---

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

[X] Quarterly report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended September 30, 2012

 

[ ] Transition report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ________________to ________________

Commission file number 333-175212

AUTOVATIVE PRODUCTS INC.
(Exact name of small business issuer as specified in its charter)

Nevada	26-4574088
(State of Incorporation)	(I.R.S. Employer Identification No.)

 

502 N. Santa Fe Avenue, Ste. D, Vista, CA 92083

Telephone 760-732-5868

(Address and telephone number of registrant's principal executive offices and principal place of business)

(Address and telephone number of Registrant's principal
executive offices and principal place of business)

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.
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" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]	Accelerated filer [ ]
Non-accelerated filer [ ]	Smaller reporting company [X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes [  ]    No [X]

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Class	Outstanding at September 30, 2012
Common Stock, $0.001 par value per share	8,585,977 shares

 

---

PART 1 – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

Our unaudited interim consolidated financial statements for the three month period ended September 30, 2012 form part of this quarterly report. They are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.

 

The financial statements for December 31, 2011 and September 30, 2012 and the periods then ended are restated for corrections in the accruals for accounts receivable and sales and accounts payable and cost of sales.     

 

     AUTOVATIVE PRODUCTS INC.
(A Development Stage Company)

INTERIM FINANCIAL STATEMENTS
SEPTEMER 30, 2012

(Unaudited – Prepared by Management)

PART 1: FINANCIAL INFORMATION

 

Item 1. Condensed Balance Sheets	2
Condensed Statements Of Operations	3
Condensed Statements Of Cash Flows	4
Notes To Condensed Financial Statements	5
Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations	10
Item 3. Quantitative And Qualitative Disclosures About Market Risk	14
Item 4. Controls And Procedures	14
Part II. Other Information	16
Item 1. Legal Proceedings	16
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	16
Item 3. Defaults Upon Senior Securities	16
Item 4. Mining Safety Disclosures	16
Item 5. Other Information	16
Item 6. Exhibits	16
Signatures	16

 

 

AUTOVATIVE PRODUCTS, INC

CONDENSED BALANCE SHEETS

(Unaudited)

 

		September 30, 2012				December 31, 2011
		(Unaudited) (restated)				(restated)
Assets
Current Assets
Cash		$	9,909			$	28,343
Accounts Receivable			6,150				17,875
Total Current Assets			16,059				46,218
Total Assets		$	16,059			$	46,218
Liabilities And Stockholders' Equity
Current Liabilities
Accounts Payable		$	8,426			$	18,744
Accrued Income Tax Payable			13,357				13,357
Accrued Interest and Penalties			13,813				13,124
Total Current Liabilities			35,596				45,225
Total Liabilities			35,596				45,225
Stockholders' Equity
Common Stock $0.001 Par Value 25,000,000 Shares Authorized 8,585,977 shares issued and outstanding			8,586				8,586
Paid in Capital			24,555				24,555
Retained Earnings			(52,678	)			(32,148	)
Total Stockholders' Equity			(18,901	)			933
Total Liabilities And
Stockholders' Equity		$	16,059			$	46,218

See accompanying notes to condensed

financial statements

3

AUTOVATIVE PRODUCTS, INC

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

(restated)

 

                                                                                   

		Three Months Ended September 30				Three Months Ended September 30				Nine Months Ended September 30				Nine Months Ended September 30
		2012				2011				2012				2011
Revenue
Sales		$	6,696			$	1,080			$	12,657			$	22,834
Service Income			1,000				11,700				16,000				42,100
Total Income			7,696				12,780				28,657				64,934
Cost of Goods Sold			5,104				800				9,616				17,184
Gross Income		$	2,592				11,980				19,041				47,750
Ordinary Income\Expenses
Depreciation		$	—				1,000				—				3,000
Amortization			—				1,072				—				3,216
Commissions			1,592				316				3,041				9,800
Advertising and Marketing			—				8,500				9,000				23,700
General & Administrative			3				—				2,528				216
Professional Fees			1,400				1,000				24,313				6,995
Total Expenses		$	2,995				12,688				38,882				46,927
Net Operating Income (Loss)		$	(403	)			92				(19,841	)			823
Interest Expense			233				—				689				—
Net Income (Loss)		$	(636	)		$	92			$	(20,530	)		$	823
Net Income (Loss) Per Share Basic and Diluted		$	(0.00	)		$	0.00			$	(0.00	)		$	0.00
Weighted Average Shares Outstanding			8,585,977				8,585,977				8,585,977				8,585,977

