MONAR INTERNATIONAL INC. - FORM 10-Q

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EX-31.1 - SARBANES-OXLEY 302 CERTIFICATION FOR PRINCIPAL EXECUTIVE AND PRINCIPAL FINANCIAL OFFICER. - MONAR INTERNATIONAL INC.	exh311.htm
EX-32.1 - SARBANES-OXLEY 906 CERTIFICATION FOR CHIEF EXECUTIVE AND CHIEF FINANCIAL OFFICER. - MONAR INTERNATIONAL INC.	exh321.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]	QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2010

OR

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 333-161566

MONAR INTERNATIONAL INC.

(Exact name of registrant as specified in its charter)

NEVADA

(State or other jurisdiction of incorporation or organization)

Suite 1302, Sino Favour Centre

1 On Yip Street

Chaiwan

Hong Kong, China

(Address of principal executive offices, including zip code.)

852-9738-1945

(Registrant’s telephone number, including area code)

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 last 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 definitions of “large accelerated filer, “accelerated filer,” “non-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]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

YES [X] NO [ ]

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 5,000,000 as of March 9, 2010.

Monar International Inc

Form 10-Q for the Quarter Ended January 31, 2010

INDEX TO FINANCIAL STATEMENTS

Part I. Financial Information

		Page No.

Item 1. Financial statements

	Balance Sheet as of January 31,2010 and July 31, 2009 (Unaudited)	1

	Statement of Operations for the three months and six months ended January 31, 2010 and for the period from July 6, 2009 (inception) to January 31, 2010 (Unaudited)	2

	Statement of Stockholders’ Deficit for the period from July 6, 2009 (inception) to January 31, 2010 (Unaudited)	3

	Statement of Cash Flows for the six months ended January 31, 2010 and for the period from July 6, 2009 (inception) to January 31, 2010 (Unaudited)	4

	Notes to the Financial Statements (Unaudited)	5

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		7

Item 3. Quantitative and Qualitative Disclosure about Market Risk		8

Item 4. Controls and Procedures		8

Part II. Other Information

Item 1A. Risk Factors		9

Item 2. Changes in Securities and Use of Proceeds		9

Item 6. Exhibits		9

Signatures		9

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Monar International Inc
(A Development Stage Company)
Balance Sheets
(Unaudited)

				January 31, 2010		July 31, 2009
ASSETS
Current Assets

	Cash		$	5,000	$	-
	Prepaid Expenses					2,230
		Total Current Assets		-		2,230

TOTAL ASSETS			$	5,000	$	2,230

LIABILITIES AND STOCKHOLDERS’ DEFICIT

CURRENT LIABILITIES
	Accounts payable and accrued expenses		$	3,529	$	1,000
	Advance from officer			36,851		17,768
		TOTAL CURRENT LIABILITIES		40,380		18,768

STOCKHOLDERS’ DEFICIT
	Preferred stock, $0.0001 par value, 100,000,000 shares authorized, - shares issued and outstanding			-		-
	Common stock, $0.00001 par value; 100,000,000 shares authorized, 5,000,000 shares issued and outstanding			50		50
	Additional paid-in capital			-		-
	Deficit accumulated during the development stage			(35,430)		(16,588)
		TOTAL STOCKHOLDERS’ DEFICIT		(35,380)		(16,538)


TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT			$	5,000	$	2,230

See accompanying notes to the unaudited financial statements

F-1

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Monar International Inc
(A Development Stage Company)
Statements of Expenses
(Unaudited)

								From July 6,
				Three Months		Six Months		2009
				Ended		Ended		(Inception)
				January 31,		January 31,		January 31,
				2010		2010		2010
REVENUES				-		-		-

EXPENSES

	Professional fees			5,264		18,452		34,540
	Filing fees			-		-		500
	Rent Expense			195		390		390
		Total Expenses		5,459		18,842		35,430

LOSS FROM OPERATIONS				(5,459)		(18,842)		(35,430)

NET LOSS			$	(5,459)	$	(18,842)	$	(35,430)


BASIC AND DILUTED NET LOSS PER SHARE				(0.00)		(0.00)		(0.00)

WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING,
BASIC AND DILUTED				5,000,000		5,000,000

See the accompanying summary of accounting policies and notes to the financial statements

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Monar International Inc
(A Development Stage Company)
Statements of Stockholders’ Deficit
(Unaudited)

						Additional				Total
		Common Stock				Paid-in		Accumulated		Stockholders’
		Shares		Amount		Capital		Deficit		Deficit

