(Mark One) | |
[X] | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES |
EXCHANGE ACT OF 1934 | |
For the quarterly period ended March 31, 2003 | |
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT | |
For the transition period from to |
333-62786 |
(Commission file number) |
Canadian Rockport Homes International, Inc. |
(Exact name of small business issuer as specified in its charter) |
Delaware |
(State or other jurisdiction |
of incorporation or organization) |
98-0354610 |
(IRS Employer |
Identification No.) |
700 W. Bender Street, Suite 507 |
Vancouver, BC Canada V6C 1G8 |
(Address of principal executive offices) |
(604) 669-1081 |
(Issuer's telephone number) |
(Former name, former address and former fiscal year, if changed since last report) |
[X]
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 the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
The number of shares outstanding of each of the issuer's classes of common equity. |
As of March 31, 2003 - 15,483,480 shares of Common Stock |
Page | ||
Number | ||
PART I. | FINANCIAL INFORMATION | |
Item 1. | Financial Statements | |
Balance Sheets | 3 | |
Statements of Operations | 5 | |
First Quarter Ended March 31, 2002 and 2003 and from the | ||
Company's inception (March 27, 1997 through March 31, 2003 | ||
Statement of Cash Flows | 6 | |
First Quarter Ended March 31, 2002 and 2003 and from the | ||
Company's inception (March 27, 1997 through March 31, 2003 | ||
Notes to Financial Statements | 8 | |
Item 2. | Management's Discussion and Analysis of Financial Condition | |
and Results of Operations | 10 | |
Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 11 |
Part II. | OTHER INFORMATION | |
Item 1. | Legal Proceedings | 12 |
Item 2. | Change in Securities and Use of Proceeds | 12 |
Item 3. | Defaults Upon Senior Securities | 12 |
Item 4. | Submission of Matters to a Vote of Security Holders | 12 |
Item 5. | Other Information | 12 |
Item 6. | Exhibits and Reports on Form 8-K | 12 |
Item 7. | Controls and Procedures | 12 |
SIGNATURES | 13 | |
CERTIFICATION | 14 |
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Canadian Rockport Homes International, Inc. | |||
(A Development Stage Company) | |||
CONSOLIDATED BALANCE SHEETS | |||
December 31, 2002 | March 31, 2003 | ||
(Unaudited) | |||
Assets | |||
Current Assets | |||
Cash and cash equivalents | $ | 181,331 | $ 154,749 |
Employee advances | - | 1,548 | |
Prepaid expenses | 500 | 750 | |
Total current assets | 181,831 | 157,047 | |
Property and Equipment | |||
Land | 400,000 | 400,000 | |
Trucks | 23,773 | 25,474 | |
Furniture and equipment | 163,440 | 170,276 | |
587,213 | 595,750 | ||
Less accumulated depreciation | (77,789) | (92,091) | |
509,424 | 503,659 | ||
Construction in progress | 692,479 | 806,046 | |
Total property and equipment - net | 1,201,903 | 1,309,705 | |
Other Assets | |||
Deferred lease expense | 11,894 | - | |
Intangibles: | |||
Patents | 10,341 | 10,203 | |
Total other assets | 22,235 | 10,203 | |
Total Assets | $ 1,405,969 | $ 1,476,955 |
Canadian Rockport Homes International, Inc. | |||
(A Development Stage Company) | |||
CONSOLIDATED BALANCE SHEETS | |||
December 31, 2002 | March 31, 2003 | ||
(Unaudited) | |||
Liabilities and Stockholders' Equity (Deficit) | |||
Current Liabilities | |||
Rent payable | $ | 283,985 | $ 283,985 |
Accounts payable | 94,105 | 108,685 | |
Payroll taxes payable | 3,457 | 1,547 | |
Franchise taxes payable | - | 150 | |
Loans payable - officer | 2,117 | - | |
Loans payable - other | 15,612 | 15,612 | |
Current maturities of obligation under capital lease | 653 | 723 | |
Current maturities of long-term debt | 80,771 | 96,199 | |
Total Current Liabilities | 480,700 | 506,901 | |
Obligation under capital lease | 1,970 | 1,927 | |
Total Liabilities | 482,670 | 508,828 | |
Stockholders' Equity | |||
Common stock, $.001 par value; authorized | |||
100,000,000 shares; issued and outstanding | |||
15,418,856 shares as of December 31, 2002, | |||
and 15,483,480 shares as of March 31, 2003 | 15,419 | 15,483 | |
Additional paid-in capital | 4,084,431 | 4,382,208 | |