 

See accompanying notes to condensed

financial statements

4

 

AUTOVATIVE PRODUCTS, INC

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

(restated)

 

                                                                                    Six Months Ended September 30               

		2012				2011
Cash Flows from Operating Activities
Net Income (Loss)		$	(20,530	)		$	823
Adjustments to Reconcile Net Income (Loss) To Net Cash Provided by (Used In) Operating Activities:
Amortization of Long Lived Asset			—				3,216
Depreciation Property and Equipment			—				3,000
Accounts Payable and Accrued Liabilities			(9,629	)			(27,211	)
Accounts Receivable			11,725				31,063
Net Cash Provided by (Used In) Operating Activities			(18,434	)			10,891
Cash Flows From Investing Activities			—				—
Cash Flows from Financing Activities			—				—
Increase (Decrease) in Cash			(18,434	)			10,891
Cash at Beginning of the Year			28,343				1,045
Cash at End of Quarter		$	9,909			$	11,936

 

 

*For the Quarter at September 30, 2012 and 2011, there were no payments for interest or taxes.

 

 

See accompanying notes to condensed

financial statements

5

 

AUTOVATIVE PRODUCTS INC.

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

(Unaudited)

September 30, 2012 and 2011

 

 

NOTE 1 - SUMMARY OF ACCOUNTING POLICIES

 

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at September 30, 2012 and for all periods presented herein, have been made.

 

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December 31, 2011 audited financial statements. The results of operations for the periods ended September 30, 2012 and the same period last year are not necessarily indicative of the operating results for the full years.

 

A summary of the significant accounting policies applied in the preparation of the accompanying financial statements follows.

 

BUSINESS AND BASIS OF PRESENTATION

 

Autovative Products Inc. ("Company" or "Autovative Products") was formed on December 8, 2004 under the laws of the State of Nevada.

 

Autovative Products is a Specialty distribution company of fleet truck products. Currently the Company has exclusive distribution rights with both Federal Express (FedEx) and United Postal Service (UPS) for its Portable Tow Truck. The Company is currently in the process of marketing its Overhead Door Saver to both FedEx and UPS.

 

REVENUE RECOGNITION

 

We recognize revenue from product sales or services rendered when the following four criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the selling price is fixed or determinable, and collectability is reasonably assured. Revenues from design services provided are recorded upon billing of completed services.

 

We evaluate whether it is appropriate to record the gross amount of product sales and related costs or the net amount earned as commissions as determined by Financial Accounting Standards Board Accounting Standards Codification ("FASB ASC") 605-45-45, Overall Considerations of Reporting Revenue Gross as a Principal Versus Net as an Agent. We are primarily obligated in the transaction, subject to credit risk, have latitude in establishing prices and selecting suppliers, and risk of replacing lost shipments, therefore revenue is recorded at the gross sales price.

 

Product sales represent revenue from the sale of products and related shipping fees where we are the seller of record. Product sales and shipping revenues are recorded when the products are shipped and title passes to customers.

 

6

 

EARNINGS PER SHARE

 

Earnings per share is calculated in accordance with the ASC Topic 260, Earnings Per Share specifying the computation, presentation and disclosure requirements of earnings per share information. Basic earnings per share have been calculated based upon the weighted average number of common shares outstanding. Diluted loss per share is computed using the weighted averaged number of shares and dilutive potential common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised. The Company has no dilutive potential common shares, therefore diluted earnings per share computes to the same as basic earnings per share.

 

ADVERTISING

 

The Company follows a policy of charging the costs of advertising to expenses incurred. The Company incurred $0 and $9,000 in advertising expenses for the three and nine months ended September 30, 2012, respectively, and $8,500 and $23,700 for the three and nine months ended September 30, 2011, respectively.

