for the three and six months ended June 30, 2010 and for the Period from November 16, 2009 (Date of Inception) to June 30, 2010 (unaudited);
F-3	Statement of Stockholders’ Equity (Deficit) as of June 30, 2010 (unaudited);
F-4	Statements of Cash Flows (unaudited) for the six months ended June 30, 2010 and for the Period from November 16, 2009 (Date of Inception) to June 30, 2010; and
F-5	Notes to Financial Statements.

These consolidated 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 June 30, 2010 are not necessarily indicative of the results that can be expected for the full year.

3

VENDUM BATTERIES LIMITED

 (A DEVELOPMENT STAGE COMPANY)

BALANCE SHEETS

AS OF JUNE 30, 2010 (UNAUDITED) AND DECEMBER 31, 2009 (AUDITED)

ASSETS	June 30, 2010 (Unaudited)			December 31, 2009 (Audited)
Current Assets
Cash and cash equivalents	$	2,910		$	46,330
Stock subscription receivable		0			2
Total Current Assets		2,910			46,332
Other Assets
Intellectual property		500,000			0
Total Assets	$	502,910		$	46,332
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Liabilities
Current Liabilities
Accrued expenses	$	44,834		$	23,872
Shareholder loan		505			0
Convertible note payable – related party		25,000			50,000
Total Current Liabilities		70,339			73,872
Total Liabilities		70,339			73,872
Stockholders’ Equity (Deficit)
Common stock, par value $.001; 150,000,000 shares authorized, 99,999,993 shares issued and outstanding (December 31, 2009 – par value $ 2, 1 share authorized, 1 share issued and outstanding)		100,000			2
Additional paid in capital		465,002			0
Cumulative translation adjustment		(2,256	)		(3,577)
Deficit accumulated during the development stage		(130,175	)		(23,965)
Total Stockholders’ Equity (Deficit)		432,571			(27,540)
Total Liabilities and Stockholders’ Equity (Deficit)	$	502,910		$	46,332

See accompanying notes to financial statements.

F-1

VENDUM BATTERIES LIMITED

 (A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF OPERATIONS (UNAUDITED)

FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2010

FOR THE PERIOD FROM NOVEMBER 16, 2009 (INCEPTION) TO JUNE 30, 2010

	For the three months ended June 30, 2010			For the six months ended June 30, 2010			For the period from November 16, 2009 (Inception) to June 30, 2010
REVENUES	$	0		$	0		$	0
OPERATING EXPENSES
Professional fees		8,919			9,304			12,804
Consulting fees		44,038			80,866			101,023
General and administrative expenses		8,184			16,040			16,348
TOTAL OPERATING EXPENSES		61,141			106,210			130,175
NET LOSS FROM OPERATIONS		(61,141	)		(106,210	)		(130,175)
PROVISION FOR INCOME TAXES		0			0			0
NET LOSS	$	(61,141	)	$	(106,210	)	$	(130,175)
NET LOSS PER SHARE: BASIC AND DILUTED	$	(0.00	)	$	(0.00	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		64,835,162			32,596,685

See accompanying notes to financial statements.

F-2

VENDUM BATTERIES LIMITED

(A DEVELOPMENT STAGE COMPANY)

STATEMENT OF STOCKHOLDER’S EQUITY (DEFICIT) (UNAUDITED)

