UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 10Q
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(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2010
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to ___________
Commission file number: 333-156637
FIREFISH, INC.
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(Exact name of registrant as specified in its charter)
Nevada 26-2515882
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(State of Incorporation) (IRS Employer ID Number)
533 47th Road, 2nd Floor, Long Island City, NY 11101
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(Address of principal executive offices)
(718) 395-2606
(Registrant's Telephone number)
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 past 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to the filing requirements for
the past 90 days. Yes [X] 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 for Regulation S-T (ss.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 [ ] No []
Indicate by check mark whether the registrant is a large accelerated file, 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 filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]
(Do not check if a 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 [ ] No [X]
Indicate the number of share outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
As of June 14, 2011 there were 9,866,665 shares of the registrant's common stock
issued and outstanding.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited) Page
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Balance Sheets - December 31, 2010 and March 31, 2010 F-1
Statements of Operations -
Three and nine months ended December 31, 2010 and 2009 F-2
Statements of Cash Flows -
Nine months ended December 31, 2010 and 2009 F-3
Notes to the Consolidated Financial Statements F-4
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 1
Item 3. Quantitative and Qualitative Disclosures About Market Risk
- Not Applicable 3
Item 4. Controls and Procedures 3
Item 4T. Controls and Procedures 3
PART II - OTHER INFORMATION
Item 1. Legal Proceedings -Not Applicable 4
Item 1A. Risk Factors - Not Applicable 4
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 4
-Not Applicable
Item 3. Defaults Upon Senior Securities - Not Applicable 4
Item 4. Removed and Reserved 4
Item 5. Other Information - Not Applicable 4
Item 6. Exhibits 4
SIGNATURES 5
PART I
ITEM 1. FINANCIAL STATEMENTS
Firefish, Inc. and Subsidiary
Consolidated Balance Sheets
(unaudited)
December 31, March 31,
2010 2010
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ASSETS
CURRENT ASSETS
Cash $ 26,406 $ 49,697
Accounts receivable - customers 468 9,000
Deferred cost of sales 11,339 -
Prepaids and other current assets 2,338 -
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TOTAL CURRENT ASSETS 40,551 58,697
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TOTAL ASSETS $ 40,551 $ 58,697
================= ==================
LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued expenses $ 382 $ 9,966
Accounts payable and accrued expenses - related parties 22,660 8,900
Deferred revenue 24,727 -
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TOTAL CURRENT LIABILITIES 47,769 18,866
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock: $0.001 par value; 100,000,000 shares authorized;
9,866,665 and 9,822,221 shares issued and outstanding at
December 31, 2010 and March 31, 2010, respectively 9,867 9,822
Additional paid-in capital 233,100 202,845
Accumulated other comprehensive income 1,180 569
Accumulated deficit (251,365) (173,405)
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TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (7,218) 39,831
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TOTAL LIABILITIES & STOCKHOLDERS' $ 40,551 $ 58,697
EQUITY (DEFICIT)
================= ==================
The accompanying notes are an integral part of these consolidated financial statements.
F-1
Firefish, Inc. and Subsidiary
Consolidated Statements of Operations
(Unaudited)
For the Three Months Ended For the Nine Months Ended
December 31, December 31,
2010 2009 2010 2009
----------------- ----------------- ------------------ -----------------
REVENUES $ 12,940 $ 14,337 $ 41,862 $ 32,337
COST OF SALES 13,602 8,009 35,138 24,000
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GROSS MARGIN (662) 6,328 6,724 8,337
----------------- ----------------- ------------------ -----------------
OPERATING EXPENSES
Software development - - - -
General and administrative 21,928 16,851 39,684 23,443
General and administrative - related party 15,000 15,000 45,000 45,000
----------------- ----------------- ------------------ -----------------
TOTAL OPERATING EXPENSES 36,928 31,851 84,684 68,443
----------------- ----------------- ------------------ -----------------
LOSS FROM OPERATIONS (37,590) (25,523) (77,960) (60,106)
INCOME TAX EXPENSE - - - -
----------------- ----------------- ------------------ -----------------
NET LOSS (37,590) (25,523) (77,960) (60,106)
OTHER COMPREHENSIVE INCOME
Foreign currency translation
adjustment gain (loss) (62) 5,642 611 5,263
----------------- ----------------- ------------------ -----------------
COMPREHENSIVE LOSS $ (37,652) $ (19,881) $ (77,349) $ (54,843)
================= ================= ================== =================
BASIC AND DILUTED LOSS $ (0.00) $ (0.00) $ (0.01) $ (0.01)
PER SHARE
================= ================= ================== =================
Weighted Average Common Shares
Outstanding 9,866,665 9,822,221 9,832,564 9,822,221
================= ================= ================== =================
The accompanying notes are an integral part of these consolidated financial statements.
