UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q/A
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2005
000-117718
(Commission File Number)
Orsus Xelent Technologies, Inc.
(Exact name of registrant as specified in its charter)
Delaware 20-11998142
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
12th Floor, Tower B, Chaowai MEN Office Building
26 Chaowai Street, Chaoyang Disc
Beijing, People's Republic Of China 100020
(Address of principal executive offices) (Zip Code)
0086-010-85653777
(Issuer's telephone number)
6B Building 5, Yi Jing Yuan
Chaoyang Disc
Beijing, People's Republic Of China 100020
(Former name, former address and former fiscal year,
if changed since last report)
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.
[X] Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practical date.
29,756,000
PART I --- FINANCIAL INFORMATION
This amended Quarterly Report on Form 10-Q is being submitted for the purpose of
additionally providing the information required in Part I, Items 3 and 4, of
Form 10-Q for the quarterly period ended September 30. 2005.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
We are exposed to various market risks including foreign exchange rates. In the
normal course of business, we employ established policies and procedures to
manage these risks.
The Company considers Renminbi as its functional currency as a substantial
portion of the Company's business activities are based in Renminbi. However, the
Company has chosen the United States dollar as its reporting currency.
Transactions in currencies other than the functional currency during the year
are translated into the functional currency at the applicable rates of exchange
prevailing at the time of the transactions. Monetary assets and liabilities
denominated in currencies other than functional currency are translated into
functional currency at the applicable rates of exchange in effect at the balance
sheet date. Exchange gains and losses are recorded in the combined statements of
operations.
For translation of financial statements into the reporting currency, assets and
liabilities are translated at the exchange rate at the balance sheet date,
equity accounts are translated at historical exchange rates, and revenues,
expenses, gains and losses are translated at the weighted average rates of
exchange prevailing during the period.
Translation adjustments, when material, resulting from this process are recorded
in accumulated other comprehensive income (loss) within stockholders' equity.
Item 4. Controls and Procedures.
At the date of this report, an evaluation was carried out, under the supervision
and with the participation of management, including our chief executive officer
and chief financial officer, of the effectiveness of the design and operation of
our disclosure controls and procedures pursuant to Rule 13a-15 of the Securities
Exchange Act of 1934. Based upon that evaluation, the chief executive officer
and chief financial officer concluded that our disclosure controls and
procedures are effective to ensure that information required to be disclosed by
the Company in reports that it files or submits under the Securities Exchange
Act of 1934 is recorded, processed, summarized and reported within the time
periods specified in Securities and Exchange Commission rules and forms.
There have been no changes in the Company's internal controls over financial
reporting during the period covered by this report that have materially
affected, or are reasonably likely to materially affect, the Company's internal
controls over financial reporting.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ORSUS XELENT TECHNOLOGIES, INC.
By: /s/ Wang Xin
----------------------------
Wang Xin
Chief Executive Officer
By: /s/ Zhao Hongwe
----------------------------
Zhao Hongwe
Chief Financial Officer
DATED: February 8, 2006