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EX-32.1 - RJS Development, Inc.e612903_ex32-1.htm
 
United States
Securities and Exchange Commission
Washington, D.C. 20549

Form 10-Q

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2014
or
o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to __________.

Commission file number 333-151698

RJS DEVELOPMENT, INC.
(Name of small business issuer in its charter)

Florida
(State or other jurisdiction of incorporation or organization)

20-0075049
(I.R.S. Employer Identification No.)

Room 1701, The One Square, No. 18, Dongyu St.
Chengdu 610051, Sichuan, People’s Republic of China
(Address of principal executive offices and Zip Code)

+86 (28) 8661-0965
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes o No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). o 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. (Check one):

Large accelerated filer o
Accelerated filer o
   
Non-accelerated filer o
(Do not check if a smaller reporting company)
Smaller reporting company x

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

The number of shares of the issuer’s common stock, par value $.01 per share, outstanding as of November 21, 2014 was 6,000,000.
 
 
 

 
 

   
Page

Part I. Financial Information.
3
Item 1. Financial Statements.
3
Condensed Balance Sheets as of September 30, 2014 (unaudited) and December 31, 2013 (audited).
3
Condensed Statements of Operations for the three and nine months ended September 30, 2014 and September 30, 2013 (unaudited).
4
Condensed Statements of Cash Flows for the nine months ended September 30, 2014 and September 30, 2013 (unaudited).
5
Notes to Condensed Financial Statements (unaudited).
6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operation.
9
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
11
Item 4. Controls and Procedures.
11
Part II. Other Information.
12
Item 1. Legal Proceedings.
12
Item 1A. Risk Factors.
12
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
12
Item 3. Defaults Upon Senior Securities.
12
Item 4. Mine Safety Disclosures.
12
Item 5. Other Information.
12
Item 6. Exhibits.
12
Signatures.
14
 
 
Part I. Financial Information.
Item 1. Financial Statements.
 
RJS Development, Inc.
CONDENSED BALANCE SHEET
 
   
September 30,
   
December 31,
 
   
2014
   
2013
 
   
(unaudited)
   
(audited)
 
ASSETS
           
             
             
             
             
             
             
Total Assets
  $ -     $ -  
                 
LIABILITIES AND STOCKHOLDERS’ DEFICIT
               
Current liabilities
               
Due to shareholder
  $ 135,632     $ 118,432  
Other payables
    28,200       -  
                 
                 
Total current liabilities
    163,832       118,432  
                 
Total liabilities
    163,832       118,432  
                 
STOCKHOLDERS’ DEFICIT
               
Common stock, par value $.01 per share, 75,000,000 shares authorized; 6,000,000 shares issued and outstanding
    60,000       60,000  
Additional paid-in capital
    (39,650 )     (39,650 )
Accumulated Deficit
    (184,182 )     (138,782 )
Total stockholders' deficit
    (163,832 )     (118,432 )
                 
Total liabilities and stockholders’ deficit
  $ -     $ -  
 
The accompanying notes are an integral part of these condensed financial statements.
 
 
RJS Development, Inc.
 
CONDENSED STATEMENTS OF OPERATIONS
 
(Unaudited)
 
       
   
For the Three Months Ended
   
For the Nine Months Ended
 
   
September 30,
   
September 30,
 
   
2014
   
2013
   
2014
   
2013
 
                         
Operating expenses:
                       
General & administration
  $ -     $ -     $ -     $ -  
Professional fees
    8,553       13,135       45,400       73,837  
Total operating expenses
    8,553       13,135       45,400       73,837  
                                 
Operating Loss
    (8,553 )     (13,135 )     (45,400 )     (73,837 )
                                 
Other expenses:
                               
Loss(income) from discontinued operations
    -       -       -       -  
Gain on disposal of discontinued operations
    -       -       -       -  
                                 
Net loss
  $ (8,553 )   $ (13,135 )   $ (45,400 )   $ (73,837 )
                                 
Loss per share, primary and dilutive
  $ (0.00 )   $ (0.00 )   $ (0.01 )   $ (0.01 )
                                 
Weighted average shares outstanding primary and dilutive
    6,000,000       6,000,000       6,000,000       6,000,000  

The accompanying notes are an integral part of these condensed financial statements.
 
 
RJS Development, Inc.
 
