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EX-31.1 - Stalar 2, Inc.v211731_ex31-1.htm
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EX-23.1 - Stalar 2, Inc.v211731_ex23-1.htm

SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
Form 10-K/A
 
Amendment No. 1
 
þ Annual Report under Section 13 or 15(d) of the Securities Exchange Act of 1934
 
For the fiscal year ended September 30, 2010
 
Or
 
¨ Transitional Report under Section 13 or 15(d) of the Securities Exchange Act of 1934

000-52972
Commission file number

Stalar 2, Inc.
(Name of Small Business Issuer in its charter)

Delaware
 
26-1402651
(State or other jurisdiction of
 
(I.R.S. Employer
incorporation or organization)
 
Identification No.)

317 Madison Avenue, Suite 1520
   
New York, New York
 
10017
(Address of principal executive offices)
 
(Zip Code)
 
Issuer's telephone number: (212) 953-1544
 
Securities registered under Section 12(b) of the Act: None
 
Securities registered under Section 12(g) of the Act:
 
Common Stock, $0.0001 Par Value
(Title of Class)
 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in rule 405 of the Securities Act. YES ¨ NO þ
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. ¨
 
Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934during 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 þ NO ¨
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, 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 þ
 
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this form 10-K or any amendment to this Form 10-K.      þ
 
Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
x Smaller Reporting Company
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes þNo ¨
 
Stalar 2, Inc. had no revenues during its third fiscal year ending September 30, 2010.
 
The aggregate market value of the Common Stock held by non-affiliates of Stalar 2, Inc. was $1,680.00 on September 30, 2010.
 
As of December 27, 2010, 2,042,000 shares of the Common Stock of Stalar 2, Inc. were issued and outstanding and no shares of the Preferred Stock of Stalar 2, Inc. were issued or outstanding.

 
 

 


   
Page
Item 8.
Financial Statements and Supplementary Data
3
Item 9A(T).
Controls and Procedures
3
     
PART IV
     
Item 15.
Exhibits, Financial Statement Schedules
4
 
EXPLANATORY NOTE
 
Stalar 2, Inc. (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (this “Amendment”) with the Securities and Exchange Commission (the “SEC”) to amend its Annual Report on Form 10-K for the fiscal year ended September 30, 2010 as filed with the SEC on December 28, 2010 (the “Original Report”). This Amendment amends and restates Item 9A. Controls and Procedures. This Amendment is being filed to enhance the Company’s disclosures under the above-referenced items in response to comments from the staff of the SEC given in connection with its review of the Company’s recent filings under the Securities Exchange Act of 1934.
 
Except as described above, the Original Report has not been amended, updated or otherwise modified. The Original Report, as amended by this Amendment, continues to speak as of the date of the Original Report and does not reflect events occurring after the filing of the Original Report or update or otherwise modify any related or other disclosures, including forward-looking statements. Accordingly, this Amendment should be read in conjunction with the Company’s other filings made with the SEC subsequent to the filing of the Original Report.


 
2

 

ITEM 8. FINANCIAL STATEMENTS.

See the financial statements annexed to this annual report.

ITEM 9A(T). CONTROLS AND PROCEDURES.
 
Evaluation of Disclosure Controls and Procedures

Our Principal Executive Officer conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”). Disclosure controls and procedures are those controls and procedures designed to provide reasonable assurance that the information required to be disclosed in our Exchange Act filings is (1) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and (2) accumulated and communicated to management as appropriate, to allow timely decisions regarding required disclosure.

Our original Form 10-K did not include management’s report on internal controls over financial reporting which is a required item pursuant to Regulation S-K. Because of this omission, our Principal Executive Officer has reevaluated the effectiveness of the design and operation of our disclosure controls and procedures and concluded that, as of September 30, 2010, our disclosure controls and procedures were not effective in providing a reasonable level of assurance that the information required to be disclosed in our Exchange Act filings is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms. The following material weakness in our disclosure controls and procedures as of September 30, 2010 was identified:

 
·
As a shell company with no operations or investments, we do not have any full-time employees. Our single officer devoted time to our affairs on an “as needed” basis. As a result, our ability to coordinate, review timely and file financial reports may not have been adequate.

