UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 10-Q

 

[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended September 30, 2020

 

Or

 

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from __________ to __________

    

Commission File Number:  000-54142

Credex Corporation

(Exact name of registrant as specified in its charter)

	Florida		16-1731286
	(State of Incorporation)		(IRS Employer ID Number)

 

848 Rainbow Blvd, # 2096 Las Vegas, NV 89107

(Address of principal executive offices and Zip Code)

 

Registrant’s telephone number, including area code

(801) 243-5661

 

Securities registered pursuant to Section 12(b) of the Act: None

Tile of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

 

Indicate by check mark whether the registrant (1) has 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. Yes [X] 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). Yes [ ] No [ X]

 

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 ] Emerging Growth Company [ ]
(Do not check if a smaller reporting company)

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [_]

 

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

 

APPLICABLE ONLY TO CORPORATE ISSUERS:

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as on November 12, 2020 is 58,992,500 shares. 

CREDEX CORPORATION

 

	PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements	3
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	7
Item 4.	Controls and Procedures	7
	PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	8
Item 1A.	Risk Factors	8
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	8
Item 3.	Defaults Upon Senior Securities	8
Item 4.	Mine Safety Disclosures	8
Item 5.	Other Information	8
Item 6.	Exhibits	8
Signature		9

  

 

 

CREDEX CORPORATION 

 

PART I — FINANCIAL INFORMATION

 

Item 1.  Financial Statements
INDEX TO UNAUDITED FINANCIAL STATEMENTS	PAGE
Condensed Balance Sheets at September 30, 2020 and December 31, 2019 (Unaudited)	F-1
Condensed Statements of Operations for the three months period ended September 30, 2020 and 2019 and nine months period ended September 30, 2020 and 2019 (Unaudited)	F-2
Condensed Statement of Stockholders Deficit for the three months period ended September 30, 2020 and 2019 and nine months period ended September 30, 2020 and 2019 (Unaudited)	F-3
Condensed Statements of Cash Flows for the nine months period ended September 30, 2020 and 2019 (Unaudited)	F-4
Notes to Condensed Financial Statements (Unaudited)	F-5

  

 

 

 

CREDEX CORPORATION
CONDENSED BALANCE SHEETS
(Unaudited)
		September 30,				December 31,
		2020				2019
		(Unaudited)
ASSETS
Current assets
Cash		$	—			$	—
Total current assets			—				—
Total Assets		$	—			$	—
LIABILITIES AND STOCKHOLDERS' DEFICIT
Liabilities
Current liabilities
Accounts payable		$	2,000			$	500
Stockholder loans - related parties			77,837				72,537
Total current liabilities			79,837				73,037
Total  liabilities			79,837				73,037
STOCKHOLDERS' DEFICIT:
Common stock, $0.001 par value;
100,000,000 authorized shares, 58,992,500
shares issued and outstanding at
September 30, 2020 and December 31, 2019,  respectively			58,993				58,993
Additional paid-in capital			242,449				242,449
Accumulated deficit			(381,279	)			(374,479	)
Total stockholders' deficit			(79,837	)			(73,037	)
Total liabilities and stockholders' deficit		$	—			$	—
The accompanying notes are an integral part of these condensed financial statements.

 

 

 

CREDEX CORPORATION
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
		For the three months ended September 30,				For the three months ended September 30,				For the three months ended September 30,				For the three months ended September 30,
		2020				2019				2020				2019
REVENUE:
Finance income		$	—			$	—			$	—			$	—
TOTAL REVENUE			—				—				—				—
OPERATING EXPENSES:
Professional fees			1,350				1,350				6,450				6,650
Stock transfer agent fees			—				—				200				200
General and administrative expenses			—				—				150				—
TOTAL OPERATING EXPENSES			1,350				1,350				6,800				6,850
LOSS FROM OPERATIONS			(1,350	)			(1,350	)			(6,800	)			(6,850	)
Provision for income taxes			—				—				—				—
NET LOSS		$	(1,350	)		$	(1,350	)		$	(6,800	)		$	(6,850	)
Net Loss Per Share: Basic and Diluted		$	(0.00	)		$	(0.00	)		$	(0.00	)		$	(0.00	)
Weighted average number of shares outstanding			58,992,500				58,992,500				58,992,500				58,992,500
The accompanying notes are an integral part of these condensed financial statements.