FOR THE PERIOD FROM NOVEMBER 16, 2009 (INCEPTION) TO JUNE 30, 2010

	Common stock						Additional Paid in			Cumulative Translation			Deficit accumulated during the development
	Shares			Amount			Capital			Adjustment			Stage			Total
Inception, November 16, 2009		-		$	-		$	-		$	-		$	-		$	-
Shares issued to founder		1			2			-			-			-			2
Net loss and cumulative translation adjustment for the period ended December 31, 2009		-			-			-			(3,577	)		(23,965	)		(27,542)
Balance, December 31, 2009		1			2			0			(3,577	)		(23,965	)		(27,540)
Shares cancelled in reverse merger		(1	)		(2	)		2									0
Shares issued on recapitalization		79,150,463			79,150			(79,150	)		-			-			0
Shares cancelled by founder		(62,459,540	)		(62,459	)		62,459			-			-			0
Shares issued for debt		19,049,809			19,050			545,950			-			-			565,000
Effect of 2.7979 forward stock split		64,259,261			64,259			(64,259	)		-			-			0
Net loss and cumulative translation adjustment for the six months ended June 30, 2010		-			-			-			1,321			(106,210	)		(104,889)
Balance, June 30, 2010		99,999,993		$	100,000		$	465,002		$	(2,256	)	$	(130,175	)	$	432,571

See accompanying notes to financial statements.

F-3

VENDUM BATTERIES LIMITED

 (A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE SIX MONTHS ENDED JUNE 30, 2010

FOR THE PERIOD FROM NOVEMBER 16, 2009 (INCEPTION) TO JUNE 30, 2010

	For the six months ended June 30, 2010			For the period from November 16, 2009 (Inception) to June 30, 2010
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss and cumulative translation adjustment for the period	$	(106,210	)	$	(130,175)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Changes in assets and liabilities:
Decrease in accounts receivable		4,812			0
Increase in accrued expenses		20,962			44,834
CASH FLOWS USED IN OPERATING ACTIVITIES		(80,436	)		(85,341)
CASH FLOWS FROM INVESTING ACTIVITIES
Cumulative translation adjustment		1,321			(2,256)
Acquisition of intellectual property		(10,000	)		(10,000)
CASH FLOWS USED IN INVESTING ACTIVITIES		(8,679	)		(12,256)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds collected from stock subscription receivable		2			2
Proceeds from shareholder loan		505			505
Proceeds from convertible note payable		50,000			100,000
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES		50,507			100,507
NET INCREASE (DECREASE) IN CASH		(38,608	)		2,910
Cash, beginning of period		41,518			0
Cash, end of period	$	2,910		$	2,910
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid	$	0		$	0
Income taxes paid	$	0		$	0
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING TRANSACTIONS:
Stock issued for stock subscription receivable	$	0		$	2
Note issued for acquisition of intellectual property	$	490,000		$	490,000
Shares issued for debt	$	595,000		$	595,000

See accompanying notes to financial statements.

F-4

VENDUM BATTERIES LIMITED

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

JUNE 30, 2010

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

Vendum Batteries Limited (the "Company") was incorporated under the laws of the United Kingdom on November 16, 2009.  Vendum Batteries is an environmentally friendly mobile battery company with the sole focus on identifying, evaluating, acquiring, developing and partnering for the commercialization of proprietary eco-friendly power sources. The Company is in the development stage as defined under Statement on Financial Accounting Standards No. 7, “Development Stage Enterprises” (ASC 915-10).

As further described in Note 7, the Company closed a share exchange transaction effective May 3, 2010 with the shareholders of Vendum Batteries Limited (“Vendum”). This share exchange transaction constituted a reverse merger and a recapitalization of Vendum.  In conjunction with this reverse merger, the historical accounts of Vendum become the historical accounts of Wishart for accounting purposes and, in conjunction therewith, Wishart changed its fiscal year-end to December 31 to coincide with the historical year-end of Vendum.

NOTE 2 – GOING CONCERN

The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future.  The Company has a working capital deficit, and has incurred losses since inception resulting in an accumulated deficit of $130,175 as of June 30, 2010, and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern.  The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and or private placement of common stock.

NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”).  In the opinion of management, all adjustments necessary in order for the financial statements to be not misleading have been reflected herein.  The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.

Use of Estimates and Assumptions

The  preparation  of  financial  statements  in conformity with accounting principles generally  accepted  in  the  United States 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  of  the  financial  statements  and the reported amounts of  revenues and expenses  during  the  reporting  period. Actual results could differ from those estimates.