Balance at Inception, July 6, 2009	$	-	$	-	$	-	$	-	$	-
										-
Common stock issued to founder for cash		5,000,000		50		-		-		50
										-
Net loss for the period ended July 31,2009		-		-		-		(16,588)		(16,588)

Balance, October 31, 2009	$	5,000,000	$	50	$	-	$	(16,588)	$	(16,538)

Net Loss for Quarter ended October 31, 2009		-		-		-		(13,383)		(13,383)

Balance, October 31, 2009	$	5,000,000	$	50	$	-	$	(29,971)	$	(29,921)

Net Loss for Quarter ended January 31, 2010		-		-		-		(5,459)		(5,459)

Balance, January 31, 2010	$	5,000,000		50	$	-	$	(35,430)	$	(35,380)

See accompanying notes to the unaudited financial statements

F-3

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Monar International Inc
(A Development Stage Company)
Statement of Cash Flow
(Unaudited)

							July 6, 2009
					Six Months		(Inception)
					Ended		Through
					January 31, 2010		January 31, 2010
CASH FLOWS FROM OPERATING ACTIVITIES
	Net loss			$	(18,842)	$	(35,430)
		Adjustments to reconcile net loss to cash used by operating activities:
		Net change in:
			Prepaid expenses and other current assets		2,230		-
			Accounts payable		2,529		3,529

NET CASH USED BY OPERATING ACTIVITIES					(14,083)		(31,901)

CASH FLOWS FROM FINANCING ACTIVITIES
	Advances payable – related party				19,083		36,851
	Proceeds from sale of stock to founder				-		50

CASH FLOWS PROVIDED BY FINANCING ACTIVITIES					19,083		36,901

NET INCREASE IN CASH AND CASH EQUIVALENTS
	Cash and cash equivalents, beginning of period				-		-
	Cash and cash equivalents, end of period			$	5,000	$	5,000

See accompanying notes to the unaudited financial statements

F-4

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Monar International Inc

(A DEVELOPMENT STAGE COMPANY)

Notes to the Financial Statements

(Unaudited)

NOTE 1 – ORGANIZATION AND BUSINESS OPERATIONS

Monar International Inc was incorporated in Nevada, USA, on July 6, 2009. The Company has limited operations and in accordance with ASC 915 Development Stage Entities, is considered a development stage company, and has had no revenues from operations to date.

NOTE 2 – 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 Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.

NOTE 3 - GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Company has net losses for the period from inception to January 31, 2010 of $35,430. The Company intends to fund operations through sales and equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements through the next fiscal year ending July 31, 2010.

The ability of the Company to emerge from the development stage is dependent upon the Company's successful efforts to raise sufficient capital and then attaining profitable operations. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 4 – RELATED PARTY TRANSACTIONS

As at January 31, 2010, $29,851 is due to the President and Director for cash advances to the Company. This advance is non-interest bearing, unsecured and due on demand. Imputed interest is not included because the amount is immaterial.

F-5

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Monar International Inc

(A DEVELOPMENT STAGE COMPANY)

Notes to the Financial Statements

(Unaudited)

On November 17, 2009, 7Bridge Capital Partners Limited advanced Monar $7,000 cash. This advance is non-interest bearing, unsecured and due on demand. Imputed interest is not included because the amount is immaterial.

NOTE 5 – COMMITMENTS

Monar agreed to pay its securities attorney $25,000 for the initial Form S-1 to file for SEC reporting status as a public company. $15,000 had been incurred and paid in July 2009 and the remaining $10,000 balance has been accrued for the period ending January 31, 2010.

In August, 2009, Monar leased 108 square feet of office space in Chaiwang, Hong Kong from a third party for $65 per month. The lease is for a 14 month\ term.

F-6

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ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

This section of this quarterly report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

Plan of Operation

Upon completion of our public offering, our specific goal is to profitably sell products on our Internet website to the public. We intend to accomplish the foregoing by the following steps.

1. Complete our public offering. We believe that we will raise sufficient capital to begin our operations. We believe this could take up to 230 days. We will not begin operations until we have closed our public offering. We intend to concentrate all of our efforts on raising as much capital as we can during this period. After we complete our public offering, we intend to spend the funds as described in the Use of Proceeds section of this of our prospectus, which was filed with the SEC on December 3, 2009.

2. After completing the offering, we will immediately begin to establish our office and acquire the equipment we need to begin operations. Establishing our offices will take approximately a week. We have allocated $10,000 for the initial setup of the office. We do not intend to hire employees unless we raise at least $100,000.00. Our sole officer and director will handle our administrative duties.

