UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
(Amendment No. 1)
ý | Annual report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934 |
r | Transition report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934 |
Commission file number000-53157 | |
Sungro Minerals Inc.
(Exact name of small business issuer as specified in its charter)
Nevada | 98-0546544 |
7445 132nd Street, Suite 2008 |
(Address and telephone number of Registrant's principal |
Securities registered pursuant to Section 12(b) of the Act: | None | |
Securities registered pursuant to Section 12(g) of the Act: | Common Stock |
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yesr Noý
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yesr Noý
Note - Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange Act from their obligations under those Sections.
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 preceding 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.
Yesý Nor
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
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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 the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerr | Accelerated filerr |
Non-accelerated filerr | Smaller reporting companyý |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yesý Noq
The aggregate market value of the common equity stock held by non-affiliates of the Registrant a of May 30, 2008, the last business day of the Registrant's most recently completed second fiscal quarter, was $95,000 (computed based upon the price at which the Company's common stock was last sold).
Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date.
| Class: common stock - $0.001 par value |
| Outstanding at March 2, 2009: 9,750,000 |
DOCUMENTS INCORPORATED BY REFERENCE
| None. |
Explanatory Note
This Amendment No. 1 to Sungro Minerals Inc.'s Annual Report on Form 10-K for the fiscal year ended November 30, 2008 is being filed to attach Sungro's report of independent public accountant that was inadvertently omitted from the Form 10-K that was filed with the SEC on March 2, 2009.
This amendment has no impact on the financial statements of the registrant for the fiscal year ended November 30, 2008. Besides the said disclosures, no other changes have been made to the Form 10-K for the fiscal year ended November 30, 2008.
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ITEM 8. FINANCIAL STATEMENTS OF SMALLER REPORTING COMPANIES
CHARTERED | 1100 - 1177 West Hastings Street Vancouver, BC V6E 4T5 Tel: (604) 687-4511 Fax: (604) 687-5805 Toll Free: 1-800-351-0426 www.MacKayLLP.ca |  |
Report of Independent Registered Public Accounting Firm
To the Shareholders of
Sungro Minerals Inc.
(an Exploration Stage Company)
We have audited the balance sheets of Sungro Minerals Inc. (an Exploration Stage Company) as at November 30, 2008 and 2007 and the statements of operations and comprehensive loss, stockholders' equity, and cash flows for the years then ended and the period from incorporation on August 10, 2007 to November 30, 2008. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance whether the financial statements are free of material misstatements. The Company has determined that it is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evalua ting the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, these financial statements present fairly, in all material respects, the financial position of the Company as at November 30, 2008 and 2007 and the results of its operations and its cash flows for the years then ended and the period from incorporation on August 10, 2007 to November 30, 2008 in conformity with U.S. generally accepted accounting principles.
The accompanying financial statements referred to above have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to financial statements, the Company is in the exploration stage, and has no permanently established source of revenue and is dependent on its ability to raise capital from shareholders or other sources to sustain operations. These factors, along with other matters as set forth in Note 1, raise substantial doubt that the Company will be able to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Vancouver, Canada | "MacKay LLP" |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned; thereunto duly authorized.
SUNGRO MINERALS INC. | |
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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Registrant and in the capacities indicated on the dates indicated.
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