Deficit accumulated during development stage | (3,175,470) | (3,432,327) | |
Other comprehensive income | (1,081) | 2,763 | |
Total Stockholders' Equity | 923,299 | 968,127 | |
Total Liabilities and Stockholders' Equity (Deficit) | $ 1,405,969 | $ 1,476,955 |
Canadian Rockport Homes International, Inc. | ||||||
(A Development Stage Company) | ||||||
CONSOLIDATED STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT | ||||||
From Inception | ||||||
(March 27, 1997) | ||||||
For the Three Months Ended | Through | |||||
March 31, 2002 | March 31, 2003 | March 31, 2003 | ||||
(Unaudited) | (Unaudited) | (Unaudited) | ||||
Income | $ | - | $ | - | $ | - |
Operating Expenses | ||||||
General and administrative expenses | (301,069) | (250,171) | (3,013,272) | |||
Loss on disposition of assets | - | - | (358,361) | |||
Loss on impairment of goodwill | - | - | (30,000) | |||
Loss from Operations | (301,069) | (250,171) | (3,401,633) | |||
Other Income (Expenses) | ||||||
Commission income | - | 2,917 | 2,917 | |||
Interest income | 208 | 111 | 4,166 | |||
Interest expense | - | (9,714) | (37,777) | |||
Net Loss | $ (300,861) | $ (256,857) | $ (3,432,327) | |||
Basic loss per share: | $ (0,02) | $ (0.02) | ||||
Weighted Average Common | ||||||
Shares Outstanding | 15,071,159 | 15,458,678 |
Canadian Rockport Homes International, Inc. | |||||
(A Development Stage Company) | |||||
CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||
From Inception | |||||
(March 27, 1997) | |||||
For the Three Months Ended | Through | ||||
March 31, 2002 | March 31, 2003 | March 31, 2003 | |||
(Unaudited) | (Unaudited) | (Unaudited) | |||
Cash Flows from Operating Activities | |||||
Net loss | $ | (300,861) | $ (256,857) | $ | (3,432,327) |
Adjustments to reconcile net loss to net cash | |||||
provided by operating activities: | |||||
Issuance of common stock for services | - | - | 13,500 | ||
Issuance of common stock in | |||||
Company's organization | - | - | 1,000 | ||
Loss on disposition of assets | - | - | 358,361 | ||
Loss on impairment of goodwill | - | - | 30,000 | ||
Depreciation and amortization | 13,314 | 10,678 | 92,849 | ||
(Increase) Decrease in Assets | |||||
(Decrease) in receivables | - | (1,537) | (1,537) | ||
(Increase) decrease in prepaid expenses | 11,122 | 11,645 | (842) | ||
Increase (Decrease) in Liabilities | |||||
Increase in trade and other payables | 34,823 | 18,001 | 393,166 | ||
Net cash used in operating activities | (241,602) | (218,070) | (2,545,830) | ||
Cash Flows from Investing Activities | |||||
Net proceeds from sale of timber and truss plant | - | - | 211,639 | ||
Acquisition of equipment and other property | (59,249) | (121,177) | (804,387) | ||
Net cash used in investing activities | (59,249) | (121,177) | (592,748) | ||
Cash Flows from Financing Activities | |||||
Gross proceeds from private stock offerings | 189,484 | 315,774 | 3,381,698 | ||
Cost incurred in stock offerings | - | (17,932) | (214,368) | ||
Advances and repayments from officer | 12,816 | - | 127,969 | ||
Principal reduction on obligation under capital lease | - | (97) | (517) | ||
Proceeds from loans | - | - | 144,668 | ||
Advances to third parties | (49,257) | - | - | ||
Loan repayments to officer | (26,509) | - | (12,144) | ||
Repayment on loans made to third parties | 37,316 | - | - | ||
Purchase of treasury stock | - | - | (35,000) | ||
Net cash provided by financing activities | 163,850 | 297,745 | 3,277,306 | ||
Effect of exchange rates on cash | 72 | 14,920 | 16,021 | ||
Net increase (decrease) in | |||||
cash and cash equivalents | (136,929) | (26,582) | 154,749 | ||
Beginning Balance - | |||||
Cash and cash equivalents - | 223,823 | 181,331 | - | ||
Ending Balance - | |||||
Cash and cash equivalents | $ 86,894 | $ 154,749 | $ 154,749 |
Canadian Rockport Homes International, Inc. |
(A Development Stage Company) |
STATEMENTS OF CASH FLOWS |
Supplemental Information:
Non-cash Investing and Financing Activities:
During the first quarter of 2003, the Company issued 1,600 shares of its common stock in consideration for services rendered in connection with the Company's public offering. The issued shares were valued at $8,000.