 

 

 

CREDEX CORPORATION
CONDENSED STATEMENTS OF STOCKHOLDERS’ DEFICIT
(Unaudited)
For the three and nine months ended September 30, 2019
		Common Stock								Additional Paid-in				Accumulated				Total Stockholders’
		Shares				Amount				Capital				Deficit				Deficit
Balances - July 01, 2019			58,992,500			$	58,993			$	242,449			$	(371,829	)		$	(70,387	)
Net loss for the three month ended September 30, 2019			—				—				—				(1,350	)			(1,350	)
Balances - September 30, 2019			58,992,500			$	58,993			$	242,449			$	(373,179	)		$	(71,737	)
			Common Stock								Additional Paid-in				Accumulated				Total Stockholders’
			Shares				Amount				Capital				Deficit				Deficit
Balances - December 31, 2018			58,992,500			$	58,993			$	242,449			$	(366,329	)		$	(64,887	)
Net loss for the nine month ended September 30, 2019			—				—				—				(6,850	)			(6,850	)
Balances - September 30, 2019			58,992,500			$	58,993			$	242,449			$	(373,179	)		$	(71,737	)
CREDEX CORPORATION
CONDENSED STATEMENTS OF STOCKHOLDERS’ DEFICIT
(Unaudited)
For the three and nine months ended September 30, 2020
			Common Stock								Additional Paid-in				Accumulated				Total Stockholders’
			Shares				Amount				Capital				Deficit				Deficit
Balances - July 01, 2020			58,992,500			$	58,993			$	242,449			$	(379,929	)		$	(78,487	)
Net loss for the three month ended September 30, 2020			—				—				—				(1,350	)			(1,350	)
Balances - September 30, 2020			58,992,500			$	58,993			$	242,449			$	(381,279	)		$	(79,837	)
			Common Stock								Additional Paid-in				Accumulated				Total Stockholders’
			Shares				Amount				Capital				Deficit				Deficit
Balances - December 31, 2019			58,992,500			$	58,993			$	242,449			$	(374,479	)		$	(73,037	)
Net loss for the nine month ended September 30, 2020			—				—				—				(6,800	)			(6,800	)
Balances - September 30, 2020			58,992,500			$	58,993			$	242,449			$	(381,279	)		$	(79,837	)
The accompanying notes are an integral part of these financial statements.

 

 

 

 

CREDEX CORPORATION
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
		For the nine months ended September 30,				For the nine months ended September 30,
		2020				2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period		$	(6,800	)		$	(6,850	)
Adjustments to reconcile net loss to net cash used in operating activities:
CHANGES TO ASSETS AND LIABILITIES
Increase (decrease) in accounts payable			1,500				(800	)
Net cash used by operating activities			(5,300	)			(7,650	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from stockholders loan - related party			5,300				7,650
Net cash provided by financing activities			5,300				7,650
Net increase in cash, cash equivalents, and restricted cash			—				—
Cash, cash equivalents, and restricted cash at beginning of year			—				—
Cash, cash equivalents, and restricted cash at end of year		$	—			$	—
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest		$	—			$	—
Cash paid for taxes		$	—			$	—
The accompanying notes are an integral part of these condensed financial statements.

 

 

 

CREDEX CORPORATION

NOTES TO THE FINANCIALCONDENSED STATEMENTS (UNAUDITED)

September 30, 2020

 

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Organization and Purpose

 

Credex Corporation, (the "Company") was incorporated in the State of Florida on September 2, 2005. The company is looking renewable energy and hydrogen technologies and develops new markets. The Company is currently reviewing various technologies. The Company is also exploring avenues for raising capital in order to put its business plan into effect. The Company’s principal office is in Las Vegas, Nevada.

 

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 and regulations of the Securities and Exchange Commission (the "SEC") for interim financial reporting. In the opinion of management, all adjustments necessary in order to for the financial statements to be not misleading have been properly reflected herein. The results for the three months ended September 30, 2020 are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10K for the year ended December 31, 2019, filed with the Securities and Exchange Commission.

The accompanying condensed 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, 2020 and for the related periods presented. 

 

Accounting Basis

 

The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting).  The Company has adopted a December 31 fiscal year end.

 

Revenue Recognition

 

The Company recognizes revenue when products are fully delivered or services have been provided and collection is reasonably assured.

 

Cash and Equivalents

 

For purposes of the statement of cash flows, the Company considers all highly liquid investments with original maturities of less than three months to be cash equivalents.

 

Advertising

 

The Company expenses advertising and promotions costs as they are incurred.

 

Earnings per Share

 

Basic earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year. Diluted EPS is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year plus potential dilutive instruments such as stock options and warrants. The Company has no dilutive instruments outstanding.

 

Income Taxes

 

The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns.

 

Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date.

 

The Company adopted section 740-10-25 of the Codification ("Section 740-10-25") which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25.