 

NEW ACCOUNTING PRONOUNCEMENTS

 

The Company evaluates new pronouncements as issued and evaluates the effect of adoption on the Company at that time. The Company has determined that the adoption of recently adopted accounting pronouncements will not have an impact on the financial statements.

 

SEASONAL VARIATIONS

FASB issued ASC 270-10-45-11 which states that revenues of certain entities are subject to material seasonal variations. To avoid the possibility that interim results with material seasonal variations may be taken as fairly indicative of the estimated results for a full fiscal year, such entities shall disclose the seasonal nature of their activities, and consider supplementing their interim reports with information for 12-month periods ended at the interim date for the current and preceding years. The Company's business is seasonal; as it sells its Portable tow-truck mats almost exclusively to the UPS trucking fleet currently which is heavily used in winter conditions and substantially less in the spring through fall months; as can be seen in the following chart which depicts Sales and Expenses from January 1, 2011 through September 30, 2012 by quarter.

Quarter	Sales	Expenses
1-1-11 to 3-31-11	$31,599	$24,748
4-1-11 to 6-30-11	$20,556	$26,676
7-1-11 to 9-30-11	$12,780	$12,688
10-1-11 to 12-31-11	$55,756	$43,239
1-1-12 to 3-31-12	$11,583	$33,085
4-1-12 to 6-30-12	$9,378	$7,513
7-1-12 to 9-30-12	$7,696	$3,228

 

GOING CONCERN

 

The Company has had losses since its inception.  There is no assurance that we will become profitable in the future. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern that contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. However, the ability of the Company to continue as a going concern on a longer-term basis will be dependent upon the ability to generate sufficient cash flow from operations to meet its obligations on a timely basis, the ability to successfully raise additional financing, and the ability to ultimately attain profitability.

7

NOTE 2: PRIOR PERIOD ADJUSTMENTS AND RESTATEMENT OF REPORTED NET INCOME

 

The previously issued financial statements for 2011 have been restated. Sales invoiced prior to the end of the year and paid in the following year and purchases shipped to customers in prior to year end and paid the following year were not reflected properly on the financial statements as required by Generally Accepted Accounting Principles. The effect of the correction is as follows:

 

 

 

December 31, 2011		As Previously Stated		As Corrected
Accounts Receivable:	$	14,129	$	17,875
Total Current Assets		42,472		46,218
Fixed Assets		1,071		-
Total Assets:		43,543		46,218
Liabilities		-		45,225
Accumulated Earnings (Deficit):		10,402		(32,148)
Total Liabilities and Retained Earnings:		43,543		46,218
Sales:		116,884		120,690
Total Income		116,884		120,690
Cost of Sales		56,624		46,544
General and Administrative Expenses		105,450		60,806
Other Expense		-		48,214
Net Loss Before Provision for Income Taxes		(45,190)		(34,874)
Net Loss	$	(45,190)	$	(34,874)
Net Loss Per Share	$	(0.00)	$	(0.00)

 

 8

The previously issued financial statements for 2012 have been restated. Sales and cost of sales adjustments from the prior periods are reflected in the beginning balances and accruals for accounts receivable and accounts payable as of September 30, 2012 are now reflected in the September 30, 2012 financial statements and for the nine month period ended September 30, 2012. The effect of the correction is as follows:

 

		As Previously Stated		As Corrected
Accounts Receivable:	$	-	$	6,150
Total Current Assets		9,909		16,059
Total Assets:		9,909		16,059
Liabilities		2,528		35,596
Accumulated Earnings (Deficit):		(25,760)		(52,678)
Total Liabilities and Retained Earnings:		9,909		16,059
Sales:		26,253		28,657
Total Income		26,253		28,657
Cost of Sales		18,788		9,616
General and Administrative Expenses		43,627		38,882
Interest Expense		-		689
Net Loss	$	(36,162)	$	(20,530)
Net Loss Per Share	$	(0.00)	$	(0.00)

 

9

 