Cash Paid For:
From Inception | ||||
(March 27, 1997) | ||||
For the Three Months Ended | Through | |||
March 31, 2002 | March 31, 2003 | March 31, 2003 | ||
(Unaudited) | (Unaudited) | (Unaudited) | ||
Income Taxes | $ - | $ - | $ - | |
Interest | $ - | $ - | $ - |
Canadian Rockport Homes International, Inc. |
(a Development Stage Company) |
NOTES TO FINANCIAL STATEMENTS |
Note 1.
In the opinion of the Company's management, the accompanying unaudited financial statements contain all adjustment (consisting of normal recurring accruals) necessary to present fairly the financial position of the Company as of March 31, 2003, and the results of its operations and cash flows for the three-month periods ended March 31, 2002 and 2003. The operating results of the Company on a quarterly basis may not be indicative of operating results for the full year.
Note 2 Summary of Significant Accounting Policies
Principles of consolidation
The accompanying financial statements include the accounts and transactions of Canadian Rockport Homes International, Inc. and its wholly owned subsidiaries, Canadian Rockport Homes, Ltd. Rockport Homes Chile Limitada and Rockport Trading, S.A. Intercompany transactions and balances have been eliminated in consolidation.
Foreign Currency Translations
For foreign operations whose functional currency is the local foreign currency, balance sheet accounts are translated at exchange rates in effect at the end of the year and income statement accounts are translated at average exchange rates for the year. Translation gains and losses are included as a separate component of stockholders equity.
Property and Equipment
The cost of property and equipment is depreciated over the estimated useful lives of the related assets that range from 3 to 7 years. Depreciation is computed on the straight-line method for financial reporting purposes and for income tax reporting purposes. Depreciation expense for the three months ended March 31, 2002 and 2003 was $12,879, and $10,512, respectively.
Intangible Assets
Patents received from TWiC are being amortized over their respective remaining lives ranging from 11to18 years. Amortization expense for March 31, 2003 and 2002 were $166, and $133, respectively.
Intangible assets consist of the following: | |||||||
March 31, 2003 | |||||||
Weighted | |||||||
Gross | Net | Average | |||||
Intangible | Accumulated | Intangible | Life | ||||
Assets | Amortization | Assets | (Years) | ||||
Patents | $ | 11,505 | $ | 1,302 | $ | 10,203 | 18 |
March 31, 2002 | |||||||
Weighte | |||||||
d | |||||||
Gross | Net | Average | |||||
Intangible | Accumulated | Intangible | Life | ||||
Assets | Amortization | Assets | (Years) | ||||
Patents | $ | 11,470 | $ | 623 | $ | 10,847 | 18 |
Estimated amortization expense for each of the next five years ended March 31, is as follows: | |||||||
2003 | $ | 674 | |||||
2004 | 674 | ||||||
2005 | 674 | ||||||
2006 | 674 | ||||||
2006 | 674 | ||||||
Total | $ | 3,370 |
Canadian Rockport Homes International, Inc. |
(a Development Stage Company) |
NOTES TO FINANCIAL STATEMENTS |
Net Loss Per Share
The Company adopted the provisions of Statement of Financial Accounting Standards (SFAS) No. 128, Earnings Per Share (EPS) that established standards for the computation, presentation and disclosure of earnings per share, replacing the presentation of Primary EPS with a presentation of Basic EPS.
Issuances Involving Non-cash Consideration
All issuances of the Companys stock for non-cash consideration have been assigned a dollar amount equaling either the market value of the shares issued or the value of consideration received whichever is more readily determinable. The majority of the non-cash consideration received pertains to services rendered by consultants and others.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers cash and cash equivalents to include all stable, highly liquid investments with maturities of three months or less.
Use of Estimates
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 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.
Income Taxes
The Company accounts for its income taxes under the provisions of Statement of Financial Accounting Standards 109 ("SFAS 109"). The method of accounting for income taxes under SFAS 109 is an asset and liability method. The asset and liability method requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between tax bases and financial reporting bases of other assets and liabilities.