 

Stock-Based Compensation

 

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Comprehensive Income

 

The Company has which established standards for reporting and display of comprehensive income, its components and accumulated balances. When applicable, the Company would disclose this information on its Statement of Stockholders’ Equity. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners. The Company has not had any significant transactions that are required to be reported in other comprehensive income.  

 

Fair Value of Financial Instruments

 

The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:

 

Level 1 – Quoted prices in active markets for identical assets or liabilities.

 

 

Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

  

Level 3 – Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability.

 

In accordance with the fair value accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has not elected the fair value option for any eligible financial instruments.

 

As of September 30, 2020 and December 31, 2019, the carrying value of accounts payable and loans that are required to be measured at fair value, approximated fair value due to the short-term nature and maturity of these instruments.  

 

Recent Accounting Pronouncements

 

We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company.

 

NOTE B – GOING CONCERN

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company’s financial position and operating results raise substantial doubt about its ability to continue as a going concern. The Company has sustained losses of $381,279 since inception to September 30, 2020. The ability of the Company to continue as a going concern is dependent upon expanding operations and obtaining additional capital and financing. Management’s plan in this regard is to implement the Company’s business plan and to secure additional funds through equity or debt financing. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

NOTE C – STOCKHOLDER LOANS – RELATED PARTIES

 

The Company received loans from Service Merchants Corp, a related party, towards operating expenses. The loans are unsecured, non-interest bearing and due on demand. As of September 30, 2020 and December 31, 2019, $9,700 was due to Service Merchant Corp.

 

The Company received loans from a shareholder of the company through Global Merchant Corp, a related party, towards various operating expenses. The loans are unsecured, non-interest bearing and due on demand. As of September 30, 2020 and December 31, 2019, $12,889 was due to Global Merchant Corp.

 

During the three months ended September 30, 2020, the Company received a loan totaling $850 towards operating expenses. The loans are unsecured, non-interest bearing and due on demand. As of September 30, 2020 and December 31, 2019, $55,050 and $49,750 respectively, was due to Sterling Investment Corp.

 

The Company received a loan from Earth Wind Power Corp, a related party, towards operating expenses. The loan is unsecured, non-interest bearing and due on demand. As of September 30, 2020 and December 31, 2019, $198 was due to Earth Wind Power Corp.

 

As of September 30, 2020 and December 31, 2019, $77,837 and $72,537 respectively, was total due to stockholders loans.

 

NOTE D – CAPITAL STOCK

 

At inception on September 2, 2005, the Company was authorized to have outstanding 10,000 shares of common stock at $0.10 par value per share. On October 24, 2007, the Company amended its Articles of Incorporation to increase the maximum number of authorized common shares to 100,000,000 and changed the par value to $0.001 per share, which has been retro-actively restated to $0.001 in the accompanying financial statements.

  

 

On September 13, 2013, the Company received approval from the Financial Industry Regulatory Authority (“FINRA”) clearing a ten to one (10:1) forward stock split previously approved by the Company’s board of directors. The record Date for the forward stock split is September 16, 2013 which resulted in an increase in the number of shares issued and outstanding from 5,899,250 to 58,992,500 shares. All reference to shares and per share amounts in the accompanying financial statements have been retroactively restated to reflect the aforementioned forward stock split.

 

There were 58,992,500 shares of common stock issued and outstanding at September 30, 2020 and December 31, 2019.

 

NOTE E – COMMITMENTS

 

The Company neither owns nor leases any real or personal property. An officer has provided office services without charge. There is no obligation for the officer to continue this arrangement. Such costs are immaterial to the financial statements and accordingly are not reflected herein. The officers and directors are involved in other business activities and most likely will become involved in other business activities in the future.

 

NOTE F - SUBSEQUENT EVENTS

 

The Company evaluated all events or transactions that occurred after September 30, 2020 through November 10, 2020. The Company determined that it does not have any subsequent event requiring recording or disclosure in the financial statements for the period ended September 30, 2020.

 

 

 

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

 

The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes, and other financial information contained in this prospectus.

 

Overview

 

We are a startup company. Although Credex has not operated pursuant to its business plan, in 2005 Credex purchased a portfolio of defaulted credit card debt to test the feasibility of its business plan. On a trial basis accounts from the portfolio were collected. The remainder of the portfolio was then sold. Our auditors have raised substantial doubt as to our ability to continue as a going concern. We need a minimum of approximately $100,000 during the next 12 months to begin implementation of our business plan.

