- SUBSEQUENT EVENTS | NOTE 10 - SUBSEQUENT EVENTS The Company has evaluated subsequent events from August 31, 2018 to the date the financial statements were issued and has determined that there are no items to disclose. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. ITEM 9A. CONTROLS AND PROCEDURES Disclosure Controls and Procedures Our disclosure controls and procedures are designed to ensure that information required to be disclosed in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Our principal executive officer and principal financial and accounting officer have reviewed the effectiveness of our “disclosure controls and procedures” (as defined in the Securities Exchange Act of 1934 Rules 13(a)-15(e) and 15(d)-15(e)) within the end of the period covered by this Annual Report on Form 10-K and have concluded that the disclosure controls and procedures are effective to ensure that material information relating to the Company is recorded, processed, summarized, and reported in a timely manner. Changes in Internal Controls over Financial Reporting There have been no changes in the Company's internal control over financial reporting during the last quarterly period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting. ITEM 9B. OTHER INFORMATION None. PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS OF THE COMPANY Name and Address of Executive Officer and/or Director Age Position Aleksandr Zausaev 4760 South Pecos Rd. Suite 103, Las Vegas, NV 89121 32 President, Treasurer, Secretary and Director (Principal Executive, Financial and Accounting Officer) Aleksandr Zausaev has acted as our President, Treasurer, Secretary and sole Director since we incorporated on August 17, 2016. Mr. Zausaev owns 78.86% of the outstanding shares of our common stock. As such, it was unilaterally decided that Mr. Zausaev was going to be our sole President, Chief Executive Officer, Treasurer, and Chief Financial Officer, Chief Accounting Officer, Secretary and sole member of our board of directors. Mr. Zausaev graduated from Moscow State University in 2009 as Master of Information Technology Management. Since 2008 he has been working as the freelance software developer and website developer. He has been working on an outsource basis with entyties and individuals from around the world. We believe that Mr. Zausaev's specific experience, qualifications and skills will enable to develop our business. During the past ten years, Mr. Zausaev has not been the subject to any of the following events: 1. Any bankruptcy petition filed by or against any business of which Mr. Zausaev was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time. 2. Any conviction in a criminal proceeding or being subject to a pending criminal proceeding. 3. An order, judgment, or decree, not subsequently reversed, suspended or vacated, or any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting Mr. Zausaev's involvement in any type of business, securities or banking activities. 4. Found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission or the Commodity Future Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated. 5. Was the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right to engage in any activity described in paragraph (f)(3)(i) of this section, or to be associated with persons engaged in any such activity; 6. Was found by a court of competent jurisdiction in a civil action or by the Commission to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated; 7. Was the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of: i. Any Federal or State securities or commodities law or regulation; or ii. Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or iii. Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or 8. Was the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member. AUDIT COMMITTEE We do not have an audit committee financial expert. We do not have an audit committee financial expert because we believe the cost related to retaining a financial expert at this time is prohibitive. Further, because we have no operations, at the present time, we believe the services of a financial expert are not warranted. SIGNIFICANT EMPLOYEES Other than our director, we do not expect any other individuals to make a significant contribution to our business. ITEM 11. EXECUTIVE COMPENSATION The following tables set forth certain information about compensation paid, earned or accrued for services by our Executive Officer from inception on August 17, 2016 until August 31, 2017, and for the year ended August 31, 2018: Summary Compensation Table Name and Principal Position Year Salary ($) Bonus ($) Stock Awards ($) Option Awards ($) Non-Equity Incentive Plan Compensation ($) All Other Compensation ($) All Other Compensation ($) Total ($) Aleksandr Zausaev, Director, President, Secretary and Treasurer September 1, 2016 to August 31, 2017 -0- -0- -0- -0- -0- -0- -0- -0- September 1, 2017 to August 31, 2018 -0- -0- -0- -0- -0- -0- -0- -0- There are no current employment agreements between the company and its officer or director. There are no annuity, pension or retirement benefits proposed to be paid to the officer or director or employees in the event of retirement at normal retirement date pursuant to any presently existing plan provided or contributed to by the company or any of its subsidiaries, if any. CHANGE OF CONTROL As of August 31, 2018, we had no pension plans or compensatory plans or other arrangements which provide compensation in the event of a termination of employment or a change in our control. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The following table sets forth information as of August 31, 2018 regarding the ownership of our common stock by each shareholder known by us to be the beneficial owner of more than five percent of our outstanding shares of common stock, each director and all executive officers and directors as a group. Except as otherwise indicated, each of the shareholders has sole voting and investment power with respect to the shares of common stock beneficially owned. Title of Class Name and Address of Beneficial Owner Amount and Nature of Beneficial Ownership Percentage Common Stock Aleksandr Zausaev 4760 South Pecos Rd. Suite 103, Las Vegas, NV 89121 5,000,000 shares of common stock (direct) 78.86 % The percent of class is based on 6,340,000 shares of common stock issued and outstanding as of the date of this annual report. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS On September 12, 2016, we issued a total of 5,000,000 shares of restricted common stock to Aleksandr Zausaev, our sole officer and director in consideration of $5,000. Further, Mr. Zausaev has advanced funds to us. As of August 31, 2018, Mr. Zausaev has advanced to us $32,379. There is no due date for the repayment of the funds advanced by Mr. Zausaev. Mr. Zausaev will be repaid from revenues of operations. The obligation to Mr. Zausaev does not bear interest. There is no written agreement evidencing the advancement of funds by Mr. Zausaev or the repayment of the funds to Mr. Zausaev. ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES The following table shows the fees paid or accrued for the audit and other services provided by our principal accountant. August 31, 2018 August 31, 2017 Audit fees $ 9,800 $ 9,000 Audit related fees -0- -0- Tax fees $ 600 $ 500 All other fees -0- -0- Audit Fees Audit fees represent the professional services rendered for the audit of our annual financial statements and the review of our financial statements included in quarterly reports, along with services normally provided by the accountant in connection with statutory and regulatory filings or engagements. Audit Related Fees Audit-related fees represent professional services rendered for assurance and related services by the principal accountant that are reasonably related to the performance of the audit or review of our financial statements that are not reported under audit fees. Tax Fees Tax fees represent professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. All Other Fees All other fees represent fees billed for products and services provided by the principal accountant, other than the services reported for the other categories. ITEM 15. EXHIBITS The following exhibits are filed as part of this Annual Report. Exhibits: 31.1 Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a) 32.1 Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002 101.INS XBRL Instance Document 101.SCH XBRL Taxonomy Extension Schema Document 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF XBRL Taxonomy Extension Definition Document 101.LAB XBRL Taxonomy Extension Label Linkbase Document 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ZARTEX INC. Dated: October _, 2018 By: /s/ Aleksandr Zausaev Aleksandr Zausaev, President and Chief Executive Officer and Chief Financial Officer |