 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 This quarterly report may contain certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These include statements about our expectations, beliefs, intentions or strategies for the future, which we indicate by words or phrases such as "anticipate," "expect," "intend," "plan," "will," "we believe," "our company believes," "management believes" and similar language. These forward-looking statements are based on our current expectations and are subject to certain risks, uncertainties and assumptions, including those set forth in the following discussion. Our actual results may differ materially from results anticipated in these forward-looking statements. We base our forward-looking statements on information currently available to us, and we assume no obligation to update them. In addition, our historical financial performance is not necessarily indicative of the results that may be expected in the future and we believe that such comparisons cannot be relied upon as indicators of future performance. Other important factors that could cause actual results to differ materially include the following: business conditions, the price of precious metals, ability to attract and retain personnel; the price of the Company's stock; and the risk factors set forth from time to time in the Company's SEC reports, including but not limited to its annual report on Form 10-K; its quarterly reports on Forms 10-Q; and any reports on Form 8-K. In addition, the Company disclaims any obligation to update or correct any forward-looking statements in all the Company's annual reports and SEC filings to reflect events or circumstances after the date hereof.

 

GENERAL

 

We were incorporated in Nevada on December 8, 2004 and we have elected December 31 as our fiscal year end.

 

We were formed to develop businesses, assets and opportunities, some acquired and contributed from third parties and our founding shareholders, in the trucking/automobile special parts production and distribution industry and some related fields. We have been, initially, capitalized through the acquisition of Assets from our founding shareholder, outside producers, cash flows from the distribution of products and the proceeds from a Private Placement offering.

 

Products and Technology

 

Portable Tow Truck

 

The Portable Tow Truck was developed and is owned by OTW Enterprises LLC. We have contracted with OTW Enterprises LLC for the marketing and distribution rights. The Portable Tow Truck is made of rigid polypropylene. Each section (there are two sections, one for each rear tire) is 8 inches wide and 36 inches long, and weighs 2.5 pounds. They have two holes on the top portion to provide attachment to the vehicle, and are designed for easily handling and consume very little trunk space. They have been tested to perform at 40 degrees below zero, and are designed to last for a number of years, depending on how much they are used.

 

We have continued to have positive response from both FedEx and UPS regarding the Portable Tow Truck. We have no ongoing contract for the sale of the product to any Company, inclusive of FedEx and UPS yet both Companies combined make up 98% of our sales OF The Portable Tow Truck as they continue to return to purchase the Portable Tow Truck.

 

We believe that once we implement our business strategy as defined above we will be able to sell the product to additional large trucking fleets as well as automotive parts stores, and the larger retail outlets such as Wal-Mart, and Target. At this time we do not know how successful we might be at selling to other large trucking fleets or the retail markets.

 

 

10

Overhead Door Saver

 

The Overhead Door Saver was developed and is owned by OTW Enterprises LLC. We have contracted with OTW Enterprises LLC for the marketing and distribution rights. The Overhead Door Saver is manufactured from various steel parts. The mounting piece (which is bolted to the track of the overhead door) is 3" steel flat bar which has three holes punched in it, and then is bent into a U shape. The rod which goes through the U support is made from hot-rolled ½" steel and has a 2"X2 ½" flat steel piece welded on one end. A 10" long engineered steel spring is placed over the rod and then inserted through the holes on the U support. A 2" long engineered steel spring is placed on the back end of the rod, with a bolt behind it welded to the rod. The assembled unit is then painted and baked (plated) to prevent rust and to assure a long-lasting product. Left-hand and right-hand units are produced, and both units are then bolted to the overhead door track, one on each side.

 

We have yet to make sales of the Overhead Door Saver. The unit is currently in a test phase by UPS.

Results of Operations

Three months ended September 30, 2012

For the three months ended September 30, 2012, the Company had $7,696 in sales compared to $12,780 for the corresponding period in 2011. The decrease in sales resulted from a decrease in orders from both FEDEX and UPS. As noted below, the business is highly seasonal and dependent upon weather conditions. Design income also decreased from $11,700 to $1,000 for the three months ended September 30, 2011 compared to the three months ended September 30, 2012.

For the three months ended September 30, 2012, the Company had general and administrative expenses of $2,995 compared with $12,688 in 2011. The changes were primarily a decrease in marketing expenses from $8,500 in 2011 to $0 in 2012 and depreciation and amortization was $2,072 in 2011 and $0 in 2012.

