Attached files
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 February 28, 2011
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ________ to ________
Commission file # 333-106291
THRUST ENERGY CORP.
(Exact Name of Registrant as Specified in its Charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
20-3373669
(I.R.S. Employer Identification number)
1440-3044 BLOOR STREET WEST, TORONTO, ON M8X 2Y8
(Address of principal executive offices) (Zip Code)
Issuer's telephone number: (647) 628-5375
Securities registered under Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $0.0001 PAR VALUE
Check whether the Issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the Issuer was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [ x ] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] 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 [ ]
As of April 14, 2011, the Issuer had 680,202 shares of its Common Stock
outstanding.
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
PART I -- FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
THRUST ENERGY CORP.
(An Exploration Stage Company)
Balance Sheets
February 28, 2011
(Unaudited - prepared by management)
(EXPRESSED IN U.S. DOLLARS)
------------------------------------------------------------------------------------------------------------------
FEBRUARY 28, 2011 AUGUST 31, 2010
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ASSETS
CURRENT ASSETS
Cash and cash equivalents $ - $ -
Other receivable (Note 3) 102,228 94,960
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TOTAL ASSETS $ 102,228 $ 94,960
==================================================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
LIABILITIES
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 12,700 $ 1,470
Due to a related party 35,385 33,520
------------------------------------------------------------------------------------------------------------------
TOTAL CURRENT LIABILITIES 48,085 34,990
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STOCKHOLDERS' EQUITY
PREFERRED STOCK
100,000,000 preferred shares at a par value of $0.0001 per share
Issued and outstanding: None - -
COMMON STOCK
900,000,000 common shares at a par value of $0.0001 per share
Issued and outstanding: 680,202 common shares (August 31, 2010: 680,202) 68 68
ADDITIONAL PAID-IN CAPITAL 362,285 362,285
(DEFICIT) ACCUMULATED DURING THE EXPLORATION STAGE (308,210) (302,383)
------------------------------------------------------------------------------------------------------------------
TOTAL STOCKHOLDERS' EQUITY 54,143 59,970
------------------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 102,228 $ 94,960
==================================================================================================================
The accompanying notes are an integral part of these financial statements.
THRUST ENERGY CORP.
(An Exploration Stage Company)
Statements of Stockholders' Equity
For the period from September 15, 2004 (inception) to February 28, 2011
(Unaudited - prepared by management)
(EXPRESSED IN U.S. DOLLARS)
------------------------------------------------------------------------------------------------------------------------------------
Deficit
accumulated Total
Additional Share during stockholders'
Preferred Stock Common Stock paid-in subscriptions exploration equity
Shares Amount Shares Amount capital received stage (deficiency)
Issuance of common stock for cash
July 5, 2005, $0.00005 per share - $ - 500,000 $ 50 $ 450 $ - $ - $ 500
Imputed interest from a shareholder - - - - 21 - - 21
Loss and comprehensive loss for the period - - - - - - (1,800) (1,800)
------------------------------------------------------------------------------------------------------------------------------------
Balance, August 31, 2005 - - 500,000 50 471 - (1,800) (1,279)
------------------------------------------------------------------------------------------------------------------------------------
Share subscription received - - - - - 165,000 - 165,000
Imputed interest from a shareholder - - - - 750 - - 750
Loss and comprehensive loss for the year - - - - - - (20,021) (20,021)
------------------------------------------------------------------------------------------------------------------------------------
Balance, August 31, 2006 - - 500,000 50 1,221 165,000 (21,821) 144,450
------------------------------------------------------------------------------------------------------------------------------------
Share subscription received - - 180,198 18 360,377 (165,000) - 195,395
Imputed interest from a shareholder - - - - 687 - - 687
Loss and comprehensive loss for the year - - - - - - (23,203) (23,203)
------------------------------------------------------------------------------------------------------------------------------------
Balance, August 31, 2007 - - 680,198 68 362,285 - (45,024) 317,329
------------------------------------------------------------------------------------------------------------------------------------
Loss and comprehensive loss for the year - - - - - - (27,458) (27,458)
------------------------------------------------------------------------------------------------------------------------------------
Balance, August 31, 2008 - - 680,198 $ 68 $362,285 $ - $ (72,482) $ 289,871
------------------------------------------------------------------------------------------------------------------------------------
Loss and comprehensive loss for the year - - - - - - (114,921) (114,921)
------------------------------------------------------------------------------------------------------------------------------------
Balance, August 31, 2009 - - 680,198 $ 68 $ 362,285 $ - $ (187,403) $ 174,950
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Issuance of common stock for debt settlement
July 21, 2010, $0.10 per share - - 4 $ - $ - $ - $ - $ -
Loss and comprehensive loss for the year - - - - - - (114,980) (114,980)
------------------------------------------------------------------------------------------------------------------------------------
Balance, August 31, 2010 - - 680,202 $ 68 $ 362,285 $ - $ (302,383) $ 59,970
------------------------------------------------------------------------------------------------------------------------------------
Loss and comprehensive loss for the period - - - - - - (5,827) (5,827)
------------------------------------------------------------------------------------------------------------------------------------
Balance, February 28, 2011 - - 680,202 $ 68 $ 362,285 $ - $ (308,210) $ 54,143
====================================================================================================================================
The accompanying notes are an integral part of these financial statements.