 

We are a startup company with no revenues or operating history. Our address is 848 Rainbow Blvd, # 2096 Las Vegas, Nevada 89107. The telephone number is 801-243-5661. While our address is in Nevada, our sole officer and director currently operates our business from Utah without an office and through the use of phone and email.

 

Since our inception, we have devoted our activities to the following:

 

(1) Purchasing a debt portfolio;

 

(2) Obtaining bids from professional collectors to collect the portfolio;

 

(3) Developing contacts from whom to purchase portfolios;

 

(4) Contracting for operational support; and

 

(5) Securing enough capital to carry out these activities. 

 

Plan of Operations

 

Comparison of the Three Months Ended September 30, 2020 and 2019

 

Lack of Revenues

 

We have limited operational history. For the three months ended September 30, 2020 and 2019 we did not generate any revenues. We anticipate that we will incur substantial losses for the foreseeable future and our ability to generate any revenues in the next 12 months continues to be uncertain.

 

Operating Expenses 

 

The Company’s operating expenses for the three months ended September 30, 2020 and 2019 were $1,350 and $1,350. Operating expenses consisted of professional fees of $1,350 for the three months ended September 30, 2020 and Operating expenses consisted of professional fees of $1,350 for the three months ended September 30, 2019.

 

Net Loss

 

During the three months ended September 30, 2020 and 2019 the Company recognized net losses of $1,350 and $1,350 respectively.

 

 

 Comparison of the Nine Months Ended September 30, 2020 and 2019

 

Lack of Revenues

 

We have limited operational history. For the nine months ended September 30, 2020 and 2019 we did not generate any revenues. We anticipate that we will incur substantial losses for the foreseeable future and our ability to generate any revenues in the next 12 months continues to be uncertain.

 

Operating Expenses 

 

The Company’s operating expenses for the nine months ended September 30, 2020 and 2019 were $6,800 and $6,850 respectively. Operating expenses consisted of professional fees of $6,450, stock transfer agent fees of $200 and general and administrative expenses of $150 for the nine months ended September 30, 2020. Operating expenses consisted of professional fees of $6,650 and stock transfer agent fees of $200 for the nine months ended September 30, 2019.

 

Net Loss

 

During the nine months ended September 30, 2020 and 2019 the Company recognized net losses of $6,800 and $6,850 respectively.

 

Liquidity and Capital Resources

 

Our capital resources have been acquired through the sale of shares of our common stock and loans from shareholders.

 

At September 30, 2020 and December 31, 2019, we had total assets of $0 and $0 respectively.

 

At September 30, 2020 and December 31, 2019, our total liabilities were $79,837 and $73,037, respectively consisting primarily of accounts payable and shareholder loans.

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

Net cash flows used in operating activities for the nine months periods ended September 30, 2020 and 2019 was $(5,300) and $(7,650).

 

CASH FLOWS FROM FINANICING ACTIVITIES

 

Net cash flows provided by financing activities for the nine months periods ended September 30, 2020 and 2019 was $5,300 and $7,650.

 

Cash Requirements

 

We intend to provide funding for our activities, if any, through a combination of the private placement of the company’s equity securities and the public sales of equity securities.

 

We have no agreement, commitment or understanding to secure any funding from any source.

 

Off-Balance Sheet Arrangements

 

We do not have any off balance sheet arrangements.

 

Credex has never been in bankruptcy or receivership.

 

Office

 

Credex’s executive office is located at 848 Rainbow Blvd, # 2096 Las Vegas, NV 89107. The telephone number is (801) 243-5661.

 

 

Credex is not operating its business plan until such time as capital is raised for operations. To date its operation has involved only selling stock to meet expenses.  

 

Business Overview

 

Credex, a Florida corporation, was formed on September 2, 2005. The Company was formed for the purpose of raising the necessary funds for purchasing, servicing, managing and reselling of non-performing (defaulted) unsecured credit card debt portfolios to be acquired from financial institutions and distressed debt wholesalers. Since its inception, the Company derived no revenues and no income from such business and as result as of September 30, 2020, had an accumulated deficit of $381,279.

 

Credex does not have revenues or operating history. Our address is 848 Rainbow Blvd, # 2096 Las Vegas, Nevada 89107. The telephone number is 801-243-5661. While our address is in Nevada, our sole officer and director currently operate our business from Utah without an office and through the use of phone and email.

 

The Company has attempted to attract private placement investments in the past. Thus far, the Company has not been able to implement its plans or begin operations because it has not been successful in raising the equity capital necessary to implement such plans.

 

There is no current public market for our securities. As our stock is not publicly traded, investors should be aware they probably will be unable to sell their shares and their investment in our securities is not liquid.

