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EX-31 - SECTION 302 CFO CERTIFICATION - DATA STORAGE CONSULTING SERVICES, INC.exhibit312.htm
EX-32 - SECTION 906 CEO CERTIFICATION - DATA STORAGE CONSULTING SERVICES, INC.exhibit321.htm
EX-31 - SECTION 302 CEO CERTIFICATION - DATA STORAGE CONSULTING SERVICES, INC.exhibit311.htm
EX-32 - SECTION 906 CFO CERTIFICATION - DATA STORAGE CONSULTING SERVICES, INC.exhibit322.htm



 


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-K



(Mark One)

[x]

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

  

For the fiscal year ended December 31,  2009

  

OR

[ ]

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

  

For the transition period from        to                                                                   


Data Storage Consulting Services, Inc.

(Exact name of registrant as specified in its charter)




Colorado

000-53126

20-8096131

(State or other jurisdiction of incorporation)

(Commission File  Number)

(IRS Employer Identification No.)

 

 

 

360 Main Street, Washington, VA

 

22747

(Address of principal executive offices)

 

(Zip Code)


540-675-3149

(Registrant's telephone number, including area code)


None

(Former name, former address & former fiscal year, if changed since last report)


Indicate by check mark whether the registrant (1) has filed all documents and reports required to be filed by Sections 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 filings 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 N/A


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.


Large accelerated filer ¨

Accelerated filer ¨

Non-accelerated filer (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 [  ]


APPLICABLE ONLY TO CORPORATE ISSUERS:


As of December 31, 2009, the number of the Company's shares of par value, $0.001, common stock outstanding was 8,929,000.






  






INDEX


  

  

Page

 

PART I – FINANCIAL INFORMATION

  

  

  

  

ITEM 1.

Business

4

 

 

 

ITEM 1A.

Risk Factors

6

 

 

 

 ITEM 2.

Property

7

 

 

 

 ITEM 3.

Legal Proceedings

7

 

 

 

 ITEM 4.

Submission of Matters to a Vote of Security Holders

7

  

  

  

  

PART II – OTHER INFORMATION

  

  

  

  

ITEM 5.

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

7

  

  

 

ITEM 6.

Selected Financial Data

8

  

  

 

ITEM 7.

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

8

  

  

 

ITEM 7A.

Quantitative and Qualitative Disclosures About Market Risk

 

  

  

 

ITEM 8.

Financial Statements and Supplementary Data

11

  

  

 

ITEM 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosures

19

  

  

 

ITEM 9A(T)

Controls and Procedures

 

 

 

 

ITEM 9B.

Other Information

 

 

 

 

 

PART III

 

 

 

 

ITEM 10.

Directors, Executive Officers and Corporate Governance

20

 

 

 

ITEM 11.

Executive Compensation

21

 

 

 

ITEM 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

22

 

 

 

ITEM 13.

Certain Relationships and Related Transactions, and Director Independence

22

 

 

 

ITEM 14.

Principal Accountant Fees and Services

22

 

 

 

ITEM 15.   

Exhibits Financial Statement Schedules

22

 

 

 

Financial Statements pages

 

 

 

  Signatures

23


For purposes of this document, unless otherwise indicated or the context otherwise requires, all references herein to “Data Storage Consulting Services” “we,” “us,” and “our,” refer to Data Storage Consulting Services, Inc., a Colorado corporation.



  

2





  Forward-Looking Statements


The following discussion contains forward-looking statements regarding us, our business, prospects and results of operations that are subject to certain risks and uncertainties posed by many factors and events that could cause our actual business, prospects and results of operations to differ materially from those that may be anticipated by such forward-looking statements. Factors that may affect such forward-looking statements include, without limitation: our ability to successfully develop new products and services for new markets; the impact of competition on our revenues, changes in law or regulatory requirements that adversely affect or preclude clients from using us for certain applications; delays our introduction of new products or services; and our failure to keep pace with our competitors.


When used in this discussion, words such as "believes", "anticipates", "expects", "intends" and similar expressions are intended to identify forward-looking statements, but are not the exclusive means of identifying forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. We undertake no obligation to revise any forward-looking statements in order to reflect events or circumstances that may subsequently arise. Readers are urged to carefully review and consider the various disclosures made by us in this report and other reports filed with the Securities and Exchange Commission that attempt to advise interested parties of the risks and factors that may affect our business.



  

3







PART I


ITEM 1.  DESCRIPTION OF BUSINESS


The primarly focus of Data Storage Consulting Services, Inc. since September 2009, has been to locate and acquire a development stage company with technology assets.  From inception on December 12, 2006, to September 2009, Data Storage Consulting Services, Inc. sold data storage protection and consulting services to small and medium-sized businesses.  We have a limited history of operations.  Our auditors have expressed doubts about our ability to continue as a going concern.  We were incorporated in the State of Colorado on December 12, 2006.  Prior to September 2009, our operations were limited to the State of Colorado; however, following the relocation of our corporate headquarters in September 2009, our plan of operation has been to actively pursue companies with assets and developing businesses with which to merge or acquire.  We intend to acquire such assets and emerging businesses that our management believes are well positioned for future growth.  