CONDENSED STATEMENTS OF CASH FLOW
 
(Unaudited)
 
       
   
For the Nine Months Ended September 30,
 
   
2014
   
2013
 
CASH FLOWS FROM OPERATING ACTIVITIES
           
Net loss
  $ (45,400 )   $ (73,837 )
Adjustment to reconcile net loss to net cash provided by operations:
            -  
Prepaid
    -       (300 )
Other payables
    28,200       -  
Account payables
    -       1,200  
Net Cash Flow Used in Operating Activity
    (17,200 )     (72,937 )
                 
CASH FLOWS FROM FINANCING ACTIVITIES
               
Shareholder advances, net
    17,200       72,937  
Net Cash Provided by Financing Activity
    17,200       72,937  
                 
                 
NET DECREASE IN CASH AND CASH EQUIVALENTS
    -       -  
                 
CASH AT THE BEGINNING PERIOD
    -       -  
                 
CASH AT THE END OF THE PERIOD
  $ -     $ -  
                 
Supplemental disclosure of cash flow information:
    -       -  
Cash paid during the period for :
    -       -  
Interest
  $ -     $ -  
Income taxes
  $ -     $ -  

 
The accompanying notes are an integral part of these condensed financial statements.
 
 
RJS Development, Inc.
Notes to Condensed Financial Statements
September 30, 2014
(Unaudited)

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business and Operations
RJS Development, Inc. (the “Company”) was incorporated on May 27, 2003 in the State of Florida. The Company was in the business of providing development services in the real estate industry. The Company does not currently engage in any business activity.

On April 23, 2012, the Company entered into a Stock Purchase Agreement (the “Agreement”) with Yong Li, as agent and attorney-in-fact (the “Agent”) for the buyers identified therein (the “Buyers”) and Joe Tyszko (the “Seller”), the former President, Secretary, Treasurer and Chairman of the Board of Directors of the Company. The closing of the transactions (the “Closing”) contemplated by the Agreement occurred simultaneously with the parties’ entry into the Agreement. Prior to the Closing, the Seller owned 5,951,544, or approximately 99.2%, of the issued and outstanding shares of common stock, par value $.01 per share (the “Common Stock”), of the Company, and served as the President, Secretary and Chairman of the Board of Directors of the Company. In connection with the Closing, the Seller resigned from the executive officer positions he held with the Company, effective as of the Closing. The Seller also resigned as a director of the Company, effective as of 10 days after mailing to the stockholders of the Company an information statement on Schedule 14f-1 pursuant to Section 14(f) of the Exchange Act and Rule 14f-1 promulgated thereunder (the “Schedule 14f-1”) relating to the appointment of Guofeng Feng to the Board of Directors of the Company. In addition, Valerie Tyszko, who served as the Treasurer and as a director of the Company, resigned from such positions effective as of the Closing.
 
Upon the Closing, the Buyers collectively owned 99.2% of the issued and outstanding Common Stock. In addition, as of the Closing, Guofeng Feng was appointed as the Chief Executive Officer of the Company and, effective as of 10 days after the mailing the Schedule 14f-1 to the stockholders of the Company, elected as the sole director of the Company.

Basis for Presentation
The accompanying unaudited financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information regarding the Company’s significant accounting policies, refer to the audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013filed with the Securities and Exchange Commission (the “SEC”) on March 31, 2014.
 
In the opinion of management, all adjustments consisting of normal recurring adjustments necessary for a fair statement of (a) the result of operations for the three and nine months ended September 30, 2014 and September  30, 2013; (b) the financial position at September 30, 2014 and December 31, 2013, and (c) cash flows for the nine months ended September 30, 2014 and September 30, 2013, have been made.
 
The Company prepares its financial statements in conformity with generally accepted accounting principles in the United States. These principles require 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. Management believes that these estimates are reasonable and have been discussed with the Board of Directors; however, actual results could differ from those estimates.

Fair Value Instruments
The Company’s balance sheets include the following financial instruments: cash, other payables and notes payable to stockholder. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. The carrying value of the loan from stockholder approximates fair value based on the short-term and revolving nature of the advances.
 

 
Fair Value Measurement
All financial and nonfinancial assets and liabilities were recognized or disclosed at fair value in the financial statements. This value was evaluated on a recurring basis (at least annually). Generally accepted accounting principles in the United States define fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on a measurement date. The accounting principles also established a fair value hierarchy which required an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Three levels of inputs were used to measure fair value:
  
Level 1: Quotes market prices in active markets for identical assets or liabilities.
Level 2: Observable market based inputs or unobservable inputs that were corroborated by market data.
Level 3: Unobservable inputs that were not corroborated by market data.