3. We have spent nominal time designing the website. We plan to retain a website developer create a state of the art website to promote our products. We expect to spend $5,000 to $10,000 for the website which will include graphics and links from our site. We intend to locate smaller, new manufacturers to offer their products on a more exclusive basis.

4. Marketing and advertising will be focused on promoting our website and products. The advertising campaign may also include the design and printing of various sales materials. We intend to market our website through traditional sources such as advertising in magazines, billboards, telephone directories and preparing and sending out flyers and mailers both through the regular mail and via email. Advertising and promotion will be an ongoing effort but the initial cost of developing the campaign is estimated to cost between $15,000 to $35,000.

5. Once the website is fully functional and we have located and negotiated agreements with a suitable number of suppliers to offer their products for sale, we intend to hire 1 or 2 part-time salesperson(s) to fill Internet orders from customers.

6. We anticipate that we will generate revenues as soon as we are able to offer products for sale on our website. This will happen once we negotiated agreements with one or two suppliers of products.

7. We will not be conducting any research. We are not going to buy or sell any plant or significant equipment during the next twelve months.

8. If we cannot generate sufficient revenues to continue operations, we will suspend or cease operations. If we cease operations, we do not know what we will do and we do not have any plans to do anything.

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Limited operating history; need for additional capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are in a start-up stage operations and have not generated any revenues. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.

To become profitable and competitive, we have to locate and negotiate agreements with manufacturers to offer their products for sale to us at pricing that will enable us to establish and sell the products to our clientele at a profit. We are seeking equity financing to provide for the capital required to implement our operations.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to existing shareholders.

Results of operations

From Inception on July 6, 2009 to January 31, 2010

We have had a loss from operation for the three months ended January 31, 2010 of $5,459 of which $997 is for legal fees, $1,200 is for audit fees, $1,000 for accounting services, and $195 for rent expense, and $2,067 for other professional services. We have not started our proposed business operations and will not do so until we have completed our public offering.

We have had a loss from operation for the six months ended January 31, 2010 of $18,842 of which $10,997 is for legal fees, $3,430 is for audit fees, $1,483 for accounting services, $390 for rent expense, and 2,542 for filing fees and general office cost,. We have not started our proposed business operations and will not do so until we have completed our public offering.

From inception on July 6, 2009 to January 31, 2010, we incorporated the company, hired the attorney, hired an auditor and our registration statement was declared effective by the SEC. We have prepared an internal business plan. We have reserved the domain name “www.monarinternational.com” and commenced construction of our web site. We have had loss from operation from inception on July 6, 2009 to January 31, 2010 of $35,430 of which $25,997 is for legal fees, $3,430 is for audit fees, $2,483 for accounting services, $390 for rent expense, and $3,130 is for filing fees and other professional services. We expect to begin operations 100 days after we complete our public offering.

Since inception, we sold 5,000,000 shares of common stock to our sole officer and director for $50.

Liquidity and capital resources

As of the date of this report, we have yet to generate any revenues from our business operations.

We issued 5,000,000 shares of common stock pursuant to the exemption from registration contained in Regulation S of the Securities Act of 1933. This was accounted for as a sale of common stock.

As of January 31, 2010, our total assets were $0 and our total liabilities were $40,380 of which $36,851 comprising of $7,000 to 7 Bridge Capital and $29,851 to Robert Clarke, our sole officer and director, for payments made to our attorney and auditor and for filing fees to the Nevada Secretary of State.

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ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4.

CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including the Principal Executive Officer and Principal Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that these disclosure controls and procedures are effective. There were no changes in our internal control over financial reporting during the quarter ended January 31, 2010 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1A. RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.

On November 30, 2009, our Form S-1 registration statement (SEC file no. 333-161566) was declared effective by the SEC. Pursuant to the S-1, we offered 750,000 shares minimum, 1,500,000 shares maximum at an offering price of $0.10 per share in a direct public offering, without any involvement of underwriters or broker-dealers. As of the date of this report, we have not sold any shares of common stock.

ITEM 6. EXHIBITS.

The following documents are included herein:

Exhibit No.	Document Description
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002.

32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant Section 906 of the Sarbanes-Oxley Act of 2002.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 8th day of March, 2010.

	MONAR INTERNATIONAL INC.
	(the “Registrant”)

	BY:	ROBERT G. CLARKE
		Robert G. Clarke
		President, President, Principal Executive Officer, Principal Accounting Officer, Principal Financial Officer, Secretary/Treasurer and sole member of the Board of Directors

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EXHIBIT INDEX

Exhibit No.	Document Description
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002.

32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant Section 906 of the Sarbanes-Oxley Act of 2002.

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