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EX-32 - CERTIFICATION - JETPADS, INC. | exhibit32jetpads123110.htm |
EX-31 - CERTIFICATION - JETPADS, INC. | exhibit31jetpads123110.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 DECEMBER 31, 2010
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 333-151867
JETPADS, INC.
(Exact name of Registrant as specified in its charter)
|
|
NEVADA |
26-2347451 |
(State or other jurisdiction of incorporation or |
(IRS Employer Identification Number) |
organization) |
|
650 S. HILL ST. #J-4, LOS ANGELES, CA 90014
(Address of principal executive offices)
(310)
728-6579
(Registrant's telephone number)
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 checkmark 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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
[ ] Yes
[ ]
No (Not Required)
Indicate by check mark whether the Registrant is a larger accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of larger accelerated filer, accelerated filer, and smaller reporting company in Rule 12b-2 of the Exchange Act.
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 [ ] No [X]
Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date. As at February 22, 2011, there were 10,000,000 common shares issued and outstanding.
PART I FINANCIAL INFORMATION
ITEM 1. INTERIM FINANCIAL STATEMENTS
The accompanying interim unaudited financial statements of jetPADS, Inc. (a Nevada corporation) (a development stage company) (the Company) are condensed and, therefore, do not include all disclosures normally required by accounting principles generally accepted in the United States of America. These statements should be read in conjunction with the Company's most recent audited financial statements for the year ended March 31, 2010, included in a Form 10-K filed with the U.S. Securities and Exchange Commission (SEC) on August 9, 2010. In the opinion of management, all adjustments necessary for a fair presentation have been included in the accompanying condensed financial statements and consist of only normal recurring adjustments. The results of operations presented in the accompanying condensed financial statements for the period ended December 31, 2010, are not necessarily indicative of the operating results that may be expected for the full year ending March 31, 2011.
2
jetPADS, Inc. | ||||||
(A Development Stage Company) | ||||||
Balance Sheets | ||||||
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December 31, 2010 |
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March 31, 2010 | ||
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(Unaudited) |
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ASSETS | ||||||
Current assets |
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| |
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Cash |
$ |
- |
|
$ |
- |
|
Restricted cash (Note 3) |
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33,594 |
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36,524 |
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Accounts receivable (Note 3) |
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129,183 |
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41,676 |
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Prepaid expenses |
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- |
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|
9,500 |
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Related party receivable (Note 7) |
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3,222 |
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|
- |
Total current assets |
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165,999 |
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87,700 | |
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|
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Total assets |
$ |
165,999 |
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$ |
87,700 | |
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LIABILITIES AND STOCKHOLDERS' DEFICIT | ||||||
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Current liabilities |
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| |
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Checks drawn in excess of bank balances |
$ |
3,120 |
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$ |
- |
|
Accounts payable and accrued liabilities |
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35,875 |
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21,328 |
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Customer payables (Note 3) |
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277,982 |
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53,686 |
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Property owner payables (Note 3) |
|
249,600 |
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|
106,959 |
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Related party payables (Note 7) |
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61,448 |
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72,948 |
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Deferred revenue (Note 3) |
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48,772 |
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27,453 |
Total current liabilities |
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676,797 |
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282,374 | |
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Stockholders' deficit |
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Common stock, par value $.001, 100,000,000 shares authorized, 10,000,000 shares issued and outstanding |
10,000 |
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10,000 | |
|
Additional paid-in capital |
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3,988 |
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|
1,519 |
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Other comprehensive loss |
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(32) |
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|
- |
|
Deficit accumulated during the development stage |
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(524,754) |
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(206,193) |
Total stockholders' deficit |
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(510,798) |
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(194,674) | |
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Total liabilities and stockholders' deficit |
$ |
166,999 |
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$ |
87,700 | |
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|
See accompanying notes to the financial statements |
3
jetPADS, Inc. | |||||||||||||||
(A Development Stage Company) | |||||||||||||||
Statements of Operations (unaudited) | |||||||||||||||
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Period of March 26, 2008 (inception) to December 31, 2010 | |
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Three months ended December 31, |
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Nine months ended December 31, |
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2010 |
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2009 |
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2010 |
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2009 |
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Revenue, net of discounts and refunds |
$ |
35,731 |
|
$ |
12,821 |
|
$ |
161,384 |
|
$ |
30,424 |
|
$ |
244,952 | |
Cost of Services |
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(15,519) |
|
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- |
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(57,879) |
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- |
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(71,986) | |
Net revenue |
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20,212 |
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|
12,821 |
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103,505 |
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30,424 |
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172,966 | |
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Operating Expenses |
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| |
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Professional fees |
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50,094 |
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21,991 |
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177,380 |
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63,087 |
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311,364 |
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Advertising |
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16,000 |
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|
15,971 |
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46,830 |
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28,329 |
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92,528 |
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Travel |
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24,782 |
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15,952 |
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87,384 |
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15,952 |
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117,186 |
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Other general & administrative |
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54,416 |
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14,331 |
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108,465 |
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38,916 |
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168,635 |
Total operating expenses |
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145,292 |
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68,245 |
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420,059 |
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146,284 |