THRUST ENERGY CORP.
(An Exploration Stage Company)
Statements of Operations and Comprehensive Income (Loss)
(Unaudited - prepared by management)
(EXPRESSED IN U.S. DOLLARS)
------------------------------------------------------------------------------------------------------------------------------------
Cumulative from
September 15, 2008 Six months ended Three months ended
(inception) to February 28 February 28 February 28 February 28
February 28, 2011 2011 2010 2011 2010
------------------------------------------------------------------------------------------------------------------------------------
EXPENSES
Accounting fees $ 49,318 $ 7,523 $ 6,763 $ 1,635 $ 1,198
Amortization 2,153 - - - -
Bank charges 377 - 57 - 20
Filing fees 2,171 - - - -
Business development 105,227 - - - -
Interest 1,458 - - - -
Leases 3,547 - - - -
Legal 32,866 5,000 14,995 2,500 -
Office 9,107 148 409 - 359
Transfer agent 7,809 424 424 151 195
Write-off of oil & gas property 97,635 - - - -
------------------------------------------------------------------------------------------------------------------------------------
OPERATING LOSS 311,668 13,095 22,648 4,286 1,772
------------------------------------------------------------------------------------------------------------------------------------
OTHER INCOME AND EXPENSES
Foreign exchange (gain) loss (3,458) (7,268) - (7,268) -
------------------------------------------------------------------------------------------------------------------------------------
NET INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) $ (308,210) $ (5,827) $ (22,648) $ 2,982 $ (1,772)
FOR THE PERIOD
====================================================================================================================================
BASIC AND DILUTED EARNINGS (LOSS) PER SHARE $ (0.01) $ (0.03) $ 0.00 $ (0.00)
====================================================================================================================================
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
- basic and diluted 680,202 680,198 680,202 680,198
====================================================================================================================================
The accompanying notes are an integral part of these financial statements
THRUST ENERGY CORP.
(An Exploration Stage Company)
Statements of Cash Flows
(Unaudited - prepared by management)
(EXPRESSED IN U.S. DOLLARS)
---------------------------------------------------------------------------------------------------------------
Cumulative from
September 15, 2004 Six months ended
(inception)to February 28
February28,2011 2011 2010
---------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
Net Income (Loss) $ (308,210) $ (5,827) $ (6,308)
Adjustments for items not involving cash:
- amortization 2,153 - -
- imputed interest 1,458 - -
- foreign exchange gain (2,228) (7,268) -
- write off of oil & gas property 97,635 - -
Changes in operating assets and liabilities
- increase in due to a related party 35,385 1,865 1,592
- increase (decrease) in accounts payable and accrued liabilities 12,700 11,230 4,716
---------------------------------------------------------------------------------------------------------------
NET CASH USED IN OPERATING ACTIVITIES (161,107) - -
---------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES
Acquisition of oil and gas interest (197,635) - -
Purchase gas well option (2,153) - -
---------------------------------------------------------------------------------------------------------------
NET CASH USED IN INVESTING ACTIVITIES (199,788) - -
---------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES
Proceeds from issuance of common stock 360,895 - -
---------------------------------------------------------------------------------------------------------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 360,895 - -
---------------------------------------------------------------------------------------------------------------
INCREASE IN CASH - - -
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD - - -
---------------------------------------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ - $ - $ -
===============================================================================================================
The accompanying notes are an integral part of these financial statements
NOTE 1 - NATURE OF OPERATIONS AND CONTINUANCE OF OPERATIONS
Thrust Energy Corp. is engaged in the exploration, exploitation, development and
production of oil and gas projects within North America. We incorporated in the
state of Nevada on September 15, 2004. Our principal offices are in Toronto,
Ontario, Canada. Our fiscal year end is August 31.