A material weakness is a control deficiency, or combination of control deficiencies, that results in a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements would not be prevented or detected on a timely basis by the Company’s internal controls.

Remediation of Material Weakness

A number of actions are currently being undertaken to remediate the material weakness noted above. We will immediately appoint an additional officer and director, increasing the number of officers from one single individual who served as both the single officer and director to two officers and two directors. We also intend to establish a Disclosure Committee, chaired by our Principal Executive Officer, comprised of individuals experienced in the disclosure obligations of public companies that will be available on an as-needed basis and also meet regularly and advise the Principal Executive Officer with respect to the Company’s disclosure obligations.

Management's Report on Internal Control Over Financial Reporting.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Exchange Act. Those rules define internal control over financial reporting as a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that out 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 acquisitions, use or disposition of our assets that could have a material effect on our financial statements.

Because of its inherent limitations, internal controls over financial reporting may not prevent or detect misstatements. 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.

 
3

 

Management assessed the effectiveness of our internal control over financial reporting as of September 30, 2010 based on the criteria for effective internal control over financial reporting established in Internal Control—Integrated Framework issued by the Committee on Sponsoring Organizations of the Treadway Commission and SEC guidance on conducting such assessments.  Our assessment included consideration of the material weakness identified in the disclosure controls above and we concluded that the weakness identified above did not impact reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles when also considering our limited size and complexity. However, based on our assessment, management concluded that during the period covered by this report, such internal controls and procedures were not effective as a result of a significant deficiency. This was due to deficiencies that existed in the design or operation of our internal control or reporting that adversely affected our internal controls, in that we only have one employee to oversee bank reconciliations, posting payables and other financial accounting tasks   and that taken together may be considered a significant deficiency.

Remediation of Material Weakness

The Company will have its financial accounting reviewed on a monthly basis by an independent certified public accountant who acts as a consultant to the Company.

Our annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by our registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit us to provide only management's report in this annual report.

During the most recently completed fiscal quarter, there has been no change in our internal control over financial reporting that has materially affected or is reasonably likely to have a materially affect, our internal control over financial reporting.
 
PART IV
 
ITEM 15. EXHIBITS, FINANCIALS STATEMENTS, FINANCIAL STATEMENT SCHEDULES.
 
(a)(1) FINANCIAL STATEMENTS. The following financial statements are included in this report:

Title of Document
 
Page
Report of Independent Registered Public Accounting Firm
 
F-1
Balance Sheets
 
F-2
Statements of Operations
 
F-3
Statements of Cash Flows
 
F-4
Statement of Changes in Stockholders' Deficit
 
F-5
Notes to Financial Statements
 
F-6 to F-9
 
(a)(2) FINANCIAL STATEMENT SCHEDULES. The following financial statement schedules are included as part of this report:  None.
 
(a)(3) EXHIBITS. The following exhibits are included as part of this report:
 
Exhibit Number
 
Title of Document
3.1
 
Articles of Incorporation (1)
3.1(i)
 
Certificate of Correction to Certificate of Incorporation(1)
3.2
 
Bylaws (1)
14.1
 
Code of Ethics (2)
23.1
 
Consent of MSCM LLP
31.1
 
Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
 
Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
 
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
(1) Incorporated by reference from the Company's registration statement on Form 10-SB filed on December 12, 2007.
 
(2) Incorporated by reference from the Company's Quarterly Report on Form 10-Q filed on May 7, 2009.

 
4

 
 
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.

 
STALAR 2, INC.
     
By 
/s/Steven R. Fox
   
Steven R. Fox, President
 
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By 
/s/Steven R. Fox
 
Steven R. Fox
 
CEO, CFO, President and Secretary
Dated:  February 11, 2011

 
5

 

STALAR 2, INC.
(A Development Stage Company)

INDEX TO FINANCIAL STATEMENTS

PERIOD FROM NOVEMBER 13, 2007 (Inception) TO SEPTEMBER 30, 2010
 
 
Page
No.
FINANCIAL STATEMENTS
 
   
Report of Independent Registered Public Accounting Firm
F-1
   
Balance Sheets
F-2
   
Statements of Operations
F-3
   
Statements of Cash Flows
F-4
   
Statement of Changes in Stockholders’ Deficit
F-5
   
Notes to Financial Statements
F-6 - F-9

 
 

 
 
701 Evans Avenue
telephone:
(416) 626 -6000
8th Floor
facsimile:
(416) 626-8650
Toronto, Ontario Canada
email:
info@mscm.ca
M9C 1A3
website:
www.mscm.ca
  

  
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of
Stalar 2, Inc. (A Development Stage Company)

We have audited the accompanying balance sheets of Stalar 2, Inc. as of September 30, 2010 and 2009 and the related statements of operations, changes in stockholders’ deficit and cash flows for the years then ended and for the period from November 13, 2007 (Inception) to September 30, 2010.  These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Stalar 2, Inc. as of September 30, 2010 and 2009, and the results of its operations and its cash flows for the years then ended and for the period from November 13, 2007 (Inception) to September 30, 2010 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 A to the financial statements, the Company has never generated revenue and is unlikely to generate earnings in the immediate or foreseeable future.  These conditions raise substantial doubt as to the ability of the Company to continue as a going concern.  Managements’ plans in regards to these matters are described in Note A. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
/s/ MSCM LLP
 
Toronto, Ontario
December 15, 2010
 
F-1


STALAR 2, INC.
(A Development Stage Company)

BALANCE SHEETS

SEPTEMBER 30, 2010 AND 2009

   
2010
   
2009
 
             
ASSETS
           
Current assets
           
Cash
  $ 177     $ 13  
                 
LIABILITIES AND STOCKHOLDERS’ DEFICIT
               
Current liabilities
               
Accounts payable and accrued expenses
  $ 13,725     $ 9,374  
Loan payable – officer
    31,981       22,831  
                 
Total current liabilities
    45,706       32,205  
                 
Stockholders’ deficit
               
Preferred stock - $0.0001 par value; 25,000,000 shares authorized; none issued or outstanding
    -       -  
Common stock - $0.0001 par value; 75,000,000 shares authorized; 2,042,000 and 2,022,500 issued and outstanding
    204       202  
Additional paid-in capital
    1,676       898  
Deficit accumulated during the development stage
    (47,408 )     (33,292 )
                 
Total stockholders’ deficit
    (45,528 )     (32,192 )
                 
    $ 177     $ 13  

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

 
F-2

 

STALAR 2, INC.
(A Development Stage Company)

STATEMENTS OF OPERATIONS

               
November 13, 2007
 
   
Year Ended
   
Year Ended
   
(Inception) to
 
   
September 30, 2010
   
September 30, 2009
   
September 30, 2010
 
                   
Revenues
  $ -     $ -     $ -  
                         
General and administrative expenses
                       
Professional fees
    13,304       19,870       41,543  
Organization costs
    -       -       3,442  
Interest expense
    813       766       1,579  
Sundry
    -       363       845  
      14,116       20,999       47,408  
                         
Net loss
  $ (14,116 )   $ (20,999 )   $ (47,408 )
                         
Loss per common share:
                       
basic and diluted
  $ (0.007 )   $ (0.010 )        
                         
Weighted average number of common shares outstanding, basic and diluted
    2,036,871       2,015,904          

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

 
F-3

 

STALAR 2, INC.
(A Development Stage Company)

STATEMENT OF CASH FLOWS

               
November 13, 2007
 
   
Year Ended
   
Year Ended
   
(Inception) to
 
   
September 30, 2010
   
September 30, 2009
   
September 30, 2010
 
                   
Cash flows from operating activities:
                 
Net loss
  $ (14,116 )   $ (20,999 )   $ (47,408 )
Adjustments to reconcile net loss to net cash used in operating activities
                       
Common stock issued for services
    780       -       780  
Increases in cash flows from operating activities resulting from changes in:
                       
Accounts payable and accrued expenses
    4,351       7,505       13,725  
                         
Net cash used in operating activities
    (8,986 )     (13,494 )     (32,904 )
                         
Cash flows from financing activities:
                       
Proceeds from issuance of Common Stock
    -       900       1,100  
Loans from officer
    9,150       12,144       31,981  
                         
Net cash provided by financing activities
    9,150       13,044       33,081  
                         
Net increase in cash
    164       (450 )     177  
                         
Cash, beginning of period
    13       463       -  
                         
Cash, end of period
    177       13       177  
                         
Supplemental cash flow information:
                       
   Non-cash financing activities:
                       
Common stock issued for services
  $ 780     $ -     $ 780  

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

 
F-4

 

STALAR 2, INC.
(A Development Stage Company)

STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT

                     
Deficit
       
                     
Accumulated
       
               
Additional
   
During
       
               
Paid-in
   
Development
       
   
Shares
   
Amount
   
Capital
   
Stage
   
Total
 
                               
Shares issued at inception, November 13, 2007
    -     $ -     $ -     $ -     $ -  
                                         
Shares issued for cash, at par $0.0001
    2,000,000       200       -       -       200  
                                         
Net loss for the period
    -       -       -       (12,293 )     (12,293 )
                                         
Balance, September 30, 2008
    2,000,000       200       -       (12,293 )     (12,093 )
                                         
Shares issued for cash, at $0.04 per share
    22,500       2       898       -       900  
                                         
Net loss for the year
    -       -       -       (20,999 )     (20,999 )
                                         
Balance, September 30, 2009
    2,022,500     $ 202     $ 898     $ (33,292 )   $ (32,192 )
                                         
Shares issued for services, at $0.04 per share
    19,500       2       778       -       780  
                                         
Net loss for the year
    -       -       -       14,116       14,116  
                                         
Balance, September 30, 2010
    2,042,000     $ 204     $ 1,676     $ (47,408 )   $ (45,528 )

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

 
F-5

 

STALAR 2, INC.
(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2010

NOTE A – NATURE OF BUSINESS AND BASIS OF PRESENTATION
 
Stalar 2, Inc. ("the Company"), was incorporated in the State of Delaware on November 13, 2007.  The Company, which is in the development stage, is a “shell company”, because it has no or nominal assets, other than cash, and no or nominal operations.  The Company was formed to pursue a business combination with an operating private company, foreign or domestic, seeking to become a reporting, “public” company.  No assurances can be given that the Company will be successful in locating or negotiating with any target company.  The Company has been engaged in organizational efforts, obtaining initial financing and has commenced negotiations with various operating entities, however, has not entered into any letter of intent to date.

The accompanying financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America, which contemplate continuation of the Company as a going concern.  The Company, however, has minimal assets and working capital and lacks a sufficient source of revenues, which raises substantial doubt about the Company’s ability to continue as a going concern.  The Company’s ability to continue as a going concern and to realize its assets and to discharge its liabilities is dependent upon the Company’s management to securing a business combination.  Management intends to fund working capital requirements for the foreseeable future and believes that the current business plan if successfully implemented may provide the opportunity for the Company to continue as a going concern.  The accompanying statements do not include any adjustments that might result should the Company be unable to continue as a going concern.

NOTE B – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Estimates
 
The preparation of financial statements in conformity with generally accepted accounting principles 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.
 
Income Taxes
 
Income taxes are calculated using the asset and liability method, under which deferred tax assets and liabilities are recorded based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.  In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized.  The ultimate realization of deferred tax assets is primarily dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible.  In determining the future tax consequences of events that have been recognized in the Company’s financial statements or tax returns, judgment is required.

 
F-6

 

STALAR 2, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2010 (Continued)
 
NOTE B – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Income taxes (continued)
 
Interest and penalties related to unrecognized tax benefits will be recognized in the financial statements as a component of the income tax provision.  Significant judgment is required to evaluate uncertain tax positions.  The Company will evaluate its uncertain tax positions on a quarterly and annual basis.  The evaluations are based upon a number of factors, including changes in facts or circumstances, changes in tax law, correspondence with tax authorities during the course of audits and effective settlement of audit issues.  Changes in the recognition or measurement of uncertain tax positions could result in material increases or decreases in the Company’s income tax expense in the period in which the change is made.
 
Loss Per Share
 
The Company uses Statement of Financial Accounting Standards No. 128, “Earnings Per Share”, which was primarily codified into Topic 260 “Earnings Per Share”, for calculating the basic and diluted loss per share.  The Company computes basic loss per share by dividing net loss and net loss attributable to common stockholders by the weighted average number of common shares outstanding.  Diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential shares had been issued and if the additional shares were dilutive.  Common equivalent shares are excluded from the computation of net loss per share if their effect is anti-dilutive.  The Company does not have any common stock equivalents.
 
Fair Value Measurements
 
Effective January 1, 2008, the Company adopted Financial Accounting Standards Board (“FASB”) Statement of Financial Accounting Standards (“SFAS”) No. 157, “Fair Value Measurements” which was primarily codified into Topic 820 “Fair Value Measurements and Disclosures”, as amended.  This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures.  The standard utilizes a fair value hierarchy which is categorized into three levels based on the inputs to the valuation techniques used to measure fair value.  The standard does not require any new fair value measurements, but discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flows) and the cost approach (cost to replace the service capacity of an asset or replacement cost).
 
Fair Value of Financial Instruments
 
The Company’s financial instruments consist of cash, accounts payable and accrued expenses and loan payable - officer.  The carrying value approximates fair value due to the short maturity of these instruments.

 
F-7

 

STALAR 2, INC.
(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2010
(Continued)

NOTE C - PREFERRED STOCK
 
The Company’s Certificate of Incorporation authorizes the issuance of up to 25,000,000 shares of preferred stock.  As of September 30, 2010 and 2009, there was no preferred stock outstanding.  The Board of Directors, without the requirement of shareholder approval, can issue preferred shares with dividend preferences, liquidation, conversion, voting and other rights which could adversely affect the voting power or other rights of the holders of common stock.
 
NOTE D – INCOME TAXES
 
As of September 30, 2010 there are loss carry forwards for Federal income tax purposes of approximately $51,000, available to offset future taxable income.  The carry forwards begin to expire in 2028.  The Company does not expect to incur a Federal income tax liability in the foreseeable future.  As of September 30, 2010 and 2009 the Company had a deferred tax asset amounting to approximately $18,000 and $9,900, respectively.  Realization of deferred tax assets is dependent on future earnings, if any, the timing and amount of which is uncertain.  Accordingly, the deferred tax asset has been fully offset by a valuation allowance of the same amount.

Certain provisions of the tax law may limit net operating loss carry forwards available for use in any given year in the event of a significant change in ownership.
 
NOTE E – RECENT ACCOUNTING PRONOUNCEMENTS
 
Recent pronouncements issued by FASB or other authoritative standards groups with future effective dates are either not applicable or are not expected to be significant to the financial statements of the Company.
 
NOTE F - RELATED PARTY BALANCES AND TRANSACTIONS

Equity Transaction

In November 2007, the Company issued 2,000,000 shares of common stock to the sole officer and director for total proceeds of $200.

Loan Payable - Officer

The officer has advanced funds to the Company to cover cash requirements.  The loan is unsecured and is payable on demand with interest at the prime rate.

 
F-8

 

STALAR 2, INC.
(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2010
(Continued)
 
NOTE G  EQUITY TRANSACTIONS

In January 2009, the Company issued 22,500 shares of common stock to unrelated parties at a per share price of $.04, pursuant to a Common Stock Offering for total cash proceeds of $900.

In January 2010, the Company issued 19,500 shares of common stock for services valued at $.04 per share, for a total value of $780.

 
F-9