 

For the three months ended September 30, 2012, the Company had a net loss of $(636) or $(0.00) per share, compared to the net income for the period ended September 30, 2011 of $92 or $0.00 per share. The lower revenues in 2012 were offset by the reduced expenses compared to the period ending September 30, 2011.

 

Nine months ended September 30, 2012

For the nine months ended September 30, 2012, the Company had $28,657 in sales compared to $64,934 for the corresponding period in 2011. The decrease in sales resulted from a decrease in orders from both FEDEX and UPS. As noted below, the business is highly seasonal and dependent upon weather conditions. Design income also decreased from $42,100 to $16,000 for the nine months ended September 30, 2011 compared to the nine months ended September 30, 2012.

For the nine months ended September 30, 2012, the Company had general and administrative expenses of $38,882 compared with $46,927 in 2011. The changes were primarily a decrease in marketing expenses from $23,700 in 2011 to $9,000 in 2012 and commissions from $9,800 in 2011 to $3,041 in 2012, offset by an increase in professional fees of $24,313 in 2012 from $6,995 in 2011. The changes were due to the Company focus on registering with the SEC and the requisite compliance costs associated with the audits and registration.

 

11

 

For the nine months ended September 30, 2012, the Company had a net loss of $(20,530) or $(0.00) per share, compared to the net income for the period ended September 30, 2011 of $823 or $0.00 per share. The loss was primarily due to the increased professional fees associated with the audits and the public filings.

The Company's' business is seasonal; as it sells its Portable tow-truck mats almost exclusively to the UPS trucking fleet currently which is heavily used in winter conditions and substantially less in the spring through fall months as can be seen in the following chart which depicts Sales and Expenses from January 1, 2011 to September 30, 2012 by quarter.

Quarter	Sales	Expenses
1-1-11 to 3-31-11	$31,599	$24.748
4-1-11 to 6-30-11	$20,556	$26,676
7-1-11 to 9-30-11	$12,780	$12,688
10-1-11 to 12-31-11	$55,756	$43,239
1-1-12 to 3-31-12	$11,583	$33,085
4-1-12 to 6-30-12	$9,378	$7,513
7-1-12 to 9-30-12	$7,696	$3,228

Liquidity and Capital Resources

The Company had current assets including cash on hand of $9,909 as at September 30, 2012. The Company also had a net loss of $(636) during the three months ended September 30, 2012 and a loss of ($20,530) for the nine months ended September 30, 2012. The Company had a working capital deficit of $(18,901) as of September 30, 2012 Compared with working capital of $993 as of December 31, 2011. The revenues and expenses of the Company are highly seasonal and working capital varies throughout the year.

 

For the nine months ended September 30, 2012 assets declined by $30,159 primarily due to the use of cash and accounts receivables to pay vendors during the nine months ended September 30, 2012.

 

Management of the Company has determined that the Company's ability to continue as a going concern is dependent on raising additional capital and achieving increased sales of its Portable Tow Truck and it Overhead Door Saver.

Management can give no assurance that any increase in sales will occur in the future and if they do occur, may not be enough to cover the Company's operating expenses or any other costs. Should this be the case, we would be forced, unless sufficient working capital can be raised, to suspend operations and possibly liquidate the assets and wind up and dissolve the Company.

Significant Accounting Policies and Estimates

 

Management's Discussion and Analysis of Financial Condition and Results of Operations discusses the Company's consolidated financial statements which have been prepared in accordance with accounting principals generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates and judgments on historical experiences and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. 

12

Application of Critical Accounting Policies

 

Revenue recognition 

 

We recognize revenue from product sales or services rendered when the following four criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the selling price is fixed or determinable, and collectability is reasonably assured. Revenues from design services provided are recorded upon billing of completed services.

 

We evaluate whether it is appropriate to record the gross amount of product sales and related costs or the net amount earned as commissions as determined by Financial Accounting Standards Board Accounting Standards Codification ("FASB ASC") 605-45-45, Overall Considerations of Reporting Revenue Gross as a Principal Versus Net as an Agent. We are primarily obligated in the transaction, subject to credit risk, have latitude in establishing prices and selecting suppliers, and risk of replacing lost shipments, therefore revenue is recorded at the gross sales price.