These financial statements have been prepared in conformity with generally
accepted accounting principles in the United States of America with the on-going
assumption that we will be able to realize our assets and discharge its
liabilities in the normal course of business. As shown in the accompanying
financial statements, we have incurred operating losses since inception and
further losses are anticipated in the development of our business. As of
February 28, 2011, we have limited financial resources and require additional
financing to fund our operations. These factors raise substantial doubt about
our ability to continue as a going concern. Our ability to achieve and maintain
profitability and positive cash flow is dependent upon our ability to locate
profitable mineral properties, generate revenue from our planned business
operations, and control exploration cost. These financial statements do not
include any adjustments to the amounts and classifications of assets and
liabilities that might be necessary should we be unable to continue as a going
concern. Management plans to fund its future operation by obtaining additional
financing and commencing commercial production. However, there is no assurance
that we will be able to obtain additional financing from investors or private
lenders.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES
Cash Equivalents
We consider all highly liquid investments and debt instruments purchased with
maturity of three months or less to be cash equivalents. At February 28, 2011
and August 31, 2010, we had no cash and cash equivalents.
Use of Estimates
Accounting principles generally accepted in the United States of America require
us 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 revenue and expense
during the reporting period. Actual results could differ from those estimates.
Concentration of Credit Risk
We place our cash and cash equivalents with high credit quality financial
institutions in uninsured accounts.
Fair Value of Financial Instruments
Accounting Standards Codification ("ASC") 820 "Fair Value Measurements and
Disclosures" requires an entity to maximize the use of observable inputs and
minimize the use of unobservable inputs when measuring fair value. ASC 820
establishes a fair value hierarchy based on the level of independent, objective
evidence surrounding the inputs used to measure fair value. A financial
instrument's categorization within the fair value hierarchy is based upon the
lowest level of input that is significant to the fair value measurement. ASC 820
prioritizes the inputs into three levels that may be used to measure fair value:
Level 1 - Quoted prices in active markets for identical assets or liabilities;
Level 2 - Inputs other than quoted prices included within Level 1 that are
either directly or indirectly observable; and
Level 3 - Unobservable inputs that are supported by little or no market
activity, therefore requiring an entity to develop its own assumptions about the
assumptions that market participants would use in pricing.
The Company's financial instruments include other receivable, accounts payable
and accrued liabilities and due to a related party. Fair values were assumed to
approximate carrying value for these financial instruments, except where noted.
Management is of the opinion that the Company is not exposed to significant
interest or credit risks arising from these financial instruments. The Company
is operating outside the United States of America and has significant exposure
to foreign currency risk due to the fluctuation of currency in which the Company
operates and U.S. dollars.
Revenue Recognition
We record revenue when title passes, delivery occurs to our customers and the
customer assumes the risks and rewards of ownership, when the price is fixed and
determinable, and when collectability is reasonably assured.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Income Tax
We recognize deferred tax assets and liabilities based on differences between
the financial reporting and tax bases of assets and liabilities using the
enacted tax rates and laws that are expected to be in effect when the
differences are expected to be recovered. We provide a valuation allowance for
deferred tax assets when we consider realization of such assets to be less
likely than not.