On March 7, 2008, we closed our registered public offering. We sold a total of 404,000 common shares at a price of $.25 per share, for a total of $101,000.


In September 2009, our headquarters moved to 360 Main St., Washington, VA 22747.  Our phone number at our headquarters is (540) 675-3149.  Our fiscal year end is December 31.


Selection of a Business Combination


Management has adopted a conservative policy of seeking opportunities that it considers to be of exceptional quality.  Therefore, we may have to wait some time before consummating a suitable transaction.  Management recognizes that the higher the standards it imposes upon us, the greater may be its competitive disadvantage when vying with other acquiring interests or entities.

  

Although our focus may be on opportunities related to the technologies in the security, medical, transportation, and entertainment sectors, we do not intend to restrict considerations to internet related applications, rather we intend to consider business opportunities in any business or industry segment.  Due to our lack of financial resources, the scope and number of suitable business ventures is limited. We are therefore most likely to participate in a single business venture.  Accordingly, the Company will not initially be able to diversify and will be limited to one merger or acquisition.  The lack of diversification will prevent us from offsetting losses from one business opportunity against profits from another.

The decision to participate in a specific business opportunity will be made upon management’s analysis of the quality of the opportunity’s management and personnel, the anticipated acceptability of products or marketing concepts, the merit of technological changes and numerous other factors which are difficult, if not impossible, to analyze through the application of any objective criteria.  Further, it is anticipated that the historical operations of a specific venture may not necessarily be indicative of the potential for the future because of the necessity to substantially shift a marketing approach, expand operations, change product emphasis, change or substantially augment management, or make other changes.  The Company will be partially dependent upon the management of any given business opportunity to identify such problems and to implement, or be primarily responsible for the implementation of required changes.  


Since we may participate in a business opportunity with a newly organized business or with a business which is entering a new phase of growth, it should be emphasized that the Company may incur risk due to the failure of the target’s management to have proven its abilities or effectiveness, or the failure to establish a market for the target’s products or services, or the failure to realize profits.

The Company will not acquire or merge with any company for which audited financial statements cannot be obtained.  Management anticipates that any opportunity in which we participate will present certain risks.  Many of these risks cannot be adequately identified prior to selection of a specific opportunity.  Our shareholders must therefore depend on the ability of management to identify and evaluate such risks.  Further, in the case of some of the opportunities available to us, it may be anticipated that some of such opportunities are yet to develop as going concerns or that some of such opportunities are in the development stage in that same have not generated significant revenues from principal business activities prior to our participation.




  

4





Acquisition of Business


Implementation of a structure for any particular business acquisition may involve a merger, consolidation, reorganization, joint venture, franchise or licensing agreement with another corporation or entity. The Company may also purchase stock or assets of an existing business. On the completion of a transaction, it is possible that present management and shareholders of the Company would not remain in control of the Company. Further, our sole officer and director may, as part of the terms of any transaction, resign, to be replaced by new officers and directors.


We anticipate that any securities issued in any such reorganization would be issued in reliance on exemptions from registration under applicable federal and state securities laws. However, in certain circumstances, as a negotiated element of any transaction, the Company may agree to register securities either at the time a transaction is consummated, under certain conditions, or at a specified time thereafter.  The issuance of substantial additional securities and their potential sale into any trading market may have a depressive effect on such market.  

 

While the actual terms of a transaction to which the Company may be a party cannot be predicted, it may be expected that the parties to a business transaction will find it desirable to avoid the creation of a taxable event and thereby structure the acquisition in a so called “tax-free” reorganization under Section 368(a)(1) of the Internal Revenue Code of 1986, as amended (the “Code”). In order to obtain tax-free treatment under the Code, it may be necessary for the owners of the acquired business to own 80% or more of the voting stock of the surviving entity. In such event, our shareholders would retain less than 20% of the issued and outstanding shares of the surviving entity, which could result in significant dilution in the equity of such shareholders.


Our due diligence process will require that management meet personally with the personnel involved in any given transaction, visit and inspect material facilities, obtain independent analysis or verification of the information provided, check references for management and key persons, and take other reasonable investigative measures, to the extent of our limited financial resources and management expertise.   


The manner in which we participate in an opportunity will depend on the nature of the opportunity and the respective needs and desires of the Company and other parties. Negotiations that involve mergers or acquisitions will focus on the percentage of the Company that the target company shareholders would acquire in exchange for their shareholdings in the target company. Depending upon, among other things, the target company’s assets and liabilities, our shareholders will in all likelihood hold a lesser percentage ownership interest in the Company following any merger or acquisition. The percentage ownership may be subject to significant reduction in the event the Company acquires a target company with substantial assets. Any merger or acquisition effected by the Company can be expected to have a significant dilutive effect on the percentage of shares held by our current shareholders.