F-2
Firefish, Inc. and Subsidiary
Consolidated Statements of Cash Flows
(Unaudited)
For the Nine Months Ended
December 31,
2010 2009
------------------------------------
OPERATING ACTIVITIES
Net loss $ (77,960) $ (60,106)
Adjustments to reconcile net loss to
net cash used in operating activities:
Contributed capital 10,300 18,999
Changes in operating assets and liabilities:
Accounts receivable - customers 8,532 9,000
Prepaids and other current assets (2,338) -
Deferred cost of sales (11,339) -
Accounts payable and accrued expenses (9,584) (1,650)
Accounts payable and accrued expenses - related party 13,760 (10,000)
Deferred revenue 24,727 -
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NET CASH USED IN OPERATING ACTIVITES (43,902) (43,757)
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FINANCING ACTIVITIES
Proceeds from exercise of warrants 20,000 -
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NET CASH PROVIDED BY FINANCING ACTIVITIES 20,000 -
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FOREIGN CURRENCY EFFECT ON CASH 611 5,263
NET DECREASE IN CASH (23,991) (38,494)
CASH - Beginning of period 49,697 124,218
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CASH - End of period $ 26,406 $ 85,724
=============== ===============
SUPPLEMENTAL CASH FLOW DISCLOSURE:
CASH PAID FOR:
Interest $ - $ -
=============== ===============
Income taxes $ - $ -
=============== ===============
NON CASH INVESTING AND FINANCING ACTIVITIES:
Contributed capital - related party $ 4,000 $ 15,000
=============== ===============
The accompanying notes are an integral part of these consolidated financial statements.
F-3
FIREFISH, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2010
(Unaudited)
1. Nature of Business and Development Stage Activities
Firefish, Inc. (the "Company") was incorporated in the State of Nevada
on April 29, 2008 ("Inception"). The Company's primary operations are
in India and have incurred net losses since inception of approximately
$251,000.
The Company offers mobile and internet marketing services to
retailers. The Company also offers educational services to young
learners and young adults. On an annual basis, in January and February
the Company hosts an English competency competition referred to as the
English Olympiad.
Through June 30, 2010, the Company was deemed to be in the development
stage, as defined in Accounting Codification Standard ("ACS") topic
915 "Development Stage Entities". During the three month period ended
September 30, 2010, management determined that due to significant and
sustained revenue streams from intended operations, the Company exited
the development stage. Thus, the Company is no longer required to
report its stock issuances from inception, nor include
inception-to-date information in its statements of operations and cash
flows.
2. Going Concern
The accompanying financial statements have been prepared in conformity
with generally accepted accounting principles in the United States of
America, which contemplate continuation of the Company as a going
concern. The Company, however, has incurred net losses of
approximately $251,000 since inception. The Company currently has
limited liquidity, and does not yet have enough revenues sufficient to
cover operating costs over an extended period of time. If the Company
is unable to obtain adequate capital, it could be forced to cease
operations.
Management anticipates that the Company will be dependent, for the
foreseeable future, on additional investment capital to fund operating
expenses. The Company intends to position itself so that it may be
able to raise additional funds through the capital markets. In light
of management's efforts, there are no assurances that the Company will
be successful in this or any of its endeavors or become financially
viable and continue as a going concern.
The ability of the Company to continue as a going concern is dependent
upon its ability to successfully accomplish the plans described in the
preceding paragraph and eventually secure other sources of financing
and attain profitable operations. The accompanying financial
statements do not include any adjustments that might be necessary if
the Company is unable to continue as a going concern.
3. Summary of Significant Accounting Policies
The accounting policies of the Company are in accordance with the
accounting principles generally accepted in the United States of
America and are presented in United States dollars ("USD"). Outlined
below are those policies considered particularly significant.
Basis of Presentation
---------------------
The accompanying unaudited consolidated financial statements contain
all adjustments (consisting only of normal recurring adjustments)
which, in the opinion of management, are necessary to present fairly
the financial position of the Company as of December 31, 2010, and the
F-4
FIREFISH, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2010
(Unaudited)
results of its operations and cash flows for the three and nine months
ended December 31, 2010 and 2009. Certain information and footnote
disclosures normally included in financial statements have been
condensed or omitted pursuant to rules and regulations of the U.S.