Earnings (Loss) per Share
Basic earnings (loss) per share are computed by dividing income available to
common shareholders by the weighted average number of shares outstanding during
the period. The computation of diluted earnings per share assumes the
conversion, exercise or contingent issuance of securities only when such
conversion, exercise or issuance would have a dilutive effect on earnings per
share. The dilutive effect of outstanding options and warrants and their
equivalents is reflected in diluted earnings per share by application of the
treasury stock method. Basic and diluted loss per share is the same as the
effect of the exercise of outstanding options would be anti-dilutive.
Comprehensive Loss
Comprehensive Income is the change in the Company's net assets that results from
transactions, events and circumstances from sources other than the Company's
shareholders and includes items that would not normally be included in net
earnings such as unrealized gains or losses on available-for-sale investments.
Other comprehensive income includes the holding gains and losses from
available-for-sale securities, which are not included in net income (loss) until
realized.
For the three and six months periods ended February 28, 2011 and 2010 our only
component of comprehensive income or loss was the net loss reported in the
operations statement.
Foreign Currency Translation
We maintain our accounting records in U.S. Dollars. At the transaction date,
each asset, liability, revenue and expense involves foreign currencies is
translated into U.S. dollars by the use of the exchange rate in effect at that
date. At the period end, monetary assets and liabilities involving foreign
currencies are remeasured by using the exchange rate in effect at that date. The
resulting foreign exchange gains and losses are included in operations. Our
currency exposure is insignificant and immaterial and we do not use derivative
instruments to reduce our potential exposure to foreign currency risk.
Oil and Gas Activity
We follow the successful-efforts method of accounting for oil and gas property.
Under this method of accounting, we capitalize all property acquisition cost and
cost of exploratory and development wells when incurred, pending determination
of whether the well has found proved reserves. If an exploratory well does not
find proved reserves, we charge to expense the cost of drilling the well. We
include exploratory dry hole cost in cash flow from investing activities within
the cash flow statement. We capitalize the cost of development wells whether
productive or nonproductive.
We expense as incurred geological and geophysical cost and the cost of carrying
and retaining unproved property. We will provide depletion, depreciation and
amortization (DD&A) of capitalized cost of proved oil and gas property on a
field-by-field basis using the units-of-production method based upon proved
reserves. In computing DD&A we will take into consideration restoration,
dismantlement and abandonment cost and the anticipated proceeds from equipment
salvage. When applicable, we will apply the provisions of ASC 410, Asset
Retirement and Environmental Obligations, which provides guidance on accounting
for dismantlement and abandonment cost.
We review our long-lived assets for impairment when events or changes in
circumstances indicate that an impairment may have occurred. In the impairment
test we compare the expected undiscounted future net revenue on a field-by-field
basis with the related net capitalized cost at the end of each period. Should
the net capitalized cost exceed the undiscounted future net revenue of a
property, we will write down the cost of the property to fair value, which we
will determine using discounted future net revenue. We will provide an
impairment allowance on a property-by-property basis when we determine that the
unproved property will not be developed.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Stock-Based Compensation
The Company adopted ASC 718, Compensation - Stock-Based Compensation, to account
for its stock options and similar equity instruments issued. Accordingly,
compensation costs attributable to stock options or similar equity instruments
granted are measured at the fair value at the grant date, and expensed over the
expected vesting period. ASC 718 requires excess tax benefits be reported as a
financing cash inflow rather than as a reduction of taxes paid.
We did not grant any stock options during the three and six month periods ended
February 28, 2011 and 2010.
Recent Accounting Pronouncements
Accounting Standards Update ("ASU") No. 2010-13 was issued in April 2010, and
clarified the classification of an employee share based payment award with an
exercise price denominated in the currency of a market in which the underlying
security trades. This ASU will be effective for the first fiscal quarter
beginning after December 15, 2010, with early adoption permitted. The adoption
of ASU No. 2010-13 is not expected to have a material impact on the Company's
financial statements.
Other accounting standards that have been issued or proposed by the FASB or
other standards-setting bodies that do not require adoption until a future date
are not expected to have a material impact on the Company's financial statements
upon adoption.
NOTE 3 - WRITE-OFF OF GAS WELL OPTION
On November 25, 2009, the Company obtained an assignment of a conditional right
to acquire a working interest in certain natural gas properties located in
Alberta (the "Prospect") from the well operator (an independent third party),
which was subject to the Company providing up to $1,000,000 in financing for the
completion of wells located on the Prospect. As consideration for the
conditional right, the Company paid a total of $160,000 upon execution of the
agreement, and were to issue 75 million common shares and 5 million preferred
shares upon receiving a 4.9% working interest in wells to be completed on the
Prospect. On January 22, 2010, the well operator informed the Company that it
was in default of its obligations.
As part of its negotiations with the well operator, the Company agreed to pay a
further $100,000 CAD to the operator in respect of the Prospect. The Company
paid a total of $25,000 CAD ($23,740) to the operator on February 8, 2010, but
was unable to make any further payments. The payment to the operator was
financed by a director of the Company.
The Company is actively pursuing recovery of its cash investment in the
Prospect. The well operator was obligated to return $100,000 CAD to the Company
by January 6, 2011, but failed to do so. An additional $25,000 CAD is payable to
the Company on demand without interest. No working interest or any other
interest in the Prospect has been granted to the Company, and the Company is not
pursuing the grant of any such interest related to the Prospect. As a result of
conservatism, a total of $83,740 in costs relating to the acquisition of
conditional rights to acquire an interest in the Prospect has been written off
and expensed by the Company.
NOTE 4 - PREFERRED AND COMMON STOCK
We have 100,000,000 shares of preferred stock authorized and none issued.
We have 900,000,000 shares of common stock authorized. All shares of stock are
non-assessable and non-cumulative, with no preemptive rights.
NOTE 5 - RELATED PARTY TRANSACTION
On February 8, 2010, the Company's sole director advanced the sum of $25,000 CAD
($23,740) on behalf of the Company to the operator of certain natural gas wells
located in Alberta. The advance has been recorded by the Company as a
non-interest bearing, unsecured loan by our sole director to Thrust that is due
and payable on demand. As of February 28, 2011, the entire principal amount of
the advance is still outstanding.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES.
We are an exploration stage oil and gas company that has not begun operations.
We plan to acquire undivided working interests in small exploration properties
and non-operating interests in both producing and exploration projects
throughout the United States and Canada. We do not presently own or have any
interest in any oil or natural gas properties. We are considering expanding the
scope of our business to include mineral exploration and related services.
We have not earned any revenue since the date of our inception. Our capital has
been obtained via the issuance of common stock and shareholder loans. We do not
presently have sufficient working capital to satisfy our cash requirements for
the next twelve months of operations. Our director has undertaken to provide
such financing as may be required to maintain nominal operations.
We will require additional financing to pursue our business plan. We expect to
obtain such financing through the issuance of debt instruments and the sale of
our stock, but we cannot give any assurance that we will be able to obtain
additional funding on commercially acceptable terms when it is required. If we
fail to obtain the funding when it is needed, we may be required to forego or
delay potentially valuable opportunities to acquire oil and gas interests, or we
may default on future anticipated funding commitments to third parties and
forfeit or dilute our rights in future anticipated oil and gas interests, or we
may be required to cease operation altogether. We do not have any plans or
contingencies in the event that we cease operating.
On November 25, 2009, we obtained an assignment of the conditional right to
acquire a working interest in certain natural gas properties located in Alberta
(the "Prospect") from the well operator (an independent third party), which was
subject to Thrust providing up to $1,000,000 in financing for the completion of
wells located on the Prospect. As consideration for the conditional right, we
paid a total of $160,000 upon execution of the agreement, and were to issue 75
million common shares and 5 million preferred shares upon receiving a 4.9%
working interest in wells to be completed on the Prospect. On January 22, 2010,
the well operator informed us that we were in default of our contractual
obligations.
As part of our negotiations with the well operator, we agreed to pay a further
$100,000 CAD to the operator in respect of the Prospect. We paid a total of
$25,000 CAD ($23,740) to the operator on February 8, 2010, but were unable to
make any further payments. The payment to the operator was financed by a
director of the Company.