Cash and Cash Equivalents
The majority of cash is maintained by a major financial institution in the United States. Deposits with this bank may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed on demand and, therefore, bear minimal risk. The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. As of September 30, 2014 and December 31, 2013, there were no cash equivalents.

Loss Per Share
The Company follows ASC Codification Topic 260. Basic loss per share calculations are determined by dividing net loss by the weighted average number of shares outstanding during the year. Diluted loss per share calculations are determined by dividing net loss by the weighted average number of shares. There are no share equivalents and, thus, anti-dilution issues are not applicable.

NOTE 2 – RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

We have reviewed accounting pronouncements and interpretations thereof that have effective dates during the periods reported in 2014. We believe that there are no new or impending standards that may have an impact on our future filings. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration.

NOTE 3 – GOING CONCERN

The accompanying unaudited financial statements have been prepared in conformity with accounting principles generally accepted in the United States, which contemplate continuation of the Company as a going concern.

The Company incurred a net loss of $8,553 and $45,400 for the three and nine months ended September 30, 2014. As of September  30, 2014, the Company had no cash with which to satisfy any future cash requirements. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company depends upon stockholder support and capital from future financing activities such as subsequent offerings of its Common Stock or debt financing in order to operate and grow the business. There can be no assurance that the Company will be successful in raising such capital. The key factors that are not within the Company's control and that may have a direct bearing on operating results include, but are not limited to, acceptance of the Company's new business plan, the ability to raise capital in the future, the ability to expand its customer base, and the ability to hire key employees to build and maintain websites and to provide services and support to its customers and users. There may be other risks and circumstances that management may be unable to predict.

The unaudited financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

NOTE 4 – RELATED PARTY

Due to Shareholder
A certain owner has advanced, and anticipates it to be necessary to advance, cash to the Company, based on cash requirements. The amounts due to such stockholder were $135,632and $118,432 as of September 30, 2014 and December 31, 2013, respectively. These cash advances are considered temporary in nature. There are no repayment terms and such cash advances are currently are not bearing interest.
  
Certain stockholders have pledged their support to fund continuing operations; however, there is no written commitment to this effect. The Company is dependent upon the continued support of these parties.
 

 
NOTE 5 – CAPITAL STOCK AND REVERSE STOCK SPLIT

Our Common Stock consists of 75,000,000 authorized shares.

On February 2, 2012, the Company filed with the SEC a request for a 1:25 reverse stock split. The stock split was approved by the SEC and the Financial Industry Regulatory Authority, Inc. on March 16, 2012. The reverse stock split decreased the 35,000,000 shares outstanding to 1,400,000.

On March 20, 2012 the Board of Directors approved to issue Joe Tyszko 4,600,000 shares (valued at $20,000) for services which increased the shares outstanding to 6,000,000 as of the September 30, 2012.

On March 23, 2012, the Company filed a Post Effective Amendment with the SEC to register 735,000 (post reverse split) shares. The SEC approved the Post Effective Amendment on March 27, 2012.

NOTE 6 – CONTINGENCIES

From time to time the Company may be a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations.
 
 
 
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Note Regarding Forward Looking Statements.

This quarterly report on Form 10-Q of RJS Development, Inc. for the period ended September 30, 2014, contains 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, which are intended to be covered by the safe harbors created thereby. To the extent that such statements are not recitations of historical fact, such statements constitute forward-looking statements which, by definition, involve risks and uncertainties. In particular, statements under the Section entitled Management's Discussion and Analysis of Financial Condition and Results of Operations contain forward-looking statements. Where, in any forward-looking statement, the Company expresses an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will result or be achieved or accomplished.

The following are factors that could cause actual results or events to differ materially from those anticipated, and include but are not limited to: general economic, financial and business conditions; changes in and compliance with governmental regulations; changes in tax laws; and the costs and effects of legal proceedings.