Securities and Exchange Commission. The Company believes that the
disclosures in the unaudited consolidated financial statements are
adequate to make the information presented not misleading. The
operating results of the Company on a quarterly basis may not be
indicative of operating results for the full year. For further
information, refer to the financial statements and notes included in
the Company's Form 10-K for the year ended March 31, 2010.
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 at the date of the financial
statements and the reported amounts of revenue and expenses during the
reporting period. Actual results could differ from those estimates.
Fair Value of Financial Statements
----------------------------------
The carrying amounts reported in the accompanying consolidated
financial statements for current assets and current liabilities
approximate the fair value because of the immediate or short-term
maturities of the financial instruments.
Fair value is defined as the exit price, or the amount that would be
received to sell an asset or paid to transfer a liability in an
orderly transaction between market participants as of the measurement
date. The guidance also establishes a hierarchy for inputs used in
measuring fair value that maximizes the use of observable inputs and
minimizes the use of unobservable inputs by requiring that the most
observable inputs be used when available. Observable inputs are inputs
market participants would use in valuing the asset or liability and
are developed based on market data obtained from sources independent
of the Company. Unobservable inputs are inputs that reflect the
Company's assumptions about the factors market participants would use
in valuing the asset or liability. The guidance establishes three
levels of inputs that may be used to measure fair value:
Level 1 - Observable inputs such as quoted prices in active markets;
Level 2 - Inputs, other than the quoted prices in active markets, that
are observable either directly or indirectly; and Level 3 -
Unobservable inputs in which there is little or no market data, which
require the reporting entity to develop its own assumptions.
Assets and liabilities are classified based on the lowest level of
input that is significant to the fair value measurements. The Company
reviews the fair value hierarchy classification on a quarterly basis.
Changes in the observability of valuation inputs may result in a
reclassification of levels for certain securities within the fair
value hierarchy.
As of December 31, 2010, the Company does not have any level 1, 2, or
3 assets or liabilities.
F-5
FIREFISH, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2010
(Unaudited)
Principles of Consolidation
---------------------------
The financial statements include the accounts of the Company and its
wholly owned subsidiary Firefish Networks Private Limited, an entity
formed under the laws of the nation of India. All significant
intercompany transactions have been eliminated in the consolidation.
Basic (Loss) per Common Share
-----------------------------
Basic (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 loss 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.
Revenue Recognition
-------------------
The Company recognizes revenues from consulting, educational and text
message marketing services and 2) sponsored competition entry fees
when when (a) persuasive evidence that an agreement exists; (b) the
products or services has been delivered or completed; (c) the prices
are fixed and determinable and not subject to refund or adjustment;
and (d) collection of the amounts due is reasonably assured. Revenues
from consulting, educational and marketing services are generally
recognized when the services have been performed as long as the other
criteria have been met. Revenues from educational sponsored events,
such as our English Olympiad, are recognized when the event has taken
place. At December 31, 2010, we have deferred revenues of $24,727 and
costs of these revenues of $11,339, which consist of study materials
provided to our competitors. The Company record these revenues and
related costs in January/February 2011 when the competitions were
held.
Foreign Exchange
----------------
The financial statements are presented in United States Dollars,
("USD"), the reporting currency. The functional currency for the
financial statements is Indian rupees and in accordance with ASC Topic
830, "Foreign Currency Matters", foreign denominated monetary assets
and liabilities are translated to their USD equivalents using foreign
exchange rates which prevailed at the balance sheet date. Non-monetary
assets and liabilities are translated at exchange rates prevailing at
the transaction date. Revenue and expenses were translated at the
prevailing rate of exchange at the date of the transaction. Related
translation adjustments are reported as a separate component of
stockholder's equity (deficit), whereas gains or losses resulting from
foreign currency transactions are included in results of operations.
4. Common Stock
On May 21, 2010, Genesis Venture Fund India, LLP ("Genesis"), a
related party due to significant holdings of the Company's common
stock, completed a partial exercise of its warrants to purchase
1,000,000 common shares of the Company at $0.45 per share by tendering
$10,000 for the purchase of 22,222 shares. On June 16, 2010, Genesis
exercised warrants for an additional 22,222 shares at $0.45 per share
for $10,000.
F-6
FIREFISH, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2010
(Unaudited)
On June 30, 2010, all remaining warrants expired and the Company has
no warrants outstanding.
5. Related Party Transactions
An officer of the Company has agreed to pay for certain costs in
connection with the Company's public filing requirements. These costs
included legal and accounting fees. During the three and nine months
ended December 31, 2010 this officer paid $6,300 and $10,300 of these
fees, respectively. During the three and nine months ended December
31, 2009, such expenditures totaled $0, respectively. The Company
accounts for these amounts as a contribution of capital to additional
paid-in capital.
In addition, the Company has an at-will employment agreement with its
Chief Executive Officer. Under the terms of the agreement the Chief
Executive Officer is paid a salary of $5,000 per month plus taxes.
Included within accounts payable and accrued expenses - related
parties is accrued salary and payroll taxes due under the agreement of
$22,660.
6. Subsequent Events
Management has evaluated subsequent events through the date these
financial statements were filed with the Securities and Exchange
Commission, and has determined it does not have any material
subsequent events to disclose.
F-7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following discussion should be read in conjunction with our unaudited
financial statements and notes thereto included herein. In connection with, and
because we desire to take advantage of, the "safe harbor" provisions of the
Private Securities Litigation Reform Act of 1995, we caution readers regarding
certain forward looking statements in the following discussion and elsewhere in
this report and in any other statement made by, or on our behalf, whether or not
in future filings with the Securities and Exchange Commission. Forward-looking
statements are statements not based on historical information and which relate
to future operations, strategies, financial results or other developments.
Forward looking statements are necessarily based upon estimates and assumptions
that are inherently subject to significant business, economic and competitive
uncertainties and contingencies, many of which are beyond our control and many
of which, with respect to future business decisions, are subject to change.
These uncertainties and contingencies can affect actual results and could cause
actual results to differ materially from those expressed in any forward looking
statements made by, or on our behalf. We disclaim any obligation to update
forward-looking statements.
PLAN OF OPERATIONS
We were incorporated in Nevada in April 2008. Through June 30, 2010 we were a
development stage company that had limited business operations. For the period
from inception through June 30, 2010, we concentrated our efforts on developing
a business plan which was designed to allow us to create our website and
proprietary technologies for use on our website. Those activities included, but
were not limited to, securing initial capital in order to fund the development
of the pilot version of our website, developing our business plan, and other
pre-marketing activities.
During the quarter ended September 30, 2010, Management determined that the
Company exited the development stage due to significant revenue being derived
from intended and on-going operations. Accordingly, Inception to date
information is no longer necessary to be presented.
We will need substantial additional capital to support our proposed future
operations; however, we have no committed source for any funds as of this
filing. No representation is made that any funds will be available when needed.
In the event funds cannot be raised when needed, we may not be able to carry out
our business plan, increase revenue necessary to sustain operations, and could
fail in business as a result of these uncertainties.
The Company's former independent registered public accounting firm's report on
the Company's financial statements as of March 31, 2010, and for each of the
years in the two-year period then ended, included a "going concern" explanatory
paragraph, that describes substantial doubt about the Company's ability to
continue as a going concern.
RESULTS OF OPERATIONS
For the Three Months Ended December 31, 2010 Compared to the Three Months Ended
December 31, 2009
During the three months ended December 31, 2010, we recognized revenues of
$12,940 compared to $14,337 during the three months ended December 31, 2009. The
decrease in revenues of $1,397 was a result of the Company due to a one time
consulting project during the three months ended December 31, 2009. During the
three months ended December 31, 2010, we recognized a cost of sales of $13,602
resulting in a gross loss of $662; compared to cost of sales of $8,009 and gross
1
profit of $6,328 during the same period in 2009. The increase in gross profit in
the prior period was a result of minimal costs in connection with the one-time
consulting project.
During the three months ended December 31, 2010, we incurred operational
expenses of $36,928 compared to $31,851 during the three months ended December
31, 2009. The $5,077 increase was a result of an increase in general and
administrative costs. The increase in general and administrative expenses was a
result of the Company's increased activities in maintaining its financial
reporting status with the Securities and Exchange Commission (SEC). The Company
expects to see a trend in this increase as it continues to work to remain
current with the SEC.
For the Nine Months Ended December 31, 2010 Compared to the Nine Months Ended
December 31, 2009
During the nine months ended December 31, 2010, we recognized revenues of
$41,862 compared to $32,337 during the nine months ended December 31, 2010. The
increase in sales of $9,525 was a result of the Company launching both its text
message marketing services and educational certification services to consumers
during fiscal 2011. During the nine months ended December 31, 2010, we
recognized a cost of sales of $35,138 resulting in a gross profit of $6,724;
compared to costs of sales of $24,000 and gross profit of $8,337 during the same
period in 2009. The increase in gross profit in the prior period was a result of
minimal costs in connection with the one-time consulting project.
During the nine months ended December 31, 2010, we incurred operational expenses
of $84,684 compared to $68,443 during the nine months ended December 31, 2009.
The $16,241 increase was a result of an increase in general and administrative
costs and costs of sales. The increase in general and administrative expenses
was a result of the Company's increased activities in maintaining its financial
reporting status with the Securities and Exchange Commission (SEC). The Company
expects to see a trend in this increase as it continues to work to remain
current with the SEC.
LIQUIDITY
At December 31, 2010, we have total current assets of $40,551, consisting of
cash, accounts receivable, deferred cost of sales, and prepaids and other. At
December 31, 2010, we have total liabilities of $47,769. At December 31, 2010,
we have working capital deficit of $7,218.
During the nine months ended December 31, 2010, we used $43,902 in operating
activities. During the nine months ended December 31, 2010, we recognized a net
loss of $77,960, which was offset by non-cash item of $10,300 in contributed
capital expenses by a related party and operating assets and liabilities of
$23,758.
During the nine months ended December 31, 2009, we recognized a net loss of
$60,106. During the nine months ended December 31, 2009, we used $43,757 in
operating activities which included the net loss, changes in operating
liabilities of $2,650, and contributed capital of $18,999,
During the nine months ended December 31, 2010 and 2009, we did not use or
receive any funds from investment activities.
During the nine months ended December 31, 2010 and 2009, we received $20,000 and
$0 from financing activities which consisted of proceeds from the exercise of
warrants in fiscal 2011.
2
Need for Additional Financing
We do not have capital sufficient to meet our cash needs for expansion of
operations. We will have to seek loans or equity placements to cover such cash
needs. Once expansion commences, our needs for additional financing is likely to
increase substantially.
No commitments to provide additional funds have been made by our management or
other stockholders. Accordingly, there can be no assurance that any additional
funds will be available to cover our expenses as they may be incurred.
ITEM 3. QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Not Applicable
ITEM 4. CONTROLS AND PROCEDURES
Disclosures Controls and Procedures
We have adopted and maintain disclosure controls and procedures (as such term is
defined in Rules 13a 15(e) and 15d-15(e) under the Securities Exchange Act of
1934, as amended (the "Exchange Act")) that are designed to ensure that
information required to be disclosed in our reports under the Exchange Act, is
recorded, processed, summarized and reported within the time periods required
under the SEC's rules and forms and that the information is gathered and
communicated to our management, including our Chief Executive Officer (Principal
Executive Officer) and Chief Financial Officer (Principal Financial Officer), as
appropriate, to allow for timely decisions regarding required disclosure.
As required by SEC Rule 15d-15(b), our Chief Executive Officer carried out an
evaluation under the supervision and with the participation of our management,
of the effectiveness of the design and operation of our disclosure controls and
procedures pursuant to Exchange Act Rule 15d-14 as of the quarter ended December
31, 2010. Based on the foregoing evaluation, our Chief Executive Officer has
concluded that our disclosure controls and procedures are effective in timely
alerting them to material information required to be included in our periodic
SEC filings and to ensure that information required to be disclosed in our
periodic SEC filings is accumulated and communicated to our management,
including our Chief Executive Officer, to allow timely decisions regarding
required disclosure.
ITEM 4T. CONTROLS AND PROCEDURES
Management's Quarterly Report on Internal Control over Financial Reporting.
This quarterly report does not include a report of management's assessment
regarding internal control over financial reporting or an attestation report of
the company's registered public accounting firm due to a transition period
established by rules of the Securities and Exchange Commission for newly public
companies."
There was no change in our internal control over financial reporting that
occurred during the fiscal quarter ended December 31, 2010, that has materially
affected, or is reasonably likely to materially affect, our internal control
over financial reporting.
3
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
NONE.
ITEM 1A. RISK FACTORS
Not Applicable to Smaller Reporting Companies.
ITEM 2. CHANGES IN SECURITIES
NONE.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
NONE.
ITEM 4. REMOVED AND RESERVED
ITEM 5. OTHER INFORMATION
NONE.
ITEM 6. EXHIBITS
Exhibits. The following is a complete list of exhibits filed as part of this
Form 10-Q. Exhibit numbers correspond to the numbers in the Exhibit Table of
Item 601 of Regulation S-K.
Exhibit 31.1 Certification of Chief Executive/Accounting Officer pursuant
to Section 302 of the Sarbanes-Oxley Act
Exhibit 32.1 Certification of Principal Executive/Accounting Officer
pursuant to Section 906 of the Sarbanes-Oxley Act
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SIGNATURES
Pursuant to the requirements of Section 12 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.
FIREFISH, INC.
(Registrant)
Dated: June 20, 2011 By: /s/ Harshawardhan Shetty
-------------------------------
Harshawardhan Shetty
President, Chief Executive
Officer and Principal
Accounting Officer
5