Fair Value of Financial Instruments
Pursuant to SFAS No. 107, Disclosures About Fair Value of Financial Instruments, the Company is required to estimate the fair value of all financial instruments included on its balance sheet as of March 31, 2003. The Company considers the carrying value of such amounts in the financial statements to approximate their face value.
Canadian Rockport Homes International, Inc.
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Results of Operations for the Three Months Ended March 31, 2003 and 2002
>From the Companys inception, it has been in the development stage and has not commenced principal operations. During 2003, the Company is continuing the construction of its plant in Chile.
General and administration costs were $250,171 and $301,069, respectively, for the three-month periods ended March 31, 2003 and 2002.
Of the $250,171 incurred during 2003, $88,158 was incurred in the Companys Chilean operations. The remaining $160,600 pertains to costs incurred in operating its Canadian offices and general administration. The major expenses incurred in Chile during 2003 consisted of rent amounting to $15,862, salaries and related expenses totaling $33,201, professional fees of $2,986, and costs relating to its new facilities totaling $11,003.
Other general expenses incurred in 2003 including operating the Companys Canadian offices consists of salaries and related payroll costs of $69,992, consulting fees of $16,137, advertising and promotion of $20,767, depreciation expense of $10,372, rent of $16,934, telephone of $3,241, office expense of $6,295, telephone of $4,701 and travel expenses of $3,378.
Of the $301,069 incurred during 2002, $159,022 was incurred in the Companys Chilean operations. The remaining $142,047 pertains to costs incurred in operating its Canadian offices and general administration. The major expenses incurred in Chile during 2002 consisted of rent amounting to $107,969, salaries and related expenses totaling $15,941, professional fees of $7,983, depreciation expense of $4,422, and costs relating to its plant certification of $2,669.
Other general expenses incurred in 2002 including operating the Companys Canadian offices consists of salaries and related payroll costs of $58,376, consulting fees of $20,142, professional fees of $9,031, advertising and promotion of $3,807, non-recurring security registration costs in Canada totaling $12,283, depreciation expense of $8,457, rent of $11,430, telephone of $3,241, and travel expenses of $3,278.
Liquidity and Capital Resources
Cash and cash equivalents as of March 31, 2003 and 2002 were $154,749 and $86,849, respectively. During the first quarter of 2003, the Company moved from its former leased facility and commenced construction of its new plant on the land previously acquired. During this three-month period, the Company received a total of $315,774 through the sale of 63,024 shares of the Companys common stock, $2,917 in commissions earned on a timber sale and $111 in interest. During the same period, the Company paid $221,098 in its operations, purchased equipment for its Canadian offices totaling $5,753, paid $41,303 on the construction of its modular display home, paid $74,121 in connection with construction of its new plant, and paid $17,932 in costs associated with its public offering.
During the first quarter of 2002, the Company received a total of $189,484 through the sale of 37,842 shares of the Companys common stock and $208 in interest. The Company also received $37,316 as reimbursement on the $49,257 paid by the Company on direct liabilities of Madera Dorada Canadiense S.A., (See item 5). In addition, the Company advanced $26,509 to the Companys CEO and was repaid $12,816 during the quarter. During the same period, the Company paid $241,810 in its operations, purchased equipment for its Canadian offices totaling $9,249 and paid $50,000 to TWiC Housing Corporation for construction of its molds.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Canadian Rockport Homes International, Inc. may be subject to market risk in the form of interest rate risk and foreign currency risk. Canadian Rockport Homes International, Inc. is a development stage company with limited operations to date, and neither interest rate nor foreign currency has had a material impact on such operations.
The company's exposure to interest rate changes primarily relate to long-term debt used to fund future property acquisitions. Management's objective is to limit any impact of interest rate changes and may include any borrowing to be negotiated at fixed rates. Although interest rate changes have had no material affect on operations to date, management must continually evaluate such rates as manufacturing operations commence, corporate profitability is achieved, and expansion is being considered. The company may also establish lines of credit through traditional banking venues to insure liquidity during future periods of growth, and may consider fixed or variable rate bank lines consistent with any fluctuation of interest rates at the time of such growth.
The company's exposure to foreign currency exchange requires continuing management attention to the stability of the countries in which operations may be planned, as well as trade relations between the selected country(s) and Canada. Both trade relations and stability as pursuant to planned operations in Chile are currently favorable. Canadian Rockport Homes International, Inc. will continue to comprehensively evaluate conditions in countries where operations are in place and where future operations are planned, and will take any measures feasible at the time to minimize foreign currency risk. Such measures may include, but are not limited to; a reduction in operations or relocating a portion of operations to a more favorable environment.