 

Operation of Business after Acquisition


The Company’s operation following its merger or acquisition of a business will be dependent on the nature of the business and the interest acquired. We are unable to determine at this time whether the Company will be in control of the business or whether present management will be in control of the Company following the acquisition. We may expect that any future business will present various challenges that cannot be predicted at the present time.
 

Competition


We will be involved in intense competition with other business entities to obtain a suitable business opportunity, many of which competitors will have a considerable edge over us by virtue of their stronger financial resources and prior experience in business.


Marketability

 

As we are currently are not involved in selling products or services, there can be no assurance that we will be successful in marketing any such products or services or whether a market will develop.


Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements and Labor Contracts


We currently have no patents, trademarks, licenses, franchises, concessions, royalty agreements or labor contracts.




  

5





Organization


We are comprised of one corporation with no subsidiaries.   

 

Raw Materials


The use of raw materials is not a material factor in our operations at the present time.

  

Backlog


At December 31, 2009, we had no backlogs.


Employees


At this time we have no full time employees.  Joseph Meuse, our sole officer and Director, donates approximately 10% of his time to Company activities.


While Mr. Meuse has extensive experience in business start ups and consulting, as we expand, we may hire additional employees.  However, at this time, we have no present plans to do so.  We may hire part-time help as needed from time-to-time for specific projects.  We do not pay salaries to our officers; however, we reimburse them for any out-of-pocket expenses they incur on our behalf.  In addition, in the future, we may approve the payment of salaries for our management, but currently, no such plans have been approved.  We do not currently pay for vacation, holidays or provide major medical coverage.  None of our officers or Directors is a party to any employment agreement; however, we may adopt such plans in the future.


Proprietary Information


We own no proprietary information.


Government Regulation


We are not subject to any material government or industry regulation regarding our planned activities.

  

Research and Development


We have never spent any amount in research and development activities.


Environmental Compliance


We believe that we are not subject to any material costs for compliance with any environmental laws.


How to Obtain Our SEC Filings


We file annual, quarterly, and special reports, proxy statements, and other information with the Securities Exchange Commission (SEC).  Reports, proxy statements and other information filed with the SEC can be inspected and copied at the public reference facilities of the SEC at 100 F Street N.E., Washington, DC 20549. Such material may also be accessed electronically by means of the SEC's website at www.sec.gov


Our investor relations department can be contacted at our principal executive office located at 360 Main St., Washington, VA  22747.  Our telephone number is (540) 675-3149.



ITEM 1A. RISK FACTORS.


A smaller reporting company is not required to provide the information required by this Item.





  

6





ITEM 2. DESCRIPTION OF PROPERTY.


The Company does not own any office equipment.  Our office space, located at 360 Main St., Washington, VA, is provided by our sole officer and Director at no cost.  We currently carry no inventory and have no other property.  There are no immediate plans to acquire any inventory or property.


ITEM 3.   LEGAL PROCEEDINGS


The Company is not a party to any pending legal proceeding.  We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.



ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.


We held no shareholders meeting in the fourth quarter of our fiscal year.



PART II


ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

  

Holders


As of March 5, 2010, there were fifty-nine (59) record holders of our common stock and there were 8,929,000 shares of our common stock outstanding.

.

Market Information

   

 

Our shares of common stock are quoted on the Over-the-Counter Bulletin Board under the trading symbol DTAS.OB.  The shares became trading in October, 2008, but there is no extensive history of trading.  The quotations reflect interdealer prices, without retail mark-up, mark-down or commission, and may not represent actual transactions.

    

The Securities Enforcement and Penny Stock Reform Act of 1990


The Securities and Exchange Commission has also adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a price of less than $5.00 (other than securities registered on certain national securities exchanges or quoted on the Nasdaq system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system).


A purchaser is purchasing penny stock which limits the ability to sell the stock. All of our shares constitute penny stock under the Securities and Exchange Act. The shares will remain penny stocks for the foreseeable future. The classification of penny stock makes it more difficult for a broker-dealer to sell the stock into a secondary market, which makes it more difficult for a purchaser to liquidate his/her investment. Any broker-dealer engaged by the purchaser for the purpose of selling his or her shares in us will be subject to Rules 15g-1 through 15g-10 of the Securities and Exchange Act. Rather than creating a need to comply with those rules, some broker-dealers will refuse to attempt to sell penny stock.


The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from those rules, to deliver a standardized risk disclosure document prepared by the Commission, which:


·

Contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading;

·

Contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation to such duties or other requirements of the Securities Act



  

7





of 1934, as amended;  

·

Contains a brief, clear, narrative description of a dealer market, including "bid" and "ask" prices for penny stocks and the significance of the spread between the bid and ask price;

·

Contains a toll-free telephone number for inquiries on disciplinary actions;

·

Defines significant terms in the disclosure document or in the conduct of trading penny stocks; and

·

Contains such other information and is in such form (including language, type, size and format) as the Securities and Exchange Commission shall require by rule or regulation;  


 The broker-dealer also must provide, prior to effecting any transaction in a penny stock, to the customer:

  

·

The bid and offer quotations for the penny stock;  

·

The compensation of the broker-dealer and its salesperson in the transaction;  

·

The number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and

·

Monthly account statements showing the market value of each penny stock held in the customer's account.

  

In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitability statement. These disclosure requirements will have the effect of reducing the trading activity in the secondary market for our stock because it will be subject to these penny stock rules. Therefore, stockholders may have difficulty selling their securities.


Equity Compensation Plan Information



We have no outstanding stock options or other equity compensation plans.


Stock Transfer Agent


The stock transfer agent for our securities is Pacific Stock Transfer of Las Vegas, Nevada.  Their address is 4045 South Spencer Street, Suite 403, Las Vegas, Nevada 89119.  Their phone number is (702) 361-3033.


Dividend Policy


 We have not previously declared or paid any dividends on our common stock and do not anticipate declaring any dividends in the foreseeable future. The payment of dividends on our common stock is within the discretion of our board of directors. We intend to retain any earnings for use in our operations and the expansion of our business. Payment of dividends in the future will depend on our future earnings, future capital needs and our operating and financial condition, among other factors that our board of directors may deem relevant. We are not under any contractual restriction as to our present or future ability to pay dividends.


ITEM 6. SELECTED FINANCIAL DATA


A smaller reporting company is not required to provide the information in this Item.



ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


This Management’s Discussion and Analysis or Plan of Operation contains forward-looking statements that involve future events, our future performance and our expected future operations and actions. In some cases, you can identify forward-looking statements by the use of words such as “may”, “will”, “should”, “anticipate”, “believe”, “expect”, “plan”, “future”, “intend”, “could”, “estimate”, “predict”, “hope”, “potential”, “continue”, or the negative of these terms or other similar expressions. These forward-looking statements are only our predictions and involve numerous assumptions, risks and uncertainties. Our actual results or actions may differ materially from these forward-looking



  

8





statements for many reasons, including, but not limited to, the matters discussed in this report under the caption “Risk Factors”. We urge you not to place undue reliance on these forward-looking statements, which speak only as of the date of this document. We undertake no obligation to publicly update any forward looking-statements, whether as a result of new information, future events or otherwise.


The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes included in this report.

  

Results of Operations


From our inception on December 12, 2006, through December 31, 2009, we generated no revenue.  As a result we have no operating history upon which to evaluate our business.  In addition, we have a history of losses.  We had a net loss of $21,221.68 for this period.


Our accountants have expressed doubt about our ability to continue as a going concern as a result of our continued net losses.  Our ability to achieve and maintain profitability and positive cash flow is dependent upon our ability to locate and acquire an operating business generating revenues.


Operating expenses, which includes depreciation and general and administrative expenses for the fiscal year ended December 31, 2009 were $21,221.68.  Operating expenses for the fiscal year ended December 31, 2008 were $66,376.  Our operating expenses from inception (December 12, 2006) through the fiscal year ended December 31, 2009, were $96,147.68.  The major component of operating expenses to date are professional fees.


We plan to make every effort to keep operating expenses constant as we seek potential business opportunities.  We do not plan to carry any inventory; therefore, each additional sale or service, and correspondingly, the gross profit of such sale or service, should have minimal offsetting operating expenses.  Thus, additional sales could become profit at a higher return on sales rate as a result of not needing to expand operating expenses at the same pace.


We had a net loss of $21,221.68 for the fiscal year ended December 31, 2009.  For the fiscal year ended December 31, 2008, we had a net loss of $66,354.  From inception (December 12, 2006) through December 31, 2009, we had a net loss of $96,125.68.


Based upon our current plans, we plan to adjust our operating expenses so that cash generated from operations and from working capital will be sufficient for the foreseeable future to fund our operations at our currently forecasted levels. To try to operate at a break-even level based upon our current level of anticipated business activity, we believe that we must generate approximately $36,000 in revenue per year. However, if our forecasts are inaccurate, we will need to raise additional funds. On the other hand, we may choose to scale back our operations to operate at break-even with a smaller level of business activity, while adjusting our overhead to meet the revenue from current operations. In addition, we expect that we will need to raise additional funds if we decide to pursue more rapid expansion, the development of new or enhanced services and products, appropriate responses to competitive pressures, or the acquisition of complementary businesses or technologies, or if we must respond to unanticipated events that require us to make additional investments. We cannot assure that additional financing will be available when needed on favorable terms, or at all.



We expect to incur operating losses in future periods because we will be incurring expenses and not generating sufficient revenues. We expect approximately $36,000 in operating costs over the next twelve months. We cannot guarantee that we will be successful in generating sufficient revenues or other funds in the future to cover these operating costs. Failure to generate sufficient revenues or additional financing when needed could cause us to go out of business.

  

Liquidity and Capital Resources



As of December 31, 2009, we had cash or cash equivalents of $0.



Net cash used for operating activities was $8,789.18 for the fiscal year ended December 31, 2009, compared to  net



  

9





cash used for operating activities of $67,049 for the fiscal year ended December 31, 2008.   



Cash flows used by investing activities was $0 for the fiscal year ended December 31, 2009, and $34,070 for the fiscal year ended December 31, 2008.  


Cash flows provided by financing activities accounted for $8,773.18 for the fiscal year ended December 31, 2009,and for $101,000 for the fiscal year ended December 31, 2008.   While the cash flows for fiscal year ended December 31, 2009 were for paid in capital, cash flows for the previous fiscal year ended December 31, 2008, were related to sales of stock pursuant to our registered public offereing which closed in March 2008.  Pursuant to that offereing, we sold a total of 404,000 common shares at a price of $.25 per share, for a total of $101,000.


Over the next twelve months our capital costs will be approximately $10,000 to $12,000 primarily to develop a new business plan or seek a potential operating company to acquire.

  

Until the Company’s operations become cash flow positive, our sole officer and Director will fund the operations to continue the business.  At this time, we have no other resources for cash without his assistance.


Our principle source of liquidity will be financing activities.  We expect variation in these financing activities to account for the difference between a profit and a loss.  In any case, we try to operate with minimal overhead.  Our primary activity will be to seek to acquire an operating business generating revenues.  If we succeed in finding such an opportunity, we expect ot become profitable.  We cannot guarantee that this will ever occur.  Our plan is to build our company in any manner which will be successful.



Off-Balance Sheet Arrangements



We have no off-balance sheet arrangements with any party.




  

10





 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.


 

 

 


 

DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)


FINANCIAL STATEMENTS

(Audited)


Fiscal Year Ended December 31, 2009


 

 

  

 

 

 



DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

Financial Statements



TABLE OF CONTENTS


 

Page

REPORT OF INDEPENDENT REGISTERED

 

PUBLIC ACCOUNTING FIRM  

1

 

 

FINANCIAL STATEMENTS

 

 

 

Balance sheets

2

Statements of operations

3

Statements of stockholders' equity

4

Statements of cash flows

5

Notes to financial statements

7

 

 





  

11





Ronald R. Chadwick, P.C.

Certified Public Accountant

2851 South Parker Road

Suite 720

Aurora, Colorado  80014

Phone (303)306-1967

Fax (303)306-1944



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Board of Directors

Data Storage Consulting Services, Inc.

Englewood, Colorado  


I have audited the accompanying balance sheets of Data Storage Consulting Services, Inc. as of December 31, 2008 and 2009, and the related statements of operations, stockholders' equity and cash flows for the years then ended and for the period from December 12, 2006 (inception of the development stage) through December 31, 2009. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audit.


I conducted my audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  I believe that my audit provides a reasonable basis for my opinion.


In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Data Storage Consulting Services, Inc. as of December 31, 2008 and 2009, and the results of its operations and its cash flows for the years then ended and for the period from December 12, 2006 (inception of the development stage) through December 31, 2009 in conformity with accounting principles generally accepted in the United States of America.


The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.




Aurora, Colorado

Ronald R. Chadwick, P.C.

March 13, 2010

RONALD R. CHADWICK, P.C.





  

12






DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

BALANCE SHEETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dec. 31, 2008

 

Dec. 31, 2009

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

 

 

      Cash

 

 

 

 

 

 

$

16

 

          Total current assets

 

 

 

 

 

16

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred offering costs

 

 

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Assets

 

 

 

 

 

$

16

$

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

  & STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

      Accounts payable

 

 

 

 

$

-

$

1,500 

 

      Related party payables

 

 

 

 

 

1,605 

 

 

          Total current liabilities

 

 

 

 

 

1,605 

 

1,500 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Liabilities

 

 

 

 

 

 

1,605 

 

1,500 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders' Equity

 

 

 

 

 

 

 

 

 

      Preferred stock, $.10 par value;

 

 

 

 

 

 

 

 

          1,000,000 shares authorized;  

 

 

 

 

 

 

 

 

          none issued and outstanding

 

 

 

 

 

 

      Common stock, $.001 par value;

 

 

 

 

 

 

 

 

          50,000,000 shares authorized;

 

 

 

 

 

 

 

 

          8,929,000 shares issued and outstanding;

 

 

 

8,929 

 

8,929 

 

      Additional paid in capital

 

 

 

 

 

64,386 

 

76,924 

 

      Deficit accumulated during the development stage

 

(74,904)

 

(87,353)

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Stockholders' Equity

 

 

 

 

(1,589)

 

(1,500)

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Liabilities and Stockholders' Equity

 

 

$

16

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of the financial statements.




  

13








DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

STATEMENTS OF OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dec. 12, 2006

 

 

 

 

 

 

 

 

 

 

(Inception of

 

 

 

 

 

 

 

 

 

 

Dev. Stage)

 

 

 

 

 

 

Year Ended

 

Year Ended

 

Through

 

 

 

 

 

 

Dec. 31, 2008

 

Dec. 31, 2009

 

Dec. 31, 2009

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

     General and administrative

 

 

66,376 

 

12,449 

 

87,375 

 

 

 

 

 

 

66,376 

 

12,449 

 

87,375 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from operations

 

 

(66,376)

 

(12,449)

 

(87,375)

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

   Interest income

 

 

 

22 

 

 

22 

 

 

 

 

 

 

22 

 

 

22 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before provision

 

 

 

 

 

 

 

 

   for income taxes

 

 

 

(66,354)

 

(12,449)

 

(87,353)

 

 

 

 

 

 

 

 

 

 

 

 

Provision for income tax

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

 

(66,354)

(12,449)

(87,353)

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share

 

 

 

 

 

 

 

 

(Basic and fully diluted)

 

(0.01)

(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of

 

 

 

 

 

 

 

 

common shares outstanding

 

 

8,844,833 

 

8,929,000 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of the financial statements.



  

14







DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

STATEMENTS OF STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deficit

 

 

 

 

 

Common Stock

 

 

 

Accumulated

 

  Stock-

 

 

 

 

 

Amount

 

Paid In

 

During The

 

  holders'

 

 

 

Shares

 

($.001 Par)

 

Capital

 

Dev. Stage

 

  Equity      

 

 

 

 

 

 

 

 

 

 

 

 

Balances at December 31, 2007

8,525,000 

$

8,525 

$

8,325 

$

(8,550)

$

8,300 

 

 

 

 

 

 

 

 

 

 

 

 

Sales of common stock (public  

 

 

 

 

 

 

 

 

 

   offering - net of deferred offering

 

 

 

 

 

 

 

 

 

   costs of $44,535)

 

404,000 

 

404 

 

56,061 

 

 

 

56,465 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) for the year

 

 

 

 

 

 

(66,354)

 

(66,354)

 

 

 

 

 

 

 

 

 

 

 

 

Balances at December 31, 2008

8,929,000 

$

8,929 

$

64,386 

$

(74,904)

$

(1,589)

 

 

 

 

 

 

 

 

 

 

 

 

Debt relief - related party

 

 

 

 

12,538 

 

 

 

12,538 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) for the year

 

 

 

 

 

 

(12,449)

 

(12,449)

 

 

 

 

 

 

 

 

 

 

 

 

Balances at December 31, 2009

8,929,000 

$

8,929 

$

76,924 

$

(87,353)

$

(1,500)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of the financial statements.






  

15







DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dec. 12, 2006

 

 

 

 

 

 

 

 

 

 

 

(Inception of

 

 

 

 

 

 

 

 

 

 

 

Dev. Stage)

 

 

 

 

 

 

 

Year Ended

 

Year Ended

 

Through

 

 

 

 

 

 

 

Dec. 31, 2008

 

Dec. 31, 2009

 

Dec. 31, 2009

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash Flows From Operating Activities:

 

 

 

 

 

 

 

     Net income (loss)

 

 

$

(66,354)

(12,449)

(87,353)

 

          

 

 

 

 

 

 

 

 

 

 

 

     Adjustments to reconcile net loss to

 

 

 

 

 

 

 

     net cash provided by (used for)

 

 

 

 

 

 

 

 

     operating activities:

 

 

 

 

 

 

 

 

 

          Accrued payables

 

 

 

(695)

 

12,433 

 

14,038 

 

          Compensatory stock issuances

 

 

 

 

 

8,450 

 

               Net cash provided by (used for)

 

 

 

 

 

 

               operating activities

 

 

(67,049)

 

(16)

 

(64,865)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash Flows From Investing Activities:

 

 

 

 

 

 

 

     Deferred offering costs

 

 

(34,070)

 

 

(44,535)

 

               Net cash provided by (used for)

 

 

 

 

 

 

               investing activities

 

 

(34,070)

 

 

(44,535)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of the financial statements.




  

16






DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Continued From Previous Page)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dec. 12, 2006

 

 

 

 

 

 

 

 

 

 

 

 

(Inception of

 

 

 

 

 

 

 

 

 

 

 

 

Dev. Stage)

 

 

 

 

 

 

 

 

Year Ended

 

Year Ended

 

Through

 

 

 

 

 

 

 

 

Dec. 31, 2008

 

Dec. 31, 2009

 

Dec. 31, 2009

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash Flows From Financing Activities:

 

 

 

 

 

 

 

 

     Sales of common stock

 

 

101,000 

 

 

 

108,500 

 

 

     Paid in capital

 

 

 

 

 

 

 

900 

 

 

               Net cash provided by (used for)

 

 

 

 

 

 

 

 

               financing activities

 

 

101,000 

 

 

109,400 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Increase (Decrease) In Cash

 

(119)

 

(16)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash At The Beginning Of The Period

 

135 

 

16 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash At The End Of The Period

 

$

16 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Schedule Of Non-Cash Investing And Financing Activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In 2009 a former officer contributed $12,538 owed to him to the capital of the Company.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental Disclosure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for interest

 

 

 

 

Cash paid for income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of the financial statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

6



  

17






DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS


NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:


Data Storage Consulting Services, Inc. (the “Company”), was incorporated in the State of Colorado on December 12, 2006. The Company was formed to provide data management, consulting and storage services to clients.


Development stage company


The Company is currently in the development stage and has no significant operations to date.


Fiscal year


The Company employs a fiscal year ending December 31.


Use of estimates


The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect 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.


Cash and cash equivalents


The Company considers all highly liquid investments with an original maturity of six months or less as cash equivalents.


Net income (loss) per share


The net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares of common outstanding. Warrants, stock options, and common stock issuable upon the conversion of the Company's preferred stock (if any), are not included in the computation if the effect would be anti-dilutive and would increase the earnings or decrease loss per share.


Revenue recognition


Revenue is recognized on an accrual basis as earned under contract terms.


Financial instruments


The carrying value of the Company’s financial instruments, as reported in the accompanying balance sheet, approximates fair value.


NOTE 2. INCOME TAXES


Deferred income taxes arise from the temporary differences between financial statement and income tax recognition of net operating losses. These loss carryovers are limited under the Internal Revenue Code



  

18





should a significant change in ownership occur. The Company accounts for income taxes pursuant to ASC 740.


At December 31, 2008 and 2009 the Company had approximately $75,000 and $87,000 in unused federal net operating loss carryforwards, which begin to expire principally in the year 2026. A deferred tax asset of approximately $15,000 and $17,000 resulting from the loss carryforward has been offset by a 100% valuation allowance. The change in the valuation allowance in 2008 and 2009 was approximately $13,300 and $2,000.


NOTE 3. GOING CONCERN


The Company has suffered losses from operations that raise substantial doubt about the Company’s ability to continue as a going concern. The Company may raise additional capital through the sale of its equity securities, through offerings of debt securities, or through borrowings from financial institutions. Management believes that actions presently being taken to obtain additional funding provide the opportunity for the Company to continue as a going concern.


ITEM 9. DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.


We did not have any disagreements on accounting and financial disclosures with our present accounting firm during the reporting period.


ITEM 9A(T). CONTROLS AND PROCEDURES.


Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures


Under the supervision and with the participation of our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the Exchange Act).   Accordingly, we concluded that our disclosure controls and procedures as defined in Rule 13a-15(e) under the Exchange Act were effective as of December 31, 2009 to ensure that information required to be disclosed in reports we file or submit under the Exchange Act is recorded, processed, and summarized and reported within the time periods specified in SEC rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions as appropriate to allow timely decisions regarding required disclosure.


Management’s Annual Report on Internal Control Over Financial Reporting.


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


i.  pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;


ii.  provide reasonable assurance that transactions are recorded as necessary to permit the preparation of our  consolidated financial statements in  accordance with U.S. generally accepted accounting principles, and  that our receipts and expenditures are being made only in accordance with  authorizations of our management and directors; and


iii.  provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or



  

19





disposition of our assets that could have a material effect on the consolidated financial statements.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2009. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework.


Management has concluded that our internal control over financial reporting was effective as December 31, 2009.


Inherent Limitations Over Internal Controls


Internal control over financial reporting cannot provide absolute assurance of achieving financial reporting objectives because of its inherent limitations, including the possibility of human error and circumvention by collusion or overriding of controls. Accordingly, even an effective internal control system may not prevent or detect material misstatements on a timely basis. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.


Changes in Internal Control Over Financial Reporting.


We have made no change in our internal control over financial reporting during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.


Attestation Report of the Registered Public Accounting Firm.


This annual report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by our independent registered public accounting firm pursuant to temporary rules of the SEC that permit us to provide only management's report in this annual report on Form 10-K affected, or is reasonably likely to materially affect, our internal control over financial reporting.



ITEM 9B. OTHER INFORMATION.


Nothing to report.



PART III


ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE.


Each of our directors is elected by the stockholders to a term of one year and serves until his successor is elected and qualified. Each of our officers is elected by the board of directors to a term of one year and serves until his or her successor is duly elected and qualified, or until he or she is removed from office. The board of directors has no committees.

  

The name, address, age and position of our officers and directors is set forth below:


Name and Address

Age

                   Position(s)

 

Joseph Meuse

39

 

 

President, Chief Executive

Officer and Director


The persons named above are expected to hold said offices/positions until the next annual meeting of our stockholders. These officers and directors are our only officers, directors, promoters and control persons.

 

Background Information about Our Officers and Directors


Joseph Meuse, age 39, resides in Warrenton, VA.  Mr. Meuse has been involved with corporate restructuring since 1995.  He is the Managing Member of Belmont Partners, LLC and was previously a Managing Partner of Castle



  

20





Capital Partners. Mr. Meuse maintains a position as a Board Member of numerous public entities including iDcentrix, Inc., Luke Entertainment, Inc., Action Industries, Inc., and Global Technologies Ltd.  Mr. Meuse attended the College of William and Mary.


Family Relationships

 

There are no family relationship among our directors and executive officers. No director or executive officer has been a director or executive officer of any business which has filed a bankruptcy petition or had a bankruptcy petition filed against it. No director or executive officer has been convicted of a criminal offense within the past five years or is the subject of a pending criminal proceeding. No director or executive officer has been the subject of any order, judgment or decree of any court permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities. No director or officer has been found by a court to have violated a federal or state securities or commodities law.



Committees of the Board of Directors


There are no committees of the Board of Directors.


Section 16(a) Beneficial Ownership Reporting Compliance


Section 16(a) of the Securities Exchange Act of 1934 (the “34 Act”) requires our officers and directors and persons owning more than ten percent of the Common Stock, to file initial reports of ownership and changes in ownership with the Securities and Exchange Commission (“SEC”). Additionally, Item 405 of Regulation S-K under the 34 Act requires us to identify in its Form 10-K and proxy statement those individuals for whom one of the above referenced reports was not filed on a timely basis during the most recent year or prior years. We have nothing to report in this regard.

 

Code of Ethics


Our Board of directors has not adopted a code of ethics but plans to do so in the future.


Options/SAR Grants and Fiscal Year End Option Exercises and Values


We have not had a stock option plan or other similar incentive compensation plan for officers, directors and employees, and no stock options, restricted stock or SAR grants were granted or were outstanding at any time.



ITEM 11. EXECUTIVE COMPENSATION.


Our officers and directors do not receive any compensation for their services rendered to us, nor have they received such compensation in the past.  As of the date of this registration statement, we have no funds available to pay the officers and directors.  Further, the officers and directors are not accruing any compensation pursuant to any agreement with us. We have no plans to pay any compensation to our officers or directors in the future.

 

 None of our officers and directors will receive any finder’s fee, either directly or indirectly, as a result of their respective efforts to implement our business plan outlined herein.

 

No retirement, pension, profit sharing, stock option or insurance programs or other similar programs have been adopted by us for the benefit of its employees.





  

21





ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.


The following table sets forth, as of December 31, 2009, the total number of shares owned beneficially by each of our directors, officers and key employees, individually and as a group, and the present owners of 5% or more of our total outstanding shares. A total of 8,929,000 shares are issued and outstanding.



Name and Address

     Beneficial

    Owner(1)

 

No. of

Shares

  

 

Percentage of

Ownership

  

  

  

  

Ross Bernstein

13990 Braun Road,

Golden, CO 80401

1,946,210

  

21.8%

  

  

  

  

Belmont Partners, LLC

Joseph Meuse, sole Managing Member

360 Main Street

Washington, VA 22747

4,553,790

  

51.0%

  

  

  

  

Deborah Alderman

1850 Bassett Street #1225

Denver, CO  80202

600,000

  

6.7%

  

  

  

  

All Officers and Directors as a Group (one person)

4,553,790

  

51.0%


(1) 

All shares of owned beneficially or of record.

 

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.


We rent office space from our sole Director and officer, Joseph Meuse, under a verbal month to month lease for which we pay no rent per month.


 

ITEM 14: PRINCIPAL ACCOUNTANT FEES AND SERVICES


  Our independent auditor, Ronald R. Chadwick, P.C., Certified Public Accountants, billed an aggregate of $______ for the year ended December 31, 2009 and for professional services rendered for the audit of the Company's annual financial statements and review of the financial statements included in its quarterly reports. The firm billed an aggregate of $7,500 for the period ended December 31, 2008 and for professional services rendered for the audit of the Company's annual financial statements and review of the financial statements included in its quarterly reports.


We do not have an audit committee and as a result our board of directors performs the duties of an audit committee. Our board of directors evaluates the scope and cost of the engagement of an auditor before the auditor renders audit and non-audit services.


ITEM 15. EXHIBITS FINANCIAL STATEMENT SCHEDULES.


The following financial information is filed as part of this report:

 

(a)           (1) FINANCIAL STATEMENTS

 

(2) SCHEDULES

 

(3) EXHIBITS. The following exhibits required by Item 601 to be filed herewith are incorporated by reference to previously filed documents:




  

22






Exhibit

  

  

Number

  

       Description

 

 

 

3.1*

  

Articles of Incorporation

3.2*

  

Bylaws

31.1

  

Certification of CEO pursuant to Sec. 302

31.2

 

Certification of CFO pursuant to Sec. 302

 32.1

 

Certification of CEO pursuant to Sec. 906 

32.2

  

Certification of CFO pursuant to Sec. 906

 

* Previously filed under cover of Form SB-2 on July 26, 2007.


(b)     Reports on Form 8-K. We filed no reports under cover of Form 8-K for the fourth quarter of 2008.



 


SIGNATURES




Pursuant to the requirements of Section 13 of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 



 



 

Data Storage Consulting, Inc.

 

(Registrant)

 

 

By:/s/Joseph Meuse

Date: March 24, 2010

Joseph Meuse, President/Chief Executive

  

Officer

  

  

  

By:/s/  Joseph Meuse

Date: March 24, 2010

  

  

Joseph Meuse,

  

Principal Accounting Officer and Financial Officer

  




  

23