Attached files
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM - 10Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15
(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
For the quarterly period ended May 31, 2010.
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition
period from _____________________
Commission File No.
MONZA VENTURES INC.
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(Name of small business issuer in its charter)
NEVADA
N/A
(State of Incorporation) (I.R.S. Employer Identification No.)
1018 HUGUANG RD., CHANG CHUN, CHINA,
130012
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(Address of principal executive offices)
011-86-43185918321
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(Registrant's telephone number,
including area code)
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(Former name, address and fiscal year, if changed since last report)
Indicate by check mark 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. Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer,or a smaller reporting
company.
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 "
The number of shares outstanding of the registrant's common stock, par
value $.001 per share, as of July 10, 2010 was 10,500,000 shares .
1
Monza Ventures Inc.
Table of Contents
Part I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets as of May 31, 2010 (Audited) and November 30, 2009
(Unaudited)..........................................................3
Statements of Operations for the Three Months Ended May 31, 2010 and
2009 and the Six Months Ended May 31, 2010 and 2009 and the Period
From September 6, 2005 (Inception) through May 31, 2010 (Unaudited).
......................................................................4
Statements of Cash Flows for the Six Months Ended May 31, 2010 and 2009
and the Period From September 6, 2005 (Inception) through May 31,
2010..................................................................5
Notes to Financial Statements
(Unaudited)...........................................................7
Item 2. Management's Discussion and Analysis or Plan of Operations....13
Item 3. Controls and Procedures.......................................15
Part II - OTHER INFORMATION...........................................17
2
Part I - FINANCIAL INFORMATION
MONZA VENTURES INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
BALANCE AS AT MAY 31, 2010 AND
NOVEMBER 30, 2009
May November
31, 30, 2009
2010
(Unaudited) (Audited)
Assets
Current Assets - Cash and Cash Equivalents $201 $333
Website Development Costs - -
TOTAL ASSETS $201 $333
Liabilities
Current Liabilities
Accounts Payable and Accrued $10,448 $3,198
Liabilities- Related Party
Dues from Related Parties $41,000 $41,000
Loan from Related Party $45,907 $45,907
TOTAL CURRENT LIABILITIES $97,355 $90,105
Stockholders' Equity - Common Stock
$0.001 par value, 75,000,000 10,500 10,500
shares authorized, 10,500,000 shares
issued and outstanding
Additional paid-in capital 22,639 20,905
Deficit accumulated during the $(130,293) $(121,177)
developmental stage
TOTAL STOCKHOLDERS' EQUITY $(97,154) $(89,772)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $333 $201
The accompanying notes are an integral part of these financial statements.
MONZA VENTURES INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
THREE MONTHS ENDED MAY 31, 2010 AND 2009 AND THE SIX MONTHS ENDED MAY
31, 2010 AND 2009 AND THE PERIOD FROM SEPTEMBER 6, 2005 (INCEPTION)
THROUGH MAY 31, 2010
(Unaudited)
Three Three Six Six From
Months Months Months Months September
Ended May Ended Ended Ended 6, 2005
31, 2010 May 31, 2009 May 31, 2010 May 31,2009 (Inception)to
May 31, 2010
General and
Administrative
Expenses
Filing Fees - - $124 - $3,403
Rent $6,000 - $6,000 $3,000 $53,000
Bank Charges $28 $92 $28 $442 $1,061
Professional Fees - $3,125 $1,230 $6,214 $58,690
Interest $1,734 0 $1,734 $756 $9,139
Website - - - - $5,000
Development
Net (loss) $(7,762) $(3,218) $(9,116) $(10,412) $(130,293)
for the period
Net (loss) 0.00 0.00 0.00 0.00 0.00
per share -
Basic and Diluted
Weighted 10,500,000 10,500,000 10,500,000 10,500,000
Average
Shares
Outstanding
- Basic and
Diluted
The accompanying notes are an integral part of these financial statements.
MONZA VENTURES INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
Six Months Ended May 31, 2010 and 2009 and the Period
From September6, 2005 (Inception) through May 31,2010
(Unaudited)
From
For For September
the the 6,
Six Six 2005
Months Months (Inception)
Ended Ended to May
May May 31, 2010
31 ,2010 31, 2009
Cash Flow from Operating Activities
Net loss for the Period $(9,116) $(10,412) $(130,293)
Imputed interest on $1,734 - $9,139
related party transactions
Accounts payable and $7,250 - $51,448
accrued liabilities
Net Cash Flow Used in Operating
Activities $(132) $(10,412) $(69,706)
Financing Activities
Advances from related party - $9,690 $45,907
Issuance of common stock - - $24,000
Net Cash Flow Provided by - $9,690 $69,907
Financing Activities
Net change in Cash $(132) $(722) $201
Cash, Beginning of Period $333 $339 -
Cash, End of Period $201 $(383) $201
The accompanying notes are an integral part of these financial statements
Monza Ventures Inc.
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company is a development stage company which was incorporated
in the State of Nevada on September 6, 2005. The Company intends
to commence operations as an e commerce retailer of overstock items
through a website on the internet.
Basis of Presentation
The Company follows accounting principles generally accepted in
the United States of America. 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 periods presented have been reflected herein.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principle requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent 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.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers
all highly liquid investments purchased with an original maturity
of three months or less to be cash equivalents. As of May 31, 2010
and 2009, there were no cash equivalents.