You should not rely on forward-looking statements in this quarterly report. This quarterly report contains forward-looking statements that involve risks and uncertainties. We use words such as “anticipates,” “believes,” “plans,” “expects,” “future,” “intends,” and similar expressions to identify these forward-looking statements. Prospective investors should not place undue reliance on these forward-looking statements, which apply only as of the date of this report. Our actual results could differ materially from those anticipated in these forward-looking statements for many reasons, including the risks faced by the Company. For example, a few of the uncertainties that could affect the accuracy of forward-looking statements include:

 
(a)
an abrupt economic change resulting in an unexpected downturn in demand;
 
(b)
governmental restrictions or excessive taxes on land;
 
(c)
over-abundance of companies developing commercial properties to lease space or sell the developed building;
 
(d)
economic resources to support the development of our projects;
 
(e)
expansion plans, access to potential clients, and advances in technology; and
 
(f)
lack of working capital that could hinder the land acquisition for development of our projects.

Financial information provided in this Form 10-Q, for periods subsequent to September 30, 2014, is preliminary and remains subject to audit. As such, this information is not final or complete, and remains subject to change, possibly materially.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following management’s discussion and analysis of financial condition should be read in conjunction with our financial statements and notes thereto contained elsewhere in this report.

Our Business Overview
The Company specialized in commercial real estate development and leasing. Our business, financial condition and results of operations have improved in the prior year due to new leasing assignment. The market still faces high unemployment, lower family income, lower consumer confidence, a large number of foreclosures and homes for sale, increased volatility in the availability and cost of credit, shrinking mortgage markets, unstable financial institutions, lower valuation of retirement savings accounts, lower corporate earnings, lower business investment and lower consumer spending which continue to be an “overhang” on the general marketplace. We had maintained low operational expenditures as a result of the market crash in 2008 and 2009.
 
Over the past five years we have not been involved in any new development activity. The Company does not currently engage in any business activity.

The results of operations are based on preparation of financial statements in conformity with accounting principles generally accepted in the United States. The preparation of financial statements requires management to select accounting policies for critical accounting areas as well as estimates and assumptions that affect the amounts reported in the financial statements. The Company’s accounting policies are more fully described in the Notes to Condensed Financial Statements.

Results of Operations – Continuing Operations
Operating expenses were $8,553 and $13,135, $45,400 and $73,837 for the three and nine months ended September 30, 2014 and September 30, 2013, respectively. The decrease was due to the decrease in professional expenses. General and administration expenses include salaries, office, rent and depreciation. The Company did not incur general and administration expenses in 2014.
 

 
Liquidity & Capital Resources
As of September 30, 2014, the Company had cash of $0, working capital deficit of $163,832, an accumulated deficit of $184,182 and stockholder deficit of $163,832.

For the nine months ended September 30, 2014, net cash used in operating activities was $17,200. During the nine months ended September 30, 2014, there were no cash flows from investing activities and $17,200 of cash flows from financing activities, resulting from advances from a current stockholder.

We anticipate that our future liquidity requirements will arise from the need to fund our growth from our new operations, pay debt obligations and future capital expenditures. The primary sources of funding for such requirements are expected to be cash generated from new operations and raising additional funds from private sources and/or debt financing. However, we can provide no assurances that we will be able to generate sufficient cash flow from operations and/or obtain additional financing on terms satisfactory to us, if at all, to remain a going concern. Our continuation as a going concern is dependent upon our ability to generate sufficient cash flow to meet our obligations on a timely basis and ultimately to attain profitability.

Critical Accounting Policies and Estimates
The policies discussed below are considered by our management to be critical to an understanding of our financial statements because their application places the most significant demands on our management’s judgment, with financial reporting results relying on our estimation about the effect of matters that are inherently uncertain. Specific risks for these critical accounting policies are described below. For these policies, our management cautions that future events rarely develop as forecasted, and that best estimates may routinely require adjustment.

The SEC has issued cautionary advice to elicit more precise disclosure about accounting policies management believes are most critical in portraying our financial results and in requiring management’s most difficult subjective or complex judgments.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make judgments and estimates. On an ongoing basis, we evaluate our estimates, the most significant of which include establishing allowances for doubtful accounts and determining the recoverability of our long-lived tangible and intangible assets. The basis for our estimates are historical experience and various assumptions that are believed to be reasonable under the circumstances, given the available information at the time of the estimate, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily available from other sources. Actual results may differ from the amounts estimated and recorded in our financial statements.

We believe the following critical accounting policies affect our more significant judgments and estimates used in the preparation of our financial statements:
  
Basis of Presentation. The Company prepares its financial statements in conformity with generally accepted accounting principles in the United States. These principles require 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. Management believes that these estimates are reasonable and have been discussed with the Board of Directors; however, actual results could differ from those estimates.

