UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2008
[ ] TRANSITIONAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________________ to __________________
Commission file number: 000-50320
_________________________________________________
CREDIT ONE FINANCIAL, INC.
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(Exact name of registrant as specified in its charter)
Florida 59-3641205
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State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
80 Wall Street, Suite 818, New York, NY 10005
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(Address of principal executive offices)
(212) 809-1200
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(Registrant's telephone number, including area code)
N/A
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(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. Yes [X] No [ ]
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 definition of "larger accelerated filer", and "accelerated filer" and
"smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ] Accelerated filer [ ]
Non Accelerated filer [ ] (Do not check if a smaller reporting company)
Smaller Reporting Company [X]
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the exchange Act.) Yes [ ] No [X]
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 7,781,150 shares of common
stock, par value $0.001, as of August 11, 2008.
TABLE OF CONTENTS
Part I. Financial Information
Item1. Financial Statements
Balance Sheets as of June 30, 2008 (unaudited) and
December 31, 2007.............................................. 4
Statements of Operations (unaudited) for the Three- and
Six Months Ended June 30, 2008 and 2007........................ 5
Statements of Cash Flows (unaudited) for the Six Months
Ended June 30, 2008 and 2007................................... 7
Notes to Financial Statements.................................... 8
Item 2. Management's Discussion and Analysis or Plan of Operation...... 11
Item 3. Quantitative and Qualitative Disclosures about Market Risk..... 14
Item 4T. Controls and Procedures........................................ 15
Part II. Other Information
Item 1. Legal Proceedings............................................... 15
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds..... 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........................................................ 16
Signatures................................................................ 16
PART I. FINANCIALINFORMATION
ITEM 1. Financial Statements
CREDIT ONE FINANCIAL, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
June 30, 2008 December 31, 2007
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(Unaudited)
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Current Assets:
Cash and cash equivalents..................... $ 601,289 $ 21,401
------------- ---------------
Total Current Assets...................... 601,289 21,401
Property, Plant & Equipment:
Furniture and fixtures........................ 1,299 1,050
Less: Accumulated depreciation................ (143) (17)
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Total Property, Plant & Equipment......... 1,156 1,033
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Other Assets
Project advances............................... - 600,000
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Total Other Assets....................... - 600,000
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Total Assets................................... $ 602,445 $ 622,434
============= ===============
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
Short-term loans payable...................... $ 620,000 $ 620,000
Accrued interest payable...................... 20,292 6,875
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Total Current Liabilities................. 640,292 626,875
Stockholders' Equity (Deficit):
Common stock: par value $0.001; 110,000,000 shares authorized;
7,781,150 shares issued and outstanding 7,781 7,781
Additional paid-in capital.................... 187,678 186,678
Deficit accumulated during the development stage (233,306) (199,900)
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Total stockholders' equity (deficit)...... (37,847) (4,441)
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Total Liabilities and Stockholders' Equity (Deficit) $ 602,445 $ 622,434
============ ===============
See accompanying notes to financial statements
CREDIT ONE FINANCIAL, INC.
(A Development Stage Company)
Statements of Operations
For the Three and Six Months Ended June 30, 2008 and 2007
and Cumulative from Inception (Unaudited)
Three months ended Six months ended Cumulative
June 30, June 30, Since Sept. 24, 1999
------------------------ ----------------------- (Inception) to
2008 2007 2008 2007 June 30, 2008
------------ ----------- ------------ ---------- -------------------
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Revenue:
Service fees................................ $ - $ - $ - $ - $ 21,000
Commissions................................. - - - - 11,397
Consulting.................................. - - - - 4,881
------------ ----------- ------------ ----------- ------------------
Total revenue.......................... - - - - 37,278
Expenses
Consulting expense.......................... - - - - 6,892
Commission expense.......................... - - - - 6,962
Salary expense.............................. 6,000 - 12,000 895 64,895
General and administrative expense.......... 7,165 23,501 19,167 32,879 173,835
----------- ----------- ------------- ---------- ----------------
Total expenses........................ 13,165 23,501 31,167 33,774 252,584
----------- ----------- ------------- ---------- ----------------
Loss from operations........................ (13,165) (23,501) (31,167) (33,774) (215,306)
Other income (expense)
Interest income............................. - - 11,178 19 11,434
Interest expense............................ (6,708) - (13,417) - (29,434)
----------- ----------- ------------- ----------- -----------------
Total other income (expense).......... (6,708) - (2,239) 19 (18,000)
----------- ----------- ------------- ----------- -----------------
Net loss before taxes....................... (19,873) (23,501) (33,406) (33,755) (233,306)
Income tax provision........................ - - - - -
----------- ----------- ------------- ----------- -----------------
Net loss.................................... $ (19,873) $ (23,501) $ (33,406) $ (33,755) $ (233,306)
=========== =========== ============= =========== =================
Basic and diluted loss per share............ $ (0.00) $ (0.00) $ (0.00) $ (0.01)
=========== =========== ============= ===========
Weighted average common shares outstanding.. 7,781,150 7,781,150 7,781,150 7,781,150
=========== =========== ============= ===========
See accompanying notes to financial statements
CREDIT ONE FINANCIAL, INC.
(A Development Stage Company)
Statements of Cash Flows
For the Six Months Ended June 30, 2008 and 2007
And Cumulative from Inception (Unaudited)
Cumulative
From Inception
2008 2007 To 6/30/2008
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<s> <s> <s> <s>
Cash Flows from Operating Activities:
Net loss................................................. $ (33,406) $ (33,755) $ (233,306)
Adjustments to reconcile net income to net cash
used in operating activities:
Depreciation........................................... 126 - 143
Non-cash expenses contributed.......................... - - 1,054
Non-cash consulting and legal fees paid with common stock - - 6,500
Changes in operating assets and liabilities:
Increase (decrease) in accrued interest payable........ 13,417 - 20,292
Increase (decrease) in salary payable.................. - (6,956) -
Increase (decrease) in accounts payable................ - 8,290 -
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Net cash provided by (used in) operating activities (19,863) (32,421) (205,317)
------------- -------------- ----------------
Cash Flows from Investing Activities:
Purchase of property, plant and equipment................ (249) - (1,299)
Return of project advances............................... 600,000 - -
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Net cash provided by (used in) investing activities 599,751 - (1,299)
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Cash Flows from Financing Activities:
Proceeds from issuance of common stock................... - - 152,760
Loan from a related party................................ - 20,000 620,000
Additional capital contributed by shareholders........... - - 35,145
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Net cash provided by financing activities........... - 20,000 807,905
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Increase in cash and cash equivalents.................... 579,888 (12,421) 601,289
Cash and cash equivalents, beginning of period........... 21,401 15,433 -
------------- -------------- ---------------
Cash and cash equivalents, end of period................. $ 601,289 $ 3,012 $ 601,289
============= ============== ===============
Supplemental disclosures:
Interest paid in cash................................. $ - $ 0 $ 9,143
============== ============== ===============
Income taxes paid in cash............................. $ - $ 0 $ 0
============== ============== ===============
See accompanying notes to financial statements
CREDIT ONE FINANCIAL, INC.
(A Development Stage Company)
Notes to Financial Statements
June 30, 2008
NOTE 1 - NATURE OF BUSINESS
Credit One Financial, Inc. (the "Company") was incorporated in the State of
Florida on September 24, 1999. The Company was engaged in market research
regarding the cost and availability of non-performing credit card debt
portfolios. It was also engaged in research regarding the current market price
for re-performing portfolios as well as the market prices offered for portfolios
deemed non-collectable at the time of sale.
After the change in control in July 2007, the Company tried to engage some
businesses of small and medium sized companies that have good and feasible
business plans, but lacking working capital to implement their business plans.
On February 27, 2008, the Company entered into a Joint Venture Agreement with
Global Select Limited in Hong Kong. Pursuant to the agreement, a joint venture
company will be set up in Hong Kong, whereby the Company will contribute $16
million Hong Kong dollars, approximately $2.05 million, in exchange for 51.6% of
the equity interest in the JVC, and Global Select and its partner will together
contribute $15 million Hong Kong dollars, approximately $1.92 million, for 48.4%
of the equity interest in the JVC. The purpose of the joint venture is to engage
in a business of natural resources products, primarily graphite at this time,
in China.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying unaudited interim financial statements of the Company have been
prepared in accordance with accounting principles generally accepted in the
United States of America and the rules of the United States Securities and
Exchange Commission. In the opinion of management, these interim financial
statements contain all adjustments, consisting of normal recurring adjustments,
necessary for a fair presentation of financial position and the results of
operations for the interim periods presented. The results of operations for
interim periods are not necessarily indicative of the results to be expected for
the full year. The financial statements should be read in conjunction with the
audited financial statements of the Company for the most recent fiscal year
ended December 31, 2007, as reported in Form 10-KSB filed on April 1, 2008.
Provision for Income Taxes
Deferred income taxes result from temporary differences between the basis of
assets and liabilities recognized for differences between the financial
statement and tax basis thereon, and for the expected future tax benefits to be
derived from net operating losses and tax credit carry forwards. The Company
has approximately $233,306 in net operating losses as of June 30, 2008, and a
valuation allowance equal to the tax benefit of the accumulated net operating
losses has been established since it is uncertain that future taxable income
will be realized during the applicable carry-forward periods. The net operating
loss carryforwards may be limited under the change of control provisions of the
Internal Revenue Code, Section 382.
Use of estimates in the preparation of the financial statements
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities, 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.
Financial Instruments
The fair values of all financial instruments approximate their carrying values.
Foreign Currency
The functional and reporting currency of the Company is the US dollar. All
transactions included in the financial statements were transacted in US
dollars.
Impairment of Long Lived Assets
Management reviews long-lived assets for impairment whenever events or changes
in circumstances indicate that the carrying amount of an asset may not be
recoverable. Recoverability of assets to be held and used is measured by a
comparison for the carrying amount of an asset to future cash flows expected
to be generated by the asset. If such assets are considered to be impaired, the
impairment to be recognized is measured by the amount by which the carrying
amount exceeds the fair value of the assets which considers the discounted
future net cash flows.
Furniture and Fixtures
Acquisitions of furniture and equipment are recorded at cost. Improvements and
replacements of furniture and equipment are capitalized. Maintenance and repairs
that do not improve or extend the lives of furniture and equipment are charged
to expense as incurred. Depreciation is computed using the straight-line method
over the estimated useful life of each class of depreciable assets.
Earnings Per Share
Earnings Per Share is computed by dividing net income available to common
stockholders by the weighted average number of common stock shares outstanding
during the year. Diluted EPS is computed by dividing net income available to
common stockholders by the weighted average number of common stock shares
outstanding during the year plus potential dilutive instruments such as stock
options and warrants. The effect of stock options on diluted EPS is determined
through the application of the treasury stock method, whereby proceeds received
by the Company based on assumed exercises are hypothetically used to repurchase
the Company's common stock at the average market price during the period. The
Company has no stock options, warrants or other potentially dilutive instruments
outstanding at June 30, 2008.
Recent Accounting Pronouncements
In December 2007, the FASB issued SFAS No. 141(R), Business Combinations, or
SFAS 141(R). SFAS 141(R) establishes principles and requirements for how the
acquirer of a business recognizes and measures in its financial statements the
identifiable assets acquired, the liabilities assumed, and any noncontrolling
interest in the acquiree. SFAS 141(R) also provides guidance for recognizing and
measuring the goodwill acquired in the business combination and determines what
information to disclose to enable users of the financial statements to evaluate
the nature and financial effects of the business combination. The provisions of
SFAS 141(R) are effective for financial statements issued for fiscal years
beginning after December 15, 2008. We are currently assessing the financial
impact of SFAS 141(R) on our financial statements.
In December 2007, the FASB issued SFAS 160, Noncontrolling Interests in
Consolidated Financial Statements - An Amendment of ARB No. 51, or SFAS 160.
SFAS 160 amends Accounting Research Bulletin No. 51, "Consolidated Financial
Statements," or ARB 51, to establish accounting and reporting standards for the
noncontrolling interest in a subsidiary and for the deconsolidation of a
subsidiary. This statement also amends certain of ARB 51's consolidation
procedures for consistency with the requirements of SFAS 141(R). In addition,
SFAS 160 also includes expanded disclosure requirements regarding the interests
of the parent and its noncontrolling interest. The provisions of SFAS 160 are
effective for fiscal years beginning March 1, 2009. Earlier adoption is
prohibited. We are currently assessing the financial impact of SFAS 160 on our
financial statements.
Note 3 - Project Advances
In 2007, the Company entered into two project agreements with Tin Loon Trading
Company, a Hong Kong corporation, to advance it an aggregate of $600,000. The
proceeds were used exclusively by Tin Loon Trading as working capital for its
graphite trading business. In consideration for the advances, the Company
received the right to earn a certain percentage of the profit each quarter of
Tin Loon Trading or a minimum fee. The Company earned $21,000 from the
agreements during 2007. The agreements allow for the return of the advances and
in March 2008 the Company received the $600,000 along with accrued interest.
Note 4 - Transactions with Related Parties
On July 25, 2007, the Company issued to Dicky Cheung, the President and CEO of
the Company, a promissory note, in the principal amount of $20,000 in
consideration for a $20,000 cash loan made by Mr. Cheung to the Company.
Interest on the note accrues at the rate of 5% per year. Pursuant to the terms
of the note, the entire principal sum and all accrued interest was due on or
before January 30, 2008.
On September 25, 2007, the Company issued to Dicky Cheung, the President and
CEO of the Company, a promissory note, in the principal amount of $100,000 in
consideration for a $100,000 cash loan made by Mr. Cheung to the Company.
Interest on the note accrues at the rate of 5% per year. Pursuant to the terms
of the note, the entire principal sum and all accrued interest was due on or
before March 25, 2008.
On October 5, 2007, the Company issued to Dicky Cheung, the President and CEO
of the Company, a promissory note, in the principal amount of $500,000 in
consideration for a $500,000 cash loan made by Mr. Cheung to the Company.
Interest on the note accrues at the rate of 5% per year. Pursuant to the terms
of the note, the entire principal sum and all accrued interest was due on or
before April 4, 2008.
On April 2, 2008, the above three notes were extended under the same terms and
conditions. The notes will be repaid with accrued interest until the Company
has obtained third party financing or until the notes are converted into the
equity shares of the Company.
Note 5 - Capital Stock and Contributed Capital
On March 30, 2005, the Company amended its Articles of Incorporation, to
authorize the maximum number of shares to have outstanding at any one time to be
110,000,000 shares of common stock having a par value of $0.001 per share. As
of June 30, 2008, there were 7,781,150 shares of the Company's common stock
issued and outstanding.
Note 6 - Going Concern
The nature of the Company's financial status makes the Company lack the
characteristics of a going concern. This is because the Company, due to its
financial condition, may have to seek loans or the sale of its securities to
raise cash to meet its cash needs. The level of current operations does not
sustain the Company's expenses and the Company has no commitments for obtaining
additional capital.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The discussion in this quarterly report on Form 10-Q contains forward-looking
statements. Such statements are based upon beliefs of management, as well as
assumptions made by and information currently available to management of the
Company as of the date of this report. These forward-looking statements can be
identified by their use of such verbs as "expect", "anticipate", "believe" or
similar verbs or conjugations of such verbs. If any of these assumptions prove
incorrect or should unanticipated circumstances arise, the actual results of
the Company could materially differ from those anticipated by such forward-
looking statements.
Overview
The Company was incorporated in the State of Florida on September 24, 1999. From
inception to May 4, 2006, the Company was engaged in market research regarding
the cost and availability of non-performing credit card debt portfolios. From
May 4, 2006 to July 24, 2007, the business plan of the Company was changed from
contemplating the acquisition of non-performing accounts receivable to
attempting to acquire other assets or business operations that will maximize
shareholder value.