Development Stage Company
The Company complies with the FASB Accounting Standards Codification
(ASC)Topic 915 Development Stage Entities
Impairment of Long Lived Assets
Long-lived assets are reviewed for impairment in accordance with
ASC Topic 360, "Accounting for the Impairment or Disposal of Long-
lived Assets". Under ASC Topic 360, long-lived assets are tested for
recoverability whenever events or changes in circumstances indicate
that their carrying amounts may not be recoverable. An impairment
charge is recognized or the amount, if any, which the carrying value
of the asset exceeds the fair value.
Income Taxes
Monza uses the liability method of accounting for income taxes
pursuant to FASB Topic 740. Under this method, deferred
income taxes are recorded to reflect the tax consequences in
future years of temporary differences between the tax basis of the
assets and liabilities and their financial amounts at year end.
Basic and Diluted Net Loss Per Share
Basic earnings per common share is computed based upon the weighted
average number of common shares outstanding during the period.
Diluted earnings per share consists of the weighted average number
of common shares outstanding plus the dilutive effects of
options and warrants calculated using the treasury stock method.
In loss periods, dilutive common equivalent shares are
excluded as the effect would be anti-dilutive. At May 31, 2010, no
equivalents existed because the effect would be anti-dilutive.
Website Development Cost
The Company adopted EITF 00-2, "Accounting for Website Development
Costs," which specifies the appropriate accounting for costs
incurred in connection with the development and maintenance of
websites. Under the EITF 00-2, website development costs are
capitalized when acquired and installed, and are being amortized
over its estimated useful life. On November 15, 2005, the Company
entered into a web design contract. The company accrued and paid
$5,000 website development cost and has not recorded an amortization
of the website development costs as the initial installation of
the website has not yet completed as of May 31, 2010.
Stock Based Compensation
The Company accounts for stock-based employee compensation
arrangements using the fair value method in accordance with the
provisions of ASC Topic 718 Compensation-Stock Compensation. The
company accounts for the stock options issued to non-employees in
accordance with the provisions of ASC Topic 718 Compensation-
Stock Compensation. The Company did not grant any stock options
or warrants during the period from inception to May 31, 2010.
Revenue Recognition
Revenue is recognized when it is realized or realizable and earned.
Monza considers revenue realized or realizable and earned
when pervasive evidence of an arrangement exists, services have
been provided, and collectability is reasonably assured.
Revenue that is billed in advance such as recurring weekly or monthly
services are initially deferred and recognized as revenue over the
periods the services are provided.
Advertising Expenses
The company expenses advertising costs as incurred. There was
no advertising expense incurred by the company during the period
ended May 31, 2010 and 2009.
New Accounting Standards
Monza does not expect the adoption of recently issued accounting
pronouncements to have a significant impact on its results of
operations, financial position or cash flow.
NOTE 2 GOING CONCERN
Monza's financial statements have been prepared on a going
concern basis, which contemplates the realization of assets and
settlement of liabilities and commitments in the normal course
of business for the foreseeable future. Since inception, the
Company has accumulated losses aggregating to $130,293 and has
insufficient working capital to meet operating needs for the next
twelve months as of May 31, 2010, all of which raise substantial
doubt about Monza's ability to continue as a going concern.
NOTE 3 CAPITAL STOCK
On September 9, 2005, the Company issued 5,000,000 common shares
at $0.001 per share to the sole director of the Company for
total proceeds of $5,000.
On September 12, 2005, the Company issued 4,000,000 common shares
at $0.001 per share for total proceeds of $4,000.
On September 13, 2005, the Company issued 1,500,000 common shares
at $0.01 per share for total proceeds of $15,000.
As of May 31, 2010, the company is authorized to issue 75,000,000
shares of common stock with $0.001 par value and has 10,500,000
shares issued and outstanding.
NOTE 4 INCOME TAXES
As of May 31, 2010 , the Company has an estimated net operating
loss carryforward for tax purpose of $130,293. This amount may
be applied against future federal taxable income and expires in
2028. As management of the Company cannot determine that it is more
likely than not that the Company will realize the benefit of the
deferred tax asset, a valuation allowance equal to the deferred
tax asset has been established as at May 31, 2010 and 2009.
The significant components of the deferred tax asset as at May 31,
2010 and 2009 are as follows:
2010 2009
Net Operating loss carryfowards $ 45,603 $ 42,412
Valuation allowance (5,603) (42,412)
Net Deferred Tax asset $ - $ -
NOTE 5 RELATED PARTY TRANSACTIONS
For periods ended May 31, 2010 and 2009, the Company incurred
rent of $ 6,000 and $3,000, respectively to a company controlled
by persons related to the former director of the Company.
As of May 31, 2010 and 2009, $45,907 and $43,906, respectively
is payable to a company controlled by a person related to the
former director of the company.
A shareholder loaned the Company $41,000 as of May 31, 2010.
Imputed interest in the amount of $1,734 is included in additional
paid in capital for the six months ended May 31, 2010.
PART II: OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
To the best knowledge of the officers and directors, the Company
is not a party to any legal proceeding or litigation.
ITEM 1A. RISK FACTORS
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
(a) The following exhibit is filed as part of this report:
31.1 Certification of Chief Executive Officer and Chief
Financial Officer of Periodic Report pursuant to Rule 13a-14a
and Rule 15d-14(a).
32.1 Certification of Chief Financial Officer and Chief
Executive Officer of pursuant of Section 1350.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized
July 15, 2010
July 15, 2010 /s/ "Chen Wang"
Mr. Chen Wang, President