Fair Value Instruments. The Company’s balance sheets include the following financial instruments: cash and notes payable to shareholder. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. The carrying value of the loan from stockholder approximates fair value based on borrowing rates currently available to the Company for instruments with similar terms and remaining maturities.

Income Taxes. The Company accounts for income taxes under FASB Codification Topic 740 which requires use of the liability method. Topic 740 provides that deferred tax assets and liabilities are recorded based on the differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purpose, referred to as temporary differences. Deferred tax assets and liabilities at the end of each period are determined using the currently enacted tax rates applied to taxable income in the periods in which the deferred tax assets and liabilities are expected to be settled or realized. A valuation allowance may be applied against the net deferred tax due to the uncertainty of its ultimate realization.
 

 
Off-Balance Sheet Arrangements
We have made no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

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.

(a) Management’s Conclusions Regarding Effectiveness of Disclosure Controls and Procedures.

The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control over financial reporting is a process designed under the supervision of the Company’s Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

With respect to the period ending September 30, 2014, under the supervision and with the participation of our management, we conducted an evaluation of the effectiveness of the design and operations of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934.

Based upon our evaluation regarding the period ending September 30, 2014, the Company’s management, including its Chief Executive Officer and Chief Financial Officer, has concluded that its disclosure controls and procedures were not effective due to the Company’s limited internal resources and lack of ability to have multiple levels of transaction review. Through the use of external consultants and the review process, management believes that the financial statements and other information presented herewith are materially correct.
  
The Company’s disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives. The Company’s management, however, including its Chief Executive Officer and Chief Financial Officer, does not expect that its disclosure controls and procedures will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefit of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.

(b) Changes in Internal Controls.

There have been no changes in the Company’s internal control over financial reporting during the period ended September 30, 2014 that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.
 

 
Part II. Other Information.

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

We believe there are no changes that constitute material changes from the risk factors previously disclosed in the Company’s 2013Annual Report filed on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

During the nine month period ending September 30, 2014, the Company did not issue any unregistered shares of its Common Stock.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mining Safety Disclosures.

None.

Item 5. Other Information.

None.

Item 6. Exhibits.
  
Exhibit Number and Description
 
Location Reference
           
(a)
Financial Statements
 
Filed Herewith
           
(b)
Exhibits required by Item 601, Regulation S-K;
   
           
 
(3.0)
Articles of Incorporation
   
           
   
(3.1)
Amended and Restated Articles of Incorporation filed with Form S-1 Registration Statement on June 16, 2008
 
See Exhibit Key
           
   
(3.2)
Bylaws filed with Form S-1 Registration Statement on June 16, 2008
 
See Exhibit Key
           
 
(11.0)
Statement re: computation of per share Earnings
 
Note 2 to Financial Stmts.
           
 
(14.0)
Code of Ethics
 
See Exhibit Key
           
 
(31.1)
Certificate of Chief Executive Officer And Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
Filed herewith
           
 
(32.1)
Certification of Chief Executive Officer And Chief Financial Officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
Filed herewith
 
 
         
 
(101.INS)
XBRL Instance Document
 
Filed herewith
         
 
(101.SCH)
XBRL Taxonomy Extension Schema Document
 
Filed herewith
         
 
(101.CAL)
XBRL Taxonomy Extension Calculation Linkbase Document
 
Filed herewith
         
 
(101.DEF)
XBRL Taxonomy Extension Definition Linkbase Document
 
Filed herewith
         
 
(101.LAB)
XBRL Taxonomy Extension Label Linkbase Document
 
Filed herewith
         
 
(101.PRE)
Taxonomy Extension Presentation Linkbase Document
 
Filed herewith

Exhibit Key

3.1
Incorporated by reference herein to the Company’s Form S-1 Registration Statement filed with the Securities and Exchange Commission on June 16, 2008.

3.2
Incorporated by reference herein to the Company’s Form S-1 Registration Statement filed with the Securities and Exchange Commission on June 16, 2008.

14.0
Incorporated by reference herein to the Company’s Form S-1 Registration Statement filed with the Securities and Exchange Commission on June 16, 2008.
 
 
 
SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
RJS DEVELOPMENT, INC.
 
       
       
Date: December 1, 2014
By:
/s/ GUOFENG FENG  
 
GUOFENG FENG
 
 
Chief Executive Officer
 
 
(Principal Executive Officer and Principal Financial Officer)
 
 
 

 
14