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689,713 | |
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Other income (expense) |
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Interest expense |
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(1,418) |
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(185) |
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(3,189) |
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(1,093) |
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(8,148) |
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Interest income |
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- |
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- |
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6 |
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- |
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6 |
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Foreign currency transaction loss |
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(1) |
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- |
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(89) |
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- |
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(1,132) |
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Other income |
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1,265 |
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- |
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|
1,265 |
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2 |
|
|
1,267 |
Total other income (expense) |
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(154) |
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(185) |
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(2,007) |
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(1,091) |
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(8,007) | |
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Net loss available to common stockholders |
$ |
(125,234) |
|
$ |
(55,609) |
|
$ |
(318,561) |
|
$ |
(116,951) |
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$ |
(524,754) | |
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Other comprehensive loss |
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| |
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Foreign currency translation adjustment |
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57 |
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- |
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(32) |
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- |
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(32) |
Total comprehensive loss |
$ |
(125,177) |
|
$ |
(55,609) |
|
$ |
(318,593) |
|
$ |
(116,951) |
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$ |
(524,786) | |
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Basic and diluted loss per common share |
$ |
(0.01) |
|
$ |
(0.01) |
|
$ |
(0.03) |
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$ |
(0.01) |
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| |
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Weighted average shares outstanding |
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10,000,000 |
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10,000,000 |
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10,000,000 |
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10,000,000 |
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See accompanying notes to the financial statements |
4
jetPADS, Inc. | ||||||||||
(A Development Stage Company) | ||||||||||
Statements of Cash Flows (unaudited) | ||||||||||
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For the period March 26, 2008 (inception) to December 31, 2010 | |
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Nine months ended December 31, |
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2010 |
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2009 |
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Cash flows from operating activities |
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Net loss |
$ |
(318,561) |
|
$ |
(116,951) |
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$ |
(524,754) | |
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Changes in operating assets and liabilities: |
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| |
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Imputed interest on related party payable |
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2,469 |
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|
432 |
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3,988 |
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Increase in accounts receivable |
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(87,507) |
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(80,876) |
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(129,183) |
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Decrease (Increase) in prepaid expenses |
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9,500 |
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- |
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- |
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Increase (decrease) in accounts payable and accrued liabilities |
14,547 |
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(9,829) |
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35,875 | |
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Increase in customer payables |
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224,296 |
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50,186 |
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277,982 |
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Increase in property owner payables |
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142,641 |
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131,548 |
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249,600 |
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Increase in deferred revenue |
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21,319 |
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43,315 |
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48,772 |
Net cash provided by (used in) operating activities |
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8,704 |
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17,825 |
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(37,720) | ||
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Cash flows from investing activities |
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Advances to related party |
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(3,222) |
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- |
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(3,222) |
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Decrease (increase) in restricted cash |
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2,930 |
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(48,432) |
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(33,594) |
Net cash used in investing activities |
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(292) |
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(48,432) |
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(36,816) | ||
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Cash flows from financing activities |
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Increase in checks drawn in excess of bank balances |
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3,120 |
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- |
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3,120 |
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Proceeds from related party payables |
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42,298 |
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30,965 |
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115,639 |
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Repayments of related party payables |
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(53,798) |
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(393) |
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(54,191) |
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Proceeds from sale of common stock |
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- |
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- |
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|
10,000 |
Net cash provided by (used in) financing activities |
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(8,380) |
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30,572 |
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74,568 | ||
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Effect of exchange rate on cash |
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(32) |
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- |
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(32) | ||
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Net change in cash |
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- |
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(35) |
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- | ||
Cash at beginning of period |
|
- |
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35 |
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- | ||
Cash at end of period |
$ |
- |
|
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- |
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$ |
- | ||
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Supplemental Cash Flow Information: |
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Cash paid for interest |
$ |
- |
|
$ |
- |
|
$ |
- | |
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Cash paid for income taxes |
$ |
- |
|
$ |
- |
|
$ |
- | |
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|
|
|
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See accompanying notes to the financial statements |
5
jetPADS, Inc.
(A Development Stage Company)
Notes to the Unaudited Financial Statements
For the Three and Nine Months Ended December 31, 2010 and 2009 and the
Period of March 26, 2008 (Inception) to December 31, 2010
Note 1 Condensed Financial Statements
The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows as of and for the periods ended December 31, 2010 and for all periods presented have been made.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's March 31, 2010 audited financial statements as reported in Form 10-K. The results of operations for the period ended December 31, 2010 are not necessarily indicative of the operating results for the full year ended March 31, 2011.
Note 2- Going Concern
The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.
In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plans to obtain such resources for the Company include (1) obtaining capital from management and significant stockholders sufficient to meet its operating expenses, and (2) as a last resort, seeking out and completing a merger with an existing operating company. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
6
jetPADS, Inc.
(A Development Stage Company)
Notes to the Unaudited Financial Statements
For the Three and Nine Months Ended December 31, 2010 and 2009 and the
Period of March 26, 2008 (Inception) to December 31, 2010
Note 3 Rental Agent Contracts
During the year ended March 31, 2010 and subsequently through December 31, 2010, the Company has entered into various agreements with vacation property owners to act as a short-term rental agent on behalf of the owners. The agreements allow for the Company to retain a commission of 10% - 60% of the gross rental booking. Since rental contracts between the owners and renters are cancellable up to the point of use of the owners properties by the renters, commissions are deferred and recognized as revenue once the renters complete their use of the owners properties. The remaining 40%-90% of gross rental bookings, plus applicable taxes paid by the renters, are remitted to the owners upon the renters use of the owners properties. At the time of booking, renters are required to pay a security deposit that is refundable to them after ensuring no damage was done to the owners properties subsequent to use by the renters.
Since inception and as of December 31, 2010, the Company had booked a total of $1,081,291 in gross rental charges, plus booking fees, cleaning fees, and taxes totaling $133,409, resulting in net revenue and deferred revenue of $172,966 and $48,772, respectively. At December 31, 2010, the Company had received total cash of $1,492,267, including $277,982 in refundable security deposits and $85,546 of customer over-payments. Of this amount, $669,810 has been remitted to the property owners, with $249,600 remaining payable to property owners upon renters use of the properties. At December 31, 2010, the Company had a balance of $33,594 in restricted cash which represents a restricted cash deficit of $364,805. The restricted cash deficit is calculated by adding the refundable security deposits (customer payables), customer credits and cash payable to property owners, less a receivable due from renters of $129,183 payable prior to the renters use of the owners properties less the restricted cash on hand.
Note 4 Subsequent Events
The Company has evaluated subsequent events through the filing date of this document and determined there are no items to disclose.
Note 5 Income Taxes
The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes. Deferred taxes are normally provided in the financial statements under ASC Topic No. 740 to give effect to the resulting temporary differences which may arise from differences in the bases of fixed assets, depreciation methods, allowances, and start-up costs based on the income taxes expected to be payable in future years. Operating loss carry forwards generated during the period from March 26, 2008 (date of inception) through December 31, 2010 of $524,754 will begin to expire in 2028, and may be limited by the provisions of Internal Revenue Code Section 382 and other provisions as to their utilization. Deferred tax assets related to the net operating losses and temporary non-deductible deficiencies (if any) of approximately $183,664 have been completely offset by a valuation allowance that increased by approximately $111,496 and $40,933 during the nine months ended December 31, 2010 and 2009, respectively.
7
jetPADS, Inc.
(A Development Stage Company)
Notes to the Unaudited Financial Statements
For the Three and Nine Months Ended December 31, 2010 and 2009 and the
Period of March 26, 2008 (Inception) to December 31, 2010
Note 5 Income Taxes (Contd)
The Company follows the provisions of uncertain tax positions as addressed in FASC 740-10-65-1.The Company recognized approximately no increase in the liability for unrecognized tax benefits.
The Company has no tax position at December 31, 2010 and March 31, 2010 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. No such interest or penalties were recognized during the periods presented. The Company had no accruals for interest and penalties at December 31, 2010 and March 31, 2010. The Companys utilization of any net operating loss carry forward may be unlikely as a result of its intended activities.
Note 6 Leases
During the year ended March 31, 2010, the Company entered into a non-cancellable lease for a property which it intends to rent to customers. The lease requires minimum annual rental payments of $84,000 through March 2011.
Note 7 Related Party Transactions
From inception to December 31, 2010, the Company has received loans from related parties totaling $115,639 to fund operations. Of this amount, $54,191 has been repaid leaving a balance payable of $61,448 as of December 31, 2010. The loans are non-interest bearing, due on demand and as such are included in current liabilities. Imputed interest has been charged to additional paid-in capital at an annual rate rate of 6%, resulting in $2,469 and $432 in interest expense for the nine months ended December 31, 2010 and 2009, respectively, and $3,988 since inception.
During the three months ended December 31, 2010, the Company advanced $3,222 in funds to establish a wholly owned Spanish subsidiary. The loan is non-interest bearing and will be eliminated upon establishment of the legal entity.
8
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following plan of operation should be read in conjunction with our financial statements and the notes thereto included elsewhere in this report. Statements contained herein which are not historical facts are forward-looking statements, as that term is defined by the Private Securities Litigation Reform Act of 1995, including statements relating to our plans, objectives, expectations, and intentions. Although we believe that the expectations reflected in such forward-looking statements are reasonable, forward-looking statements are subject to risks and uncertainties that could cause actual results to differ from those projected. We caution investors that any forward-looking statements made by us are not guarantees of future performance and that actual results may differ materially from those in the forward-looking statements. Such risks and uncertainties include, without limitation: established competitors who have substantially greater financial resources and operating histories, regulatory delays or denials, ability to compete as a start-up company in a highly competitive market, and access to sources of capital.
OVERVIEW
The Company began operations in March 2008, and has secured contracts with homeowners and agents through the contacts and connections of its president and director, Mr. Kanaat. The Company has implemented its brand development strategy by placing key advertisements strategically throughout the Internet.
Since inception and as of December 31, 2010, the Company had booked a total of $1,081,291 in gross rental charges, plus booking fees, cleaning fees, and taxes totaling $133,409, resulting in net revenue and deferred revenue of $172,966, and $48,772, respectively. At December 31, 2010, the Company had received total cash of $1,492,267, including $277,982 in refundable security deposits and $85,546 of customer over-payments. Of this amount, $669,810 has been remitted to the property owners, with $85,546 remaining payable to property owners upon renters use of the properties. At December 31, 2010, the Company had a balance of $33,594 in restricted cash which represents a restricted cash deficit of $364,805. The restricted cash deficit is calculated by adding the refundable security deposits, customer credits and cash payable to property owners, less a receivable due from renters of $129,183 payable prior to the renters use of the owners properties less the restricted cash on hand.
The Companys founder, Mr. Kanaat, has utilized his connections to create a base inventory of secured luxury properties worldwide used in the marketing and advertising of jetPAD Homes. Sales associates and concierge staff will be brought on board as revenues for rentals continue throughout 2011 for the jetPAD Homes program. The Company has launched websites such as www.jetpadsdublin.com, www.jetpadsbahamas.com and www.jetpadslosangeles.com, and is working to launch European villas in Athens, Bahamas, Crete, Cannes, Dubai, Dublin, Florence, Ibiza, Istanbul, Madrid, Mallorca, Mykonos, Rome, Nice, Monte Carlo, Marseilles, and Venice.
The Company is already known for providing homes and condominiums around the world to customers based on a transient rental basis (less than 30 days per rental).
RESULTS OF OPERATIONS
During the three and nine months ended December 31, 2010, we generated $35,731 and $161,384, respectively, in revenues from the rental of properties, compared to $12,821 and $30,424, during the same respective periods in 2009, and $244,952 from inception. For the three and nine month periods ended December 31, 2010, we incurred operating expenses totaling $145,292 and $420,059, respectively, as compared to $68,245 and $146,284, during the same respective periods in 2009. Expenses for 2010 have
9
consisted primarily of legal and accounting fees, advertising costs, travel expenses and general and administrative expenses. Since inception, we have incurred $689,713 in operating expenses through December 31, 2010.
As of December 31, 2010, the Company had $0 in cash on hand, restricted cash (see below for additional information) of $33,594, and accounts receivable of $129,183. We had current liabilities of $676,797 and no long-term liabilities as of December 31, 2010.
During the year ended March 31, 2010 and subsequently through December 31, 2010, we have entered into various agreements with vacation property owners to act as a short-term rental agent on behalf of the owners. The agreements allow for us to retain a commission of 10% - 60% of the gross rental booking. Since rental contracts between the owners and renters are cancellable up to the point of use of the owners properties by the renters, commissions are deferred and recognized as revenue once the renters complete their use of the owners properties. The remaining 40%-90% of gross rental bookings, plus applicable taxes paid by the renters, are remitted to the owners upon the renters use of the owners properties. At the time of booking, renters are required to pay a security deposit that is refundable to them after ensuring no damage was done to the owners properties subsequent to use by the renters.
The following discussion should be read in conjunction with the Company's financial statements and notes thereto appearing elsewhere in this quarterly report.
Limited Operating History; Need for Additional Capital
There is no historical financial information about us upon which to base an evaluation of our performance. We are a start-up corporation and have generated minimal revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the development of our business plan, and possible cost overruns due to price and cost increases in services.
We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop, or expand our operations. Equity financing could result in additional dilution to existing stockholders.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources that are material to investors.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not required by smaller reporting companies.
ITEM
4T. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
Robert Kanaat, our Chief Executive and Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act)) as of the end of the period covered by this quarterly report (the Evaluation Date). Based on such evaluation, he has concluded that, as of the Evaluation Date, our
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disclosure controls and procedures are effective in alerting us on a timely basis to material information required to be included in our reports filed or submitted under the Exchange Act.
Changes in Internal Controls
There were no significant changes in our internal controls or, to the Company's knowledge, in other factors that could significantly affect the Company's disclosure controls and procedures subsequent to the date the Company carried out this evaluation.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 1A. RISK FACTORS
Not applicable.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. [REMOVED AND RESERVED]
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
The following exhibits are included with this filing. Those marked with an asterisk (*) and required to be filed hereunder, are incorporated by reference and can be found in their entirety in our original Form S-1 Registration Statement, filed under SEC File Number 333-151867, at the SEC website at www.sec.gov:
Exhibit
Number
Description
3.1
Articles of Incorporation*
3.2
Bylaws*
31
Rule 13a-14(a)/15d-14a(a) Certifications
32
Section 1350 Certifications
11
Signatures
Pursuant to the requirements 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.
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JETPADS, INC. | |
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(Registrant) | |
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February 22, 2011 |
BY: |
/s/ Robert Kanaat |
Date |
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Robert Kanaat |
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President, Chief Executive Officer, Principal Financial Officer, Principal Accounting Officer, and member of the Board of Directors |
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