Canadian Rockport Homes International, Inc.
Part II. OTHER INFORMATION
Item 1. | Legal Proceedings |
None |
Item 2. Change in Securities and Use of Proceeds
During the three-months ended March 31, 2003, the Company received a total of $315,774 through the sale of 63,024 shares of the Companys common stock. During the same period it issued 1,600 shares of its common stock for services rendered in connection with its public offering. The services were valued at $8,000. For the period form April 1, 2003 through June 17, 2003, the company issued 27,740 of its common stock in exchange for approximately $138,000.
Item 3. | Defaults Upon Senior Securities |
None | |
Item 4. | Submission of Matters to a Vote of Security Holders |
Not applicable | |
Item 5. | Other Information |
None |
Item 6. Exhibits and Reports on Form 8-K
Exhibits | |
Canadian Rockport Homes International, Inc. includes herewith the following: | |
Number | Description |
99.1 | Certification of Chief Executive Officer of Canadian Rockport Homes International, Inc. pursuant |
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
99.2 | Certification of Principal Accounting Officer of Canadian Rockport Homes International pursuant |
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
Reports on Form 8-K
No filings were made during the period covered by this report.
Item 7. Controls and Procedures
Canadian Rockport Homes International, Inc. management, including the Principal Executive Officer and Principal Financial Officer, have conducted an evaluation of the effectiveness of disclosure controls and procedures pursuant to Exchange Act Rule 13a-14(c) and 15d-14(c). This evaluation was conducted within 90 days prior to the filing of this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer concluded that the disclosure controls and procedures are effective in ensuring that all material information required to be filed in this quarterly report has been made known to them in a timely fashion. There have been no significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date the Principal Executive Officer and Principal Financial Officer completed their evaluation.
Canadian Rockport Homes International, Inc.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has dully caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Canadian Rockport Homes International, Inc. | |
Registrant | |
By: | \s\ William R. Malone, CEO |
William R. Malone, CEO | |
Date: | June 22, 2003 |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Date: June 22, 2003 | By: \s\ William R. Malone, President |
William R. Malone, President and Director | |
Date: June 22, 2003 | By: \s\ Carol Laeser Treasurer |
Carol Laeser, Treasurer and Director | |
Date: June 22, 2003 | By: \s\ Harry Gordon, Secretary |
Harry Gordon, Secretary And Director | |
Date: June 22, 2003 | By: \s\ Nelson Riis, Director |
Nelson Riis, Director |
CERTIFICATION
I William R. Malone, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of Canadian Rockport Homes International, Inc.;
2.
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3.
Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4.
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that material information relating to the |
registrant, including its consolidated subsidiaries, is made known to us by others within those entities, |
particularly during the period in which this quarterly report is being prepared; |
b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 |
days prior to the filing date of this quarterly report (the "Evaluation Date"); and |
c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and |
procedures based on our evaluation as of the Evaluation Date; |
5.
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
a) all significant deficiencies in the design or operation of internal controls which could adversely affect |
the registrant's ability to record, process, summarize and report financial data and have identified for |
the registrant's auditors any material weaknesses in internal controls; and |
b) any fraud, whether or not material, that involves management or other employees who have a |
significant role in the registrant's internal controls; and |
6.
The registrant's other certifying officer and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: June 22, 2003 |
/s/ William R. Malone |
- ----------------------------- |
William R. Malone |
Principal Executive Officer |
CERTIFICATION
I, Carol Laeser, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of Canadian Rockport Homes International, Inc.;
2.
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3.
Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4.
a) designed such disclosure controls and procedures to ensure that material information relating to the |
registrant, including its consolidated subsidiaries, is made known to us by others within those entities, |
particularly during the period in which this quarterly report is being prepared; |
b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 |
days prior to the filing date of this quarterly report (the "Evaluation Date"); and |
c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and |
procedures based on our evaluation as of the Evaluation Date; |
5.
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
a) all significant deficiencies in the design or operation of internal controls which could adversely affect |
the registrant's ability to record, process, summarize and report financial data and have identified for |
the registrant's auditors any material weaknesses in internal controls; and |
b) any fraud, whether or not material, that involves management or other employees who have a |
significant role in the registrant's internal controls; and |
6.
The registrant's other certifying officer and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: June 22, 2003 |
/s/ Carol Laeser |
- ----------------------------- |
Carol Laeser |
Principal Accounting Officer |