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EX-32 - Opera Jet International Ltdex32opera0311.txt
EX-31 - Opera Jet International Ltdexh31q10operacfo.txt
EX-31 - Opera Jet International Ltdexh31q10operapres.txt

               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549
                          FORM 10-Q

(Mark One)

[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
            EