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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------
FORM 10-QSB
X QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
----- EXCHANGE ACT OF 1934
For quarterly period ended: September 30, 2007; or
----- TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
EXCHANGE ACT OF 1934
For the transition period to
--------- ----------
Commission File Number: 0-14869
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KOMODO, INC.
---------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Nevada 95-3932052
------------------------------ ------------------
(State or other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
SUITE 116C - 930 WEST 1ST STREET, NORTH VANCOUVER BC V7P 3N4 CANADA
-------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(604) 986-9866
-------------------------
(Issuer's telephone number)
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 a registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days. Yes X No
--- ---
State the number of shares outstanding of the issuer's common equity: $0.001 par
value, as of September 30, 2007, was 25,926,247.
Transitional Small Business Disclosure Format. Yes No X
--- ---
1
Report on Form 10-QSB
For the Six Months Ended September 30, 2007
INDEX
Page
----
Part I. Financial Information
Item 1. Financial Statements (unaudited)........................3
Balance Sheets .........................................4
Statements of Operations ...............................5
Statements of Cash Flows..............................6-7
Notes to the Financial Statements ...................8-12
Item 2. Management's Discussion and Analysis .................13
or Plan of Operation
Item 3. Controls and Procedures ...............................14
Part II. Other Information
Item 1. Legal Proceedings .....................................15
Item 2. Changes in Securities .................................15
Item 3. Defaults Upon Senior Securities .......................15
Item 4. Submission of Matters to a Vote of Security Holders ...15
Item 5. Other Information .....................................15
Item 6. Exhibits and Reports on Form 8-K ......................15
Signatures.............................................16
2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The accompanying balance sheets of Komodo, Inc. at September 30, 2007 and March
31, 2007, and the related statements of operations, stockholders' equity
(deficit) and cash flows for the three months ending September 30, 2007 and
2006, have been prepared by our management in conformity with accounting
principles generally accepted in the United States. 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. Operating results for the quarter
ended September 30, 2007, are not necessarily indicative of the results that can
be expected for the fiscal year ending March 31, 2008.
KOMODO, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
September 30, 2007 and March 31, 2007
3
KOMODO, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
------
September 30, March 31,
2007 2007
-------------- --------------
(Unaudited)
CURRENT ASSETS
Cash $ - $ 687
------------- -------------
Total Current Assets - 687
------------- -------------
FIXED ASSETS, NET 111,269 136,943
------------- -------------
TOTAL ASSETS $ 111,269 $ 137,630
------------- -------------
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
----------------------------------------------
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 308,451 $ 189,823
Bank overdraft 188 -
Related party payable 71,150 55,242
------------- -------------
Total Current Liabilities 379,789 245,065
------------- -------------
COMMITMENTS AND CONTINGENCIES - -
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock: 10,000,000 shares
authorized of $0.001 par value,
2,000,000 shares issued and
outstanding 2,000 2,000
Common stock: 100,000,000 shares
authorized of $0.001 par value,
25,926,247 shares issued and
outstanding 25,926 25,926
Additional paid-in capital 17,982,182 17,982,182
Deficit accumulated during the
development stage (18,278,628) (18,117,543)
------------- -------------
Total Stockholders' Equity (Deficit) (268,520) (107,435)
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY (DEFICIT) $ 111,269 $ 137,630
------------- -------------
The accompanying condensed notes are an integral part of
these interim financial statements.
4
KOMODO, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
From
Inception on
For the Three Months Ended For the Six Months Ended November 10,
September 30, September 30, 1995 Through
-------------------------- ------------------------- September 30,
2007 2006 2007 2006 2007
------------ ------------- ------------ ------------ ------------
REVENUES $ - $ 4,253 $ - $ 9,441 $ 10,724
----------- ------------ ----------- ----------- ------------
EXPENSES
Impairment of asset - - - - 50
Research and development - 121,570 - 217,852 647,390
Depreciation and amortization 12,837 12,637 25,674 25,274 315,997
Management fees-related parties - 120,000 120,000 240,000 1,417,500
General and administrative 4,098 125,032 15,411 430,101 5,198,897
----------- ------------ ----------- ----------- ------------
Total Expenses 16,935 379,239 161,085 913,227 7,579,834
----------- ------------ ----------- ----------- ------------
LOSS FROM OPERATIONS (16,935) (374,986) (161,085) (903,786) (7,569,110)
OTHER (EXPENSES)
Interest expense - - - - (5,464)
----------- ------------ ----------- ----------- ------------
Total Other (Expense) - - - - (5,464)
----------- ------------ ----------- ----------- ------------
LOSS BEFORE DISCONTINUED
OPERATIONS (16,935) (374,986) (161,085) (903,786) (7,574,574)
----------- ------------ ----------- ----------- ------------
LOSS FROM DISCONTINUED
OPERATIONS NET OF ZERO TAX
EFFECT - - - - (10,704,054)
----------- ------------ ----------- ----------- ------------
NET LOSS $ (16,935) $ (374,986) $ (161,085) $ (903,786) $(18,278,628)
----------- ------------ ----------- ----------- ------------
BASIC LOSS PER SHARE OF
COMMON STOCK $ (0.00) $ (0.02) $ (0.01) $ (0.06)
----------- ------------ ----------- -----------
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 25,926,247 16,340,781 25,926,247 15,461,017
----------- ------------ ----------- -----------
The accompanying condensed notes are an integral part of
these interim financial statements.
5
KOMODO, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
From
Inception on
For the Six Months Ended November 10,
September 30, 1995 Through
--------------------------- September 30,
2007 2006 2007
------------- ------------- --------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (161,085) $ (903,786) $ (18,278,628)
Adjustments to reconcile net loss to net cash
used by operating activities:
Depreciation and amortization expense 25,674 25,274 339,480
Common stock issued for services - 245,975 4,157,778
Common stock issued for payment of accounts payable - - 600,037
Bad debt expense - - 224,941
Write-off mineral property - - 3,914,434
Write-off of stock subscription receivable - - 250
Services rendered for deferred compensation - - 339,750
Services performed to reduce stock subscription
receivable - - 742,261
Warrants and options issued for services - - 1,322,050
Currency translation adjustment - - (168,626)
Impairment of asset - - 50
Forgiveness of debt by shareholder - - 90,705
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable
and accounts receivable-related parties - - (213,312)
(Increase) decrease in deposits and
prepaid expenses - 9,160 (85,365)
Increase in accounts payable and
payable-related parties 8,042 286,361 362,652
Increase in accounts payable and accrued liabilities 118,628 62,018 131,373
Increase in bank overdraft 188 - 188
Increase (Decrease) in liabilities of
discontinued operations - - 64,042
------------- ------------ -------------
Net Cash Used by Operating Activities (8,553) (274,998) (6,455,940)
------------- ------------ -------------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of fixed assets - - (405,742)
Purchase of mineral property and deferred
exploration costs - - (2,762,539)
------------- ------------ -------------
Net Cash Used by Investing Activities - - (3,168,281)
------------- ------------ -------------
The accompanying condensed notes are an integral part of
these interim financial statements.
6
KOMODO, INC.
(A Development Stage Company)
Statements of Cash Flows (Continued)
(Unaudited)
From
Inception on
For the Six Months Ended November 10,
September 30, 1995 Through
--------------------------- September 30,
2007 2006 2007
------------- ------------- --------------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from related party advances 7,866 - 7,866
Stock offering costs - (16,000) (248,249)
Cash received on stock subscription - 279,975 536,010
Proceeds from common stock - 10,000 7,856,174
Proceeds on notes payable - related party - - 1,472,420
------------ ------------ -------------
Net Cash Provided by Financing Activities 7,866 273,975 9,624,221
------------ ------------ -------------
NET INCREASE IN CASH (687) (1,023) -
------------ ------------ -------------
CASH AT BEGINNING OF PERIOD 687 1,096 -
------------ ------------ -------------
CASH AT END OF PERIOD $ - $ 73 $ -
------------ ------------ -------------
CASH PAID FOR:
Interest $ - $ - $ 114
Income taxes $ - $ - $ -
NON-CASH FINANCING ACTIVITIES
Common stock issued for acquisition of asset $ - $ - $ 394,062
Common stock issued for debt conversion $ - $ - $ 1,210,718
Common stock issued for mineral properties $ - $ - $ 550,000
Common stock issued for services $ - $ 245,975 $ 4,133,498
Common stock issued for license $ - $ - $ 125,000
Common stock issued for subscription $ - $ - $ 387,750
Common stock issued for payment of
accounts payable $ - $ - $ 600,037
Services performed by related parties for the
reduction in stock subscription receivable $ - $ - $ 742,261
The accompanying condensed notes are an integral part of
these interim financial statements.
7
KOMODO, INC.
(A Development Stage Company)
Condensed Notes to the Financial Statements
September 30, 2007 and March 31, 2007
NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION
The accompanying unaudited condensed financial statements have been
prepared by the Company pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with accounting principles generally accepted in the United
States of America have been condensed or omitted in accordance with
such rules and regulations. The information furnished in the interim
condensed financial statements include normal recurring adjustments and
reflects all adjustments, which, in the opinion of management, are
necessary for a fair presentation of such financial statements.
Although management believes the disclosures and information presented
are adequate to make the information not misleading, it is suggested
that these interim condensed financial statements be read in
conjunction with the Company's most recent audited financial statements
and notes thereto included in its March 31, 2007 Annual Report on Form
10-KSB. Operating results for the three and six months ended September
30, 2007 are not necessarily indicative of the results that may be
expected for the year ending March 31, 2008.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates
----------------
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America 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.
NOTE 3 - GOING CONCERN
The Company's financial statements are prepared using United States
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, the Company has
not established a reliable source of revenues sufficient to meet the
operational cash flow needs of the Company. The Company failed in the
launch of its products and is now seeking another business opportunity.
The ability of the Company to continue as a going concern is dependent
upon its ability to successfully accomplish the plan described in the
preceding paragraph and eventually attain profitable operations. The
accompanying financial statements do not include any adjustments that
may be necessary if the Company is unable to continue as a going
concern.
8
KOMODO, INC.
(A Development Stage Company)
Condensed Notes to the Financial Statements
September 30, 2007 and March 31, 2007
NOTE 4 - RELATED PARTY TRANSACTIONS
As of September 30, 2007, the Company owed related parties $71,105 for
amounts advanced to the Company to cover operating expenses and for
accrued salaries.
NOTE 5 - COMMON STOCK OPTIONS AND WARRANTS
OPTIONS
-------
On September 27, 2002, the Company established the 2002 Stock Option
Plan (the plan) to promote the interests of the Company. The board of
directors of the Company has sole and complete authority to determine
the employees to whom options shall be granted, the number of options
in each grant and any additional conditions and limitations. The total
number of shares of common stock subject to outstanding options shall
be 1,000,000 shares. The exercise price at the date of grant shall not
be less than the fair market value of the underlying shares.
On August 8, 2003, the Company established the 2003 Stock Option Plan
(the plan) to promote the interests of the Company. The board of
directors of the Company has sole and complete authority to determine
the employees and/or consultants to whom options shall be granted, the
number of options in each grant and any additional conditions and
limitations. The total number of shares of common stock subject to
outstanding options shall be 1,150,000 shares. The exercise price at
the date of grant shall not be less than the fair market value of the
underlying shares.
On February 12, 2004, the Company established the 2004 stock option
plan (the plan) to promote the interests of the Company. The board of
directors of the Company has sole and complete authority to determine
the employees and/or consultants to who options shall be granted, the
number of options in each grant and any additional conditions and
limitations. The total number of shares of common stock subject to
outstanding options shall be 1,000,000 shares. The exercise price at
the date of grant shall not be less than the fair market value of the
underlying shares.
On December 1, 2004, in connection with the private placement of its
common stock, the Company granted warrants to purchase 500,000 shares
of its common stock at $1.50 per share, warrants to purchase 500,000
shares of its common stock at $3.00 per share and warrants to purchase
500,000 shares of its common stock at $5.00 per share.
On November 11, 2005, the Company established the 2005 Stock Option
Plan (the plan) to promote the interests of the Company. The board of
directors of the Company has sole and complete authority to determine
the employees and/or consultants to whom options shall be granted, the
number of options in each grant and any additional conditions and
9
KOMODO, INC.
(A Development Stage Company)
Condensed Notes to the Financial Statements
September 30, 2007 and March 31, 2007
NOTE 5 - OPTIONS AND WARRANTS (Continued)
OPTIONS (Continued)
-------------------
limitations. The total number of shares of common stock subject to
outstanding options shall be 2,200,000 shares. The exercise price is
$0.72 per share. On the same date the 2,200,000 options were granted to
various consultants. The grantees were vested for 25% of the options
with additional vesting to be determined by the board of directors. The
Company recognized an expense of $310,214 for the value of warrants
vested using the Black-Scholes formula and assumes a 10 year maturity,
a risk free interest rate of 2.81% and a volatility of 73%.
On December 9, 2005, the Company established the 2006 Stock Option Plan
(the plan) to promote the interests of the Company. The board of
directors of the Company has sole and complete authority to determine
the employees and/or consultants to whom options shall be KOMODO, INC.
(A Development Stage Company) Condensed Notes to the Financial
Statements September 30, 2007 and March 31, 2007 granted, the number of
options in each grant and any additional conditions and limitations.
The total number of shares of common stock subject to outstanding
options shall be 2,200,000 shares.
On December 9, 2005, the Company established the 2005 stock option plan
to promote the interests of the Company. The Board of Directors of the
Company has sole and complete authority to determine the employees
and/or consultants to who options shall be granted, the number of each
grant and any additional conditions and limitations. The total number
of shares of common stock subject to outstanding options shall be
2,200,000 shares. The exercise price is $1.00 per share. On the same
date 2,200,000 options were granted to various consultants. The
grantees vested for 25% of the options with additional vesting to be
determined by the board of directors. The Company recognized an expense
of $406,205 for the value of the options vested using the Black-Scholes
formula and assumes a 10 year maturity, a risk free interest rate of
2.81% and a volatility of 73%.
A summary of the status of the Company's outstanding stock options as
of September 30, 2007 (FY2008) and March 31, 2007 (FY2007) and changes
during the six months ended September 30, 2007 and the year ended March
31, 2007 is presented below:
10
KOMODO, INC.
(A Development Stage Company)
Condensed Notes to the Financial Statements
September 30, 2007 and March 31, 2007
NOTE 5 - OPTIONS AND WARRANTS (Continued)
2008 2007
------------------- ------------------
Weighted Weighted
Shares Average Shares Average
under Exercise under Exercise
Options Price Options Price
--------- -------- --------- --------
Outstanding, beginning of
year 7,550,000 $ 0.65 7,550,000 $ 0.65
Granted - - - -
Expired/Cancelled - - - -
Exercised - - - -
--------- -------- --------- --------
Outstanding, end of year 7,550,000 $ 0.65 7,550,000 $ 0.65
--------- -------- --------- --------
Exercisable 3,175,000 $ 0.51 3,175,000 $ 0.51
--------- -------- --------- --------
Fair Value of Options Granted $716,419
--------
Outstanding Exercisable
- ---------------------------------------------------- ---------------------------
Number Weighted Number
Outstanding Average Weighted Exercisable Weighted
Range of at Remaining Average at Average
Exercise Sept 30,/March 31, Contractual Exercise Sept 30,/March 31, Exercise
Prices 2007/2007 Life Price 2007/2007 Price
- ------------ ------------------ ----------- -------- ------------------ --------
$0.21 - 0.14 7,550,000 7.08 $ 0.65 3,175,000 $ 0.51
- ------------ --------- ---- ------- --------- ------
$0.21 - 0.14 7,550,000 8.08 $ 0.65 3,175,000 $ 0.51
- ------------ --------- ---- ------- --------- ------
WARRANTS
A summary of the status of the Company's outstanding warrants as of
September 30, 2007 (FY2008) and March 31, 2007 (FY2007) and changes
during the six months ended September 30, 2007 and the year ended March
31, 2007 is presented below:
11
KOMODO, INC.
(A Development Stage Company)
Condensed Notes to the Financial Statements
September 30, 2007 and March 31, 2007
NOTE 5 - OPTIONS AND WARRANTS (Continued)
2008 2007
------------------- ------------------
Weighted Weighted
Shares Average Shares Average
under Exercise under Exercise
Options Price Options Price
--------- -------- --------- --------
Outstanding, beginning of
year 7,805,000 $ 1.22 7,805,000 $ 1.22
Granted - - - -
Expired/Cancelled - - - -
Exercised - - - -
--------- -------- --------- --------
Outstanding end of year 7,805,000 $ 1.22 7,805,000 $ 1.22
--------- -------- --------- --------
Exercisable 7,805,000 $ 1.22 7,805,000 $ 1.22
--------- -------- --------- --------
Outstanding Exercisable
- ---------------------------------------------------- ---------------------------
Number Weighted Number
Outstanding Average Weighted Exercisable Weighted
Range of at Remaining Average at Average
Exercise Sept 30,/March 31, Contractual Exercise Sept 30,/March 31, Exercise
Prices 2007/2007 Life Price 2007/2007 Price
- ------------ ------------------ ----------- ---------- ---------------- --------
$ 0.70-5.00 7,805,000 6.77 $0.70-5.00 7,805,000 $1.22
- ----------- --------- ---- ---------- --------- -----
$ 0.70-5.00 7,805,000 7.77 $0.70-5.00 7,805,000 $1.22
- ----------- --------- ---- ---------- --------- -----
In December 2005, the Company issued 305,000 warrants in connection
with the private placement of its common stock. Accordingly, a
compensation expense $92,300 was recorded as per the Black-Scholes
calculation and assumes a 10 year maturity, a risk free interest rate
of 2.81% and a volatility of 73%.
12
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The accompanying balance sheets of Komodo, Inc. at September 30, 2007
and March 31, 2007, related statements of operations and cash flows for the six
months ended September 30, 2007 and 2006, have been prepared by our management
in conformity with accounting principles generally accepted in the United States
of America. 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.
Operating results for the quarter ended September 30, 2007, are not necessarily
indicative of the results that can be expected for the fiscal year ending March
31, 2008.
Item 2. Management's Discussion and Analysis of Financial Condition or Plan of
Operations
The following information should be read in conjunction with the financial
statements and notes thereto appearing elsewhere in this Form 10-QSB.
Forward-looking and Cautionary Statements
This report contains certain forward-looking statements. These statements relate
to future events or our future financial performance and involve known and
unknown risks and uncertainties. These factors may cause our company's, or our
industry's actual results, levels of activity, performance or achievements to be
materially different from those expressed or implied by the forward-looking
statements. In some cases, you can identify forward-looking statements by
terminology such as "may," "will" "should," "expects," "intends," "plans,"
"anticipates," "believes," "estimates," "predicts," "potential," "continue," or
the negative of these terms or other comparable terminology.
These statements are only predictions. Although we believe that the expectations
reflected in the forward-looking statements are reasonable, we cannot guarantee
future results, levels of activity, performance or achievements.
Business Overview
- ----------------
The current activities conducted by the Company are to manage its limited assets
and to seek out and secure a financing or investigate the acquisition of any
viable business opportunity by purchase and exchange for securities of the
Company or pursuant to a reorganization or merger through which securities of
the Company will be issued or exchanged.
Other than seeking and investigating potential capital raising activities the
Company has had no material business operations for the past five months. The
Company has limited assets and conducts no material business, management
anticipates that both a financing or an acquisition would require it to issue
shares of its common stock. This would result in substantial dilution of the
shares of current stockholders. The Company's Board of Directors shall make the
final determination whether to complete any acquisition; the approval of
stockholders will not be sought unless required by applicable laws, rules and
regulations, its Articles of Incorporation or Bylaws, or contract. The Company
makes no assurance that any future enterprise will be profitable or successful.
13
We expect that we need approximately $250,000 over the next 12 month period to
continue operations. In the past 2 years we have raised approximately $610,000.
This funding was completed in the form of private placement funding from the
sale of shares of the Company's common stock. Without adequate funding the
product will not progress. Obtaining financing depends on current market
conditions, the willingness of the investment community to make investments into
software development, the timing of key developments of the software and other
similar factors. We cannot provide any assurances that we will be able to secure
the funding.
Results of Operations
Our net loss for the three months ended September 30, 2007 was $16,935, as
compared to $374,986 for the same period in 2006. The net loss for 2007
translates into a loss of $0.00 per share compared to a loss of $0.02 per share
for the same period in 2006. The decrease in the net loss is partially
attributable to general and administrative expenses incurred of approximately
$4,098 compared to $125,032 in 2006. We compensated our management consultants,
who are the officers of the Company, $-0- in the second quarter of fiscal 2007
compared to $120,000 in the prior year. The balance of our operating expenses
were made up primarily of depreciation expense of approximately $12,837 compared
to $12,673 in the prior year.
We recorded no revenues during the quarter ended September 30, 2007. We do not
expect to have revenues through out the remainder of fiscal 2007 and we do not
anticipate becoming cash flow positive in fiscal 2008.
Liquidity and Capital Resources
We had $-0- of cash on hand at September 30, 2007 compared to $687 at March 31,
2007. We used $687 of cash for operations during the six months ended September
30, 2007 compared to approximately $274,998 for the same period of FYE 2007. The
decrease was primarily due to the cancelation of management compensation by our
management team of $120,000 in 2007. We estimate that we will need approximately
$1,200,000 of additional funds over the next twelve months.
We estimate that existing sources of liquidity and the funds provided by
anticipated capital activity will not satisfy our projected working capital
requirements through fiscal 2008. Our ability to maintain sufficient liquidity
through fiscal 2008 is dependent on our raising additional capital and such
capital may not be available on acceptable terms, if at all. Additional
financing may result in substantial and immediate dilution to existing
stockholders. If adequate funds are not available to satisfy either short or
long-term capital requirements, we may be required to curtail operations
significantly or to seek funds through arrangements with strategic partners,
existing investors or other parties.
Item 3. Controls and Procedures
As of the end of the period covered by this report, we carried out an
evaluation, under the supervision and with the participation of management,
including our chief executive officer and principal financial officer, of the
effectiveness of the design and operation of our disclosure controls and
procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Securities
14
Exchange Act of 1934. Based upon that evaluation, our chief executive officer
and principal financial officer concluded that our disclosure controls and
procedures are effective to cause the material information required to be
disclosed by us in the reports that we file or submit under the Exchange Act to
be recorded, processed, summarized and reported within the time periods
specified in the SEC's rules and forms. There have been no significant changes
in our internal controls or in other factors which could significantly affect
internal controls subsequent to the date we carried out our evaluation.
PART II - OTHER INFORMATION.
Item 1. Legal Proceedings.
We are not aware of any pending claims or assessments, that may have a
material adverse impact on Komodo's financial position or results of operations.
Item 2. Changes in Securities.
The following unregistered securities have been issued since March 31st, 2007:
Valued
Date No. of Shares Title At Reason
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
(a) Exhibits
Exhibit 31.1 Certification of C.E.O. and Principal Accounting Officer
Pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002.
Exhibit 32.1 Certification of C.E.O. and Principal Accounting Officer
Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002
(b) Report on Form 8-K
None
15
SIGNATURES
In accordance with the requirements of the Exchange Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
KOMODO, INC.
Date: November 13, 2007 / s / Gordon Muir
-----------------------------
President / Director
Principal Accounting Officer
16