 

Product sales represent revenue from the sale of products and related shipping fees where we are the seller of record. Product sales and shipping revenues are recorded when the products are shipped and title passes to customers. 

 

Long lived assets

 

We evaluate our long-lived assets for financial impairment on a regular basis in accordance with ASU 2011-08 Goodwill and Other (Topic 350). In September 2011, the FASB issued ASU 2011-08 Goodwill and Other (Topic 350) which amends the guidance on testing goodwill for impairment. Under the revised guidance, entities testing goodwill for impairment have the option of performing a qualitative assessment before calculating the fair value of the reporting unit (i.e., step 1 of the goodwill impairment test). If entities determine, on the basis of qualitative factors, that the fair value of the reporting unit is more likely than not less than the carrying amount, the two-step impairment test would be required. The ASU does not change how goodwill is calculated or assigned to reporting units, nor does it revise the requirement to test goodwill annually for impairment. In addition, the ASU does not amend the requirement to test goodwill for impairment between annual tests if events or circumstances warrant; however, it does revise the examples of events and circumstances that an entity should consider. The guidance is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after March 15, 2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Not applicable.

Item 4. Controls and Procedures

   Controls And Procedures.

 

(a) Evaluation of Disclosure Controls and Procedures

 

At the end of the period covered by this Quarterly Report on Form 10-Q, our management, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer believe that:

 

á	Our disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports we file under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms; and

 

á

Our disclosure controls and procedures operate such that important information flows to appropriate collection and disclosure points in a timely manner and are effective to ensure that such information is accumulated and communicated to our management, and made known to our Chief Executive Officer and Chief Financial Officer, particularly during the period when this Annual Report was prepared, as appropriate to allow timely decisions regarding the required disclosure.

 

Autovative Product's Chief Executive Officer and Chief Financial Officer have evaluated our disclosure controls and procedures and concluded that these controls and procedures were not effective as of September 30, 2012.

 

Unremediated Material Weakness

 

A material weakness is a control deficiency (within the meaning of the Public Company Accounting Oversight Board (PCAOB) Auditing Standard No. 2) or combination of control deficiencies, which result in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected.

 

Subsequent to issuance of the Company's December 31, 2011 and 2010 financial statements the Company's management identified an error related to 1) the proper recording of accounts receivable for sales, 2) the proper recording of accounts payable for cost of sales and commission, and 3) the reporting of income taxes, interest and penalties payable for taxes due from a prior year return. As a result, the Company has restated certain amounts in the accompanying financial statements to correct errors in previously reported amounts related to accounts receivables, accounts payables, and accrued expenses. This restatement affected the reported amounts of accounts receivables, current liabilities, and accumulated deficit. See Note (2) – Prior Period Adjustments and Restatement of Reported Net Income.

 

The Company concluded on November 19, 2012, to restate the Company's audited financial statements as of December 31, 2011 and for the year then ended (the "Restatement") to correct errors in previously reported amounts. The Restatement reflects the following adjustments related to the accrual account adjustments for receivables and payables.

 

 

14

To initially address this material weakness, management performed additional analyses and other procedures to ensure that the financial statements included herein fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented.

 

 

15

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. Mining Safety Disclosures

Item 5. Other Information

None.

Item 6. Exhibits

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

8-k        3/7/2012            Item 4.01.          Changes in registrant's certifying accountant.

 

8-k/A    3/12/12             Item 4.01.          Changes in registrant's certifying accountant.

 

(a) Financial Statement Schedules.

 

None.

 

(b) Exhibits

 

Number	Exhibit
31.1**	Certification of the Chief Executive Officer, as the principal executive officer and the principal financial officer, under 18 U.S.C. Section 1350, as adopted in accordance with section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of the Chief Executive Officer, as the principal executive officer and the principal financial officer, under 18 U.S.C. Section 1350, as adopted in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.

** Filed Herewith

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

 

	AUTOVATIVE PRODUCTS, INC
Dated: April 12, 2013.	By:	/s/ David Funderburk
		David Funderburk,
		President, Treasurer and Secretary (Principal Executive, Financial and Accounting Officer)

 

16

---