Foreign Currency Translation

The Company's functional currency is the Pound Sterling and its reporting currency is the United States dollar.

F-5

VENDUM BATTERIES LIMITED

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

JUNE 30, 2010

NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES (CONTINUED)

Financial Instruments

The carrying value of the Company's financial instruments approximates their fair value because of the short maturity of these instruments.

Accounting Basis

The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting).  The Company has adopted a December 31 fiscal year end.

Income Taxes

Income taxes are accounted for under the assets and liability method.  Deferred  tax  assets  and  liabilities are recognized for the estimated future tax consequences attributable  to differences between the financial statement carrying amounts of existing  assets  and  liabilities and their respective  tax  bases and operating loss and tax credit  carry  forwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled.

Basic Income (Loss) Per Share

Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of June 30, 2010.

Dividends

The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during any of the periods shown.

Impairment of Long-Lived Assets

The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.

Advertising Costs

The Company’s policy regarding advertising is to expense advertising when incurred. The Company incurred advertising expense of $0 during the period ended June 30, 2010.

Revenue Recognition

The Company recognizes revenue when products are fully delivered or services have been provided and collection is reasonably assured.

F-6

VENDUM BATTERIES LIMITED

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

JUNE 30, 2010

NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES (CONTINUED)

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC 718. As of June 30, 2010, the Company has not issued any stock-based payments to its employees.

Recent Accounting Pronouncements

In May 2009, the FASB issued SFAS 165 (ASC 855-10) entitled “Subsequent Events”.  Companies are now required to disclose the date through which subsequent events have been evaluated by management. Public entities (as defined) must conduct the evaluation as of the date the financial statements are issued, and provide disclosure that such date was used for this evaluation. SFAS 165 (ASC 855-10) provides that financial statements are considered “issued” when they are widely distributed for general use and reliance in a form and format that complies with GAAP. SFAS 165 (ASC 855-10) is effective for interim and annual periods ending after June 15, 2009 and must be applied prospectively. The adoption of SFAS 165 (ASC 855-10) during the quarter ended September 30, 2009 did not have a significant effect on the Company’s financial statements as of that date or for the quarter or year-to-date period then ended.

In June 2009, the FASB issued SFAS 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles. (“SFAS 168” or ASC 105-10) SFAS 168 (ASC 105-10) establishes the Codification as the sole source of authoritative accounting principles recognized by the FASB to be applied by all nongovernmental entities in the preparation of financial statements in conformity with GAAP. SFAS 168 (ASC 105-10) was prospectively effective for financial statements issued for fiscal years ending on or after September 15, 2009 nd interim periods within those fiscal years. The adoption of SFAS 168 (ASC 105-10) on July 1, 2009 did not impact the Company’s results of operations or financial condition. The Codification did not change GAAP, however, it did change the way GAAP is organized and present ed.

As a result, these changes impact how companies reference GAAP in their financial statements and in their significant accounting policies. The Company implemented the Codification in this Report by providing references to the Codification topics alongside references to the corresponding standards.

With the exception of the pronouncements noted above, no other accounting standards or interpretations issued or recently adopted are expected to have a material impact on the Company’s financial position, operations or cash flows.

NOTE 4 – INTELLECTUAL PROPERTY

On January 4, 2010 the Company entered into an asset purchase agreement with Cornerstone Holdings Ltd. The Company agreed to purchase all intellectual property from the seller for total proceeds of $500,000.  The Company paid a $10,000 deposit on January 6, 2010.  The remaining $490,000 is to be paid in varying installments over the next 21 months.  The rights, title and interest of the intellectual property was transferred to the Company on the date of the first $10,000 payment. On May 3, 2010, the remaining $490,000 outstanding was converted into 16,637,309 shares of common stock of the Company.

F-7

VENDUM BATTERIES LIMITED

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

JUNE 30, 2010

NOTE 5 – ACCRUED EXPENSES

Accrued expenses consisted of the following at:

	June 30, 2010		December 31, 2009
Accounting fees	$	1,500	$	3,500
Interest		4,688		345
Consulting fees		38,098		20,027
General and administrative		548		0
Total accrued expenses	$	44,834	$	23,872

NOTE 6 – CONVERTIBLE NOTE PAYABLE – RELATED PARTY

On December 10, 2009, the Company issued a 12% convertible note payable of $50,000 to a related party. Interest will accrue beginning from the date of the loan however no interest is due until the loan comes due on December 10, 2010.

On March 3, 2010 another $25,000 was loaned to the company under the same terms as the original loan.

On May 3, 2010, the convertible loans of $ 75,000 were converted into 2,412,500 common shares.

On May 10, 2010, the Company issued a 12% convertible note payable of $ 25,000 to a related party due May 18, 2011.

Accrued interest payable related to the above loans totaled $2,063 and $345 at June 30, 2010 and December 31, 2009, respectively.

The loans may be converted into the Company’s common stock at any point during the term of the loan by the note holder. The number of shares to be issued will be determined by the fair market value of the common stock on the date of the conversion. If fair market value is not determinable at the conversion date the stock will be converted based on the lesser of either the share price of the last private offering or the thirty day average of the Company’s stock in the event a public listing has taken place.

NOTE 7 – COMMON STOCK

The authorized capital of the Company is 1 common share with a par value of $2 per share.

On November 17, 2009, the Company issued 1 share of common stock for total proceeds of $2.  As of December 31, 2009 the proceeds had not been collected. The funds for the stock were deposited into the company bank account on March 4, 2010.

In a share exchange transaction that closed on May 3, 2010, Wishart acquired all the issued and outstanding shares of Vendum Batteries Limited through the issue of 607,594 shares of Wishart. The Company treated the purchase of Vendum Batteries Limited as a reverse acquisition pursuant to the guidance in Appendix B of SEC Accounting Disclosure Rules and Practices Official Text. Accordingly, these transactions are recorded as capital transactions in substance rather than business combinations.

F-8

VENDUM BATTERIES LIMITED

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

JUNE 30, 2010

NOTE 7 – COMMON STOCK (CONTINUED)

Therefore, the transaction is equivalent to the issuance of stock by the private company for the net monetary assets of Wishart, accompanied by a recapitalization. Accordingly, the reverse acquisition has been accounted for as a recapitalization.  

For accounting purposes, Vendum is considered the acquirer in the reverse acquisition.  The historical financial statements are those of Vendum consolidated with the parent, Wishart Enterprises, Inc. Earnings per share for periods prior to the merger are restated to reflect the number of equivalent shares received by the acquiring company.

NOTE 8 – INCOME TAXES

As of June 30, 2010, the Company had net operating loss carry forwards of approximately $130,175 that may be available to reduce future years’ taxable income through 2030. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.

The provision for the Federal income tax consists of the following:

	June 30, 2010		December 31, 2009
Refundable Corporation income tax attributable to:
Current Operations	$	36,000	$	5,033
Less: valuation allowance		(36,000)		(5,033)
Net provision for Corporation income taxes	$	0	$	0

The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:

	June 30, 2010		December 31, 2009
Deferred tax asset attributable to:
Net operating loss carryover	$	41,033	$	5,033
Less: valuation allowance		(41,033)		(5,033)
Net deferred tax asset	$	0	$	0

Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of $130,175 for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur net operating loss carry forwards may be limited as to use in future years.

F-9

VENDUM BATTERIES LIMITED

 (A DEVELOPMENT STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

JUNE 30, 2010

NOTE 9 – COMMITMENTS AND CONTINGENCIES

The Company neither owns nor leases any real or personal property. An officer has provided office services without charge.  There is no obligation for the officer to continue this arrangement.  Such costs are immaterial to the financial statements and accordingly are not reflected herein.  The officers and directors are involved in other business activities and most likely will become involved in other business activities in the future.

The Company has entered into two consulting agreements as of June 30, 2010. The following are minimum annual payments due under those agreements:

June 30, 2011 $ 85,000

NOTE 10 – SUBSEQUENT EVENTS

On July 26, 2010, the Company issued a 12% convertible note payable of $50,000 to a related party. Interest will accrue beginning from the date of the loan however no interest is due until the loan comes due on July 27, 2011.

In accordance with SFAS 165 (ASC 855-10), the Company has analyzed its operations subsequent to June 30, 2010 through August 12, 2010 and has determined that it does not have any other material subsequent events to disclose in these financial statements.

F-10

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 continu e,” “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

On May 3, 2010, we entered into a Share Exchange Agreement (“Share Exchange”) with Vendum Batteries Limited, a company organized under the laws of the United Kingdom (“VBL”), whereby we acquired all of the issued and outstanding common stock of VBL.  On May 17, 2010, we changed our name to Vendum Batteries Inc. and forward-split our common stock 2.797928067116027 to one.

In consequence of entering into the Share Exchange and the corporate actions described above, we have determined to pursue the business plan of VBL. We are now in the business of developing an innovative new cellulose-based power source.

4

Our Business

VBL was incorporated in the United Kingdom November 16, 2009, under the name Vendum Batteries Ltd.  Vendum Batteries Limited is developing an innovative new cellulose-based power source that will revolutionize the automotive and aeronautical industries when it is brought to market.

This revolutionary battery is entirely biodegradable, as it is primarily composed of cellulose and uses none of the toxic elements used in traditional batteries, such as mercury, lead, chromium, or cadmium.

Using the cutting edge Carbon Nanotube Technology (CNT), we hope this non-toxic power source will, in the future, be capable of providing higher power output for much longer periods of time.  The batteries have the potential to be small and light-weight, therefore it will be possible to revolutionize human implant technology for those found in pacemakers and cochlear implants.

Similarly, we are aiming in the future to power mobile phones, PDA’s, iPods, music players, games consoles, laptops and the like. Also home appliances such as power tools, all kinds of toys, watches, cameras, toothbrushes and electric razors can be powered by our batteries. Finally, these batteries could be used in power surveying instruments, flashlights, CCTV cameras, roadwork lighting and signs, gift cards, and even clothing and books. In the long term, however, we hope that we will help transform the automotive and aeronautical industry forever.

During the current reporting period, we entered into a memorandum of understanding with Thomas Swan, a leading nano-material company. It is our intention to enter into a long-term supply agreement whereby Thomas Swan will provide us with R&D and production quantities of carbon nanotubes at a preferential price in return for exclusivity of supply. As of the date of this report, a final agreement has not been reached.

Results of Operations for the three and six months ended June 30, 2010 and 2009 and for the Period from November 16, 2009 (Date of Inception) to June 30, 2010

We generated no revenue for the period from November 16, 2009 (Date of Inception) until June 30, 2010. Without revenues, we are forced to rely on fundraising activities in order to continue as a going concern.  If we are unable to generate revenues or raise funds in the near future, we will be forced to consider other business opportunities or cease operations.

Our operating expenses were $61,141 for the three months ending June 30, 2010.  Our primary operating expenses for the three months ending June 30, 2010 were consulting fees of $44,038, professional fees of $8,919 and general and administrative expenses of $8,184.

Our operating expenses were $106,210 for the six months ending June 30, 2010.  Our primary operating expenses for the six months ending June 30, 2010 were consulting fees of $80,866, professional fees of $9,304 and general and administrative expenses of $16,040.

Our operating expenses were $130,175 for the period from November 16, 2009 (Inception) to June 30, 2010.  Our operating expenses for the period from November 16, 2009 (Inception) to June 30, 2010 were primarily related to consulting fees of $101,023, professional fees of $12,804 and general and administrative expenses of $16,348.

We recorded a net loss of $61,141 for the three months ended June 30, 2010.  We recorded a net loss of $106,210 for the six months ended June 30, 2010.  We recorded a net loss of $130,175 for the period from November 16, 2009 (Inception) to June 30, 2010.