We are actively pursuing recovery of our cash investment in the Prospect. The
well operator was obligated to return $100,000 CAD to the Company by January 6,
2011, but failed to do so. An additional $25,000 CAD is payable to us on demand
without interest. No working interest or any other interest in the Prospect has
been granted to Thrust Energy, and we are not pursuing the grant of any such
interest related to the Prospect. As a result of conservatism, we have written
off and expensed a total of $83,740 in costs relating to the acquisition of
conditional rights to acquire an interest in the Prospect.
As of February 28, 2011, we had total assets of $102,228 comprised entirely of
other receivable from the operator of the Prospect. The change in the value of
our assets from August 31, 2010 resulted from the appreciation of Canadian
dollar over US dollar.
As of February 28, 2011, our total liabilities increased to $48,085 from $34,990
as of August 31, 2010. The increase was primarily due to unpaid professional
fees.
We do not expect to purchase or sell any significant equipment nor do we expect
any significant changes in the number of our employees.
RESULTS OF OPERATIONS
SIX MONTH PERIOD ENDED FEBRUARY 28, 2011 COMPARED TO THE SIX MONTH PERIOD ENDED
FEBRUARY 28, 2010
We realized a net loss of $5,827 during the six months period ended February 28,
2011. Operating expenses during the period consisted of $7,523 in accounting
and audit fees, $5,000 in legal fees and $572 in office and other general
corporate expenses, and foreign exchange gain of $7,268.
Operating expenses for the six months period ended February 28, 2010 were $6,763
in accounting fees, $14,995 in legal fees and $890 in office and other general
corporate expenses.
QUARTER ENDED FEBRUARY 28, 2011 COMPARED TO THE QUARTER ENDED FEBRUARY 28, 2010
We realized a net income of $2,982 during the three months period ended February
28, 2011. Operating expenses during the period consisted of $2,500 in legal
fees, $1,635 in accounting fees and 151 in office and other general corporate
expenses, and foreign exchange gain of $7,268.
Operating expenses for the three month period ended February 28, 2010 were
$1,772 and were attributable to $1,198 in accounting fees, and $574 in office
and other general corporate expenses.
ITEM 4. CONTROLS AND PROCEDURES
(i)
(ii) As required by Rule 13a-15 under the Exchange Act, we have carried out
an evaluation of the effectiveness of the design and operation of our company's
disclosure controls and procedures as of the end of the period covered by this
quarterly report, being February 28, 2011. This evaluation was carried out under
the supervision and with the participation of our management, including our
president and chief executive officer. Based upon that evaluation, our
president and chief executive officer concluded that our disclosure controls and
procedures are not effective. There have been no significant changes in our
internal controls or in other factors, which could significantly affect internal
controls subsequent to the date we carried out our evaluation.
(iii)
(iv) Disclosure controls and procedures are controls and other procedures
that are designed to ensure that information required to be disclosed in our
reports filed or submitted under the Exchange Act is recorded, processed,
summarized and reported, within the time periods specified in the Securities and
Exchange Commission's rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that
information required to be disclosed in our reports filed under the Exchange Act
is accumulated and communicated to management, including our president and chief
executive officer as appropriate, to allow timely decisions regarding required
disclosure.
(v)
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any material legal proceedings and to its
knowledge, no such proceedings are threatened or contemplated.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
At present, our common stock is quoted on the Pink OTC Markets' OTCQB under the
trading symbol TEGC.
As of February 28, 2011 there were 34 owners of record of our common stock.
DIVIDEND POLICY
Our Board of Directors may declare and pay dividends on outstanding shares of
common stock out of funds legally available therefor in our sole discretion;
however, to date no dividends have been paid on common stock and we do not
anticipate the payment of dividends in the foreseeable future.
ITEM 3. DEFAULT UPON SENIOR NOTES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
EXHIBIT DESCRIPTION
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of
2002
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
THRUST ENERGY CORP.
Date: April 14, 2011 /s/ Thomas Mills
Thomas E. Mills
President, Chief Executive Officer,
Chief Financial Officer, and
Principal Accounting Office