 

At the present time, we are classified as a “shell company” under Rule 405 of the Securities Act Rule 12b-2 of the Exchange Act. As such, all restricted securities presently held by the affiliates of our company may not be resold in reliance on Rule 144 until: (1) we file Form 10 information with the Securities and Exchange Commission (“SEC”) when we cease to be a “shell company”; (2) we have filed all reports as required by Section 13 and 15(d) of the Securities Act for twelve consecutive months; and (3) one year has elapsed from the time we file the current Form 10 type information with the SEC reflecting our status as an entity that is not a shell company.

 

Bankruptcy Or Similar Proceedings

 

There has been no bankruptcy, receivership or similar proceeding involving the Company.

 

Reorganization, Purchase Or Sale Of Assets

 

Other than the acquisition of the patent, there have been no material reclassifications, mergers, consolidations, or purchase or sale of a significant amount of assets involving the Company.

 

Effect Of Existing Or Probable Governmental Regulations On The Business

 

The Company will be subject to numerous national, international, regional, state and local laws. The Company does not know when or whether additional legislation may pass or whether any such legislation would relate to the types of services currently planned to be provided by the Company or which the Company intends to develop. Accordingly, the Company cannot predict the effect, if any, that any such future regulation may have on its business.

 

Research And Development Activities During The Last Two Years

 

We have not expended funds for research and development costs since inception.

 

Costs And Effects Of Compliance With Environmental Laws

 

We don’t anticipate material costs or expenses related to compliance with environmental laws. Hydrogen is a clean energy sector and there may be some tax incentives associated with this sector.

 

 

Number Of Total Employees And Number Of Full Time Employees

 

We currently have one employee, our executive officer, Russell Heaton. He devotes five (5) hours per week, to our business and currently is responsible for our general strategy, fund raising and customer relations. Once the offering is complete we will hire additional staff if we generate enough revenue to support the expense. The number of additional staff will depend upon our growth.

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

 

Not Applicable to Smaller Reporting Companies.

 

Item 4. Controls and Procedures.

 

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

 

As required by Rule 13a-15/15d-15 under the Securities and Exchange Act of 1934,as amended (the "Exchange Act"), as of September 30, 2020, we have carried out an evaluation of the effectiveness of the design and operation of our Company's disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our Company's management, our President (Principal Executive Officer) and Treasurer (Principal Accounting Officer). Based upon the results of that evaluation, our management has concluded that, as of September 30, 2020, our Company's disclosure controls and procedures were not effective and do not provide reasonable assurance that material information related to our Company required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to management to allow timely decisions on required disclosure.

 

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

 

Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control system is designed to provide reasonable assurance to our management and board of directors regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that:

 

•

Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

•

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles in the United States of America, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and

•

Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the financial statements.

 

Management assessed the effectiveness of our internal control over financial reporting as of September 30, 2020. In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in INTERNAL CONTROL -- INTEGRATED FRAMEWORK.

 

Our management concluded that, as of September 30, 2020, our internal control over financial reporting was effective based on the criteria in INTERNAL CONTROL -- INTEGRATED FRAMEWORK issued by the COSO.

 

This quarterly report does not include an attestation report of the Company's independent registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's independent registered public accounting firm pursuant to rules of the SEC that permit the Company to provide only management's report in this annual report.

 

 

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

 

There were no changes in our internal control over financial reporting identified in connection with the evaluation described above during the second quarter ended September 30, 2020, that has materially affected or is reasonably likely to materially affect our internal controls over financial reporting.

 

PART II.  OTHER INFORMATION

 

Item 1.  Legal Proceedings.

 

Credex is not involved in any litigation or any material legal proceeding.  No Officer or Director is involved in any litigation or any material legal proceeding.

 

Item 1A. Risk Factors

 

As a “smaller reporting company,” as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.

 

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

 

None

 

Item 3. Defaults Upon Senior Securities.

 

None

 

Item 4. Mine Safety Disclosures.

 

Not Applicable

 

Item 5. Other Information.

 

None

 

Item 6. Exhibits

 

Exhibit 31.1	-	Certification of Chief Executive Officer of Credex Corporation required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 31.2	-	Certification of Chief Financial Officer of Credex Corporation required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.1	-	Certification of Chief Executive Officer of Credex Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63.
Exhibit 32.2	-	Certification of Chief Executive Officer of Credex Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63.

  

 

 

 

 

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.

 

Credex Corporation

 

 

By:	/s/ Russell Heaton		Date:	November 12, 2020
	Russell Heaton,
	Chief Executive Officer Chief Financial Officer Director