5

Liquidity and Capital Resources

As of June 30, 2010, we had total current assets of $2,910, consisting entirely of cash, and total assets in the amount of $502,910.  We had current liabilities in the amount of $70,339 as of June 30, 2010. Thus, we had a working capital deficit of $67,429 as of June 30, 2010.

Operating activities used $85,341 in cash for the period from November 16, 2009 (Date of Inception) until June 30, 2010. Our net loss of $130,175 was the primary reason for our negative operating cash, offset primarily by an increase in accrued expenses of $44,834. Investing activities used $12,256 for the period from November 16, 2009 (Date of Inception) until June 30, 2010. Financing activities during the period from November 16, 2009 (Date of Inception) until June 30, 2010 generated $100,507 in cash during the period, primarily attributable to proceeds from convertible notes.

Recently, we were able to secure two loans to help finance our company.  On May 18, 2010, we issued a convertible promissory note, in the principal amount of $25,000, to Murrayfield Limited. Murrayfield Limited is a shareholder of our company. On July 26, 2010, we issued a convertible promissory note, in the principal amount of $50,000, to Paramount Trading Company Inc.. The notes accrue interest at 12% per annum and are convertible into shares of our common stock.

Notwithstanding our recent acquisition of financing, however, as of June 30, 2010, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient cash to achieve our business goals. The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements, which August be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.

Going Concern

We have recurring losses and has a deficit accumulated during the development stage of $130,175 as of June 30, 2010.  Our financial statements are prepared using the 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.  However, we have no current source of revenue. Without realization of additional capital, it would be unlikely for us to continue as a going concern.  Our management plans on raising cash from public or private debt or equity financing, on an as needed basis and in the longer term, and, ultimately, upon achieving profitable operations through the development of business activities.

Off Balance Sheet Arrangements

As of June 30, 2010, there were no off balance sheet arrangements.

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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

Disclosure 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, 2009.  This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, Fraser Cottington.  Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2010, our disclosure controls and procedures are effective.  There have been no changes in our internal controls over financial reporting during the quarter ended June 30, 2010.

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.

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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.

Item 1A:  Risk Factors

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

In connection with the Share Exchange, the previous shareholder of VDL received 607,594 shares of our common stock and the debt holders received 19,049,809 shares of our common stock. All of the shares of our common stock which were issued to the former shareholder and debt holders of VDL on as of the effective date of the Share Exchange were done so in reliance on the exemption from registration afforded by Regulation S of the Securities Act.

On May 17, 2010, we forward-split our common stock 2.797928067116027 to one.

On June 7, 2010, we entered into an Advisory Board Member Agreement (the “Agremeent”) with Peter J. Skabara.  Per the terms of the Agreement, Mr. Skabara shall serve for a period of 12 months as an advisor to our company for technical issues with our battery products, and other advisory services as determined from time to time by the Board of Directors.

As consideration for the Agreement, Mr. Skabara will receive a one-time payment of 0.5% shares of our common stock and a monthly retainer fee of $2230.00.

On May 3, 2010, convertible loans of $ 75,000 were converted into 2,412,500 common shares.

These securities were issued pursuant to Section 4(2) of the Securities Act and/or Rule 506 promulgated thereunder. The holders represented their intention to acquire the securities for investment only and not with a view towards distribution. The investors were given adequate information about us to make an informed investment decision. We did not engage in any general solicitation or advertising. We directed our transfer agent to issue the stock certificates with the appropriate restrictive legend affixed to the restricted stock.

Item 3.     Defaults upon Senior Securities

None

Item 4.     Removed and Reserved.

Item 5.     Other Information

None

Item 6.      Exhibits

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

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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.

	Vendum Batteries Inc.
Date:	August 16, 2010
	By:        /s/ Fraser Cottington                                                                               Fraser Cottington Title:    Chief Executive Officer and Director