After the change in control in July 2007, the Company tried to engage some
businesses of small and medium sized companies that have good and feasible
business plans, but lacking capital to implement their business plans. On
February 27, 2008, the Company entered into a Joint Venture Agreement with
Global Select Limited in Hong Kong. Pursuant to the agreement, a joint venture
company will be set up in Hong Kong, whereby the Company will contribute $16
million Hong Kong dollars, approximately $2.05 million, in exchange for 51.6% of
the equity interest in the JVC, and Global Select and its partner will together
contribute $15 million Hong Kong dollars, approximately $1.92 million, for
48.4% of the equity interest in the JVC. The purpose of the joint venture is to
engage in a business of natural resources products, primarily graphite at this
time, in China.
The Company is currently seeking equity financing. The proceeds will be used
for the Company to enter into a business of natural resources products,
primarily graphite at this time, in China, and pay back the loans the Company
borrowed in 2007.
Results of Operations for the Three Months Ended June 30, 2008 and 2007
Revenues
For the three months ended June 30, 2008, the Company did not realize any
revenue. No revenue was generated in the same period of the previous year.
Operating expenses
Operating expenses for the three months ended June 30, 2008 and 2007, were
$13,65 and $23,501, respectively. For the three months ended June 30, 2008,
the biggest expense items of the Company were salary expense ($6,000, or 45.6%)
and professional fees ($4,943, or 37.5%).
Other income (expense)
Our total other income (expense) for the three months ended June 30, 2008 was
$6,708, which represented the interest expenses in connection with the Company's
borrowings from its officer. The Company had no other income or expenses for
the three months ended June 30, 2007.
Net loss
For the three months ended June 30, 2008, the Company had a net loss of $19,783,
or $0.003 per share, as compared to a net loss of $23,501, or $0.003 per share,
for the same period of the previous year.
Results of Operations for the Six Months Ended June 30, 2008 and 2007
Revenues
For the six months ended June 30, 2008, the Company did not generate any
revenue. No revenue was generated in the same period of the previous year.
Operating expenses
Operating expenses for the six months ended June 30, 2008 and 2007, were $31,167
and $33,774, respectively. For the six months ended June 30, 2008, the biggest
expense items of the Company were salary expense ($12,000, or 38.5%) and
professional fees ($13,763, or 40.8%).
Other income (expense)
The total other income (expense) for the six months ended June 30, 2008 was
$2,239, which consists of $13,417 of interest expenses in connection with the
Company's borrowings from its officer and interest income of $11,178. The
reason the Company received such interest income was because the Hong Kong
company it provided the project financing did not return the advance until late
March 2008. The Company had no interest expenses, but had interest income of
$19 for the same period of the prior year.
Net loss
For the six months ended June 30, 2008, the Company had a net loss of $33,406,
or $0.004 per share, as compared to a net loss of $33,755, or $0.004 per share,
for the same period of the previous year.
Liquidity and Capital Resources
The Company has historically met its capital requirements through the issuance
of stock and by borrowings from its executive officers and directors. During
2007, the Company entered into three promissory notes with Dicky Cheung, the
Company's President and CEO, for an aggregate principal amount of $620,000 with
interest rate at 5% per year. On April 2, 2008, the above three notes were
extended under the same terms and conditions. The notes will be repaid with
accrued interest until the Company has obtained third party financing or until
the notes are converted into the equity shares of the Company.
As of June 30, 2008, the Company had cash balance of approximately $601,289. The
Company is currently seeking equity financing. The proceeds will be used for
the Company to enter into a business of natural resources products, primarily
graphite at this time, in China, and pay back the loans the Company borrowed in
2007.
In the opinion of management, available funds will not satisfy the Company's
capital requirements for the next twelve months. The Company will need to raise
funds to implement its business plan. The Company intends to raise funds through
private placements, either in equity offerings, or interest bearing borrowings.
There is no guarantee that the Company will be able to raise additional funds
through offerings or other sources. If the Company is unable to raise funds,
the Company's ability to continue with operations will be materially hindered.
Off-Balance Sheet Arrangements
None.
Going Concern
The Company's ability to continue as a going concern remains dependent upon
successful operation under its business plan, obtaining additional capital and
financing, and generating positive cash flow from operations. This is because
the Company, due to its financial condition, may have to seek additional capital
either through debt or equity offerings to meet its cash needs. The Company has
no significant revenue and has little cash. The level of current operations does
not sustain the Company's expenses and the Company has no commitments for
obtaining additional capital. These factors, among others, raise substantial
doubt about its ability to continue as a going concern.
Critical Accounting Policies
The Company's financial statements and related public information are based on
the application of generally accepted accounting principles in the United States
("U.S. GAAP"). U.S. GAAP requires the use of estimates, assumptions, judgments
and subjective interpretations of accounting principles that may have an impact
on the assets, liabilities, revenue and expense amounts reported. These
estimates can also affect supplemental information contained in our external
disclosures including information regarding contingencies, risk and financial
condition. We believe our use of estimates and underlying accounting assumptions
adhere to U.S. GAAP and are consistently applied. We base our estimates on
historical experience and on various assumptions that we believe are reasonable
under the circumstances. Actual results may differ materially from these
estimates under different assumptions or conditions. We continue to monitor
significant estimates made during the preparation of our financial statements.
Our significant accounting policies are summarized in Note 2 to our financial
statements. While all of these significant accounting policies impact our
financial condition and results of operations, we view certain of these policies
as critical. Policies determined to be critical are those policies that have
the most significant impact on our financial statements. Our critical accounting
policies are discussed below.
Revenue Recognition
We recognize revenues in accordance with SEC Staff Accounting Bulletin No. 104,
"Revenue Recognition" ("SAB 104"). Under SAB 104, revenue is recognized at the
point of passage to the customer of title and risk of loss, when there is
persuasive evidence of an arrangement, the sales price is determinable, and
collection of the resulting receivable is reasonably assured. Revenues consist
primarily of success fees and service fees. Success fees are earned on
investments in contracts, which are recognized upon receipt when a project is
completed, and only if such project is profitable. Service fees are recognized
in the period in which the advance has been made.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
There have been no material changes in the Company's market risk during the
quarter or six months ended June 30, 2008. For additional information, refer
to the Company's Annual Report on Form 10-KSB for the fiscal year ended December
31, 2007.
Item 4T. Controls and Procedures
Disclosure Controls and Procedures
As of June 30, 2008, the Company's Principal Executive Officer and Principal
Financial Officer evaluated the effectiveness of the design and operation of the
Company's disclosure controls and procedures (as defined in Rule 13a-15(e) under
the Securities Exchange Act of 1934) and have concluded that the Company's
disclosure controls and procedures are effective in timely alerting them to
material information required to be disclosed by the Company in reports that the
Company files or submits under the Securities Exchange Act of 1934 and that such
information is recorded, processed, summarized, and reported within the time
periods specified in the Securities and Exchange Comission's rules and forms.
These disclosure controls and procedures include, without limitation, controls
and procedures designed to ensure that information required to be disclosed in
the reports the Company files or submits is accumulated and communicated to
management, including the Principal Executive Officer and Principal Financial
Officer, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
During the quarter ended June 30, 2008, there were no changes in the Company's
internal control over financial reporting (as defined in Rule 13a-15(f) under
the Securities Exchange Act of 1934) that have materially affected, or are
reasonably likely to materially affect, the Company's internal control over
financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
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
Exhibit No. Title of Document
- ----------- ------------------------------------------------
31.1 Rule 13a-14(a)/15d- 14(a) Certification
32.1 Section 1350 Certification
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.
CREDIT ONE FINANCIAL, INC.
Date: August 11, 2008
By: /s/ Dicky Cheung
- --------------------------------------------
Dicky Cheung, President, CEO and CFO
(Principal Executive Officer,
Principal Financial Officer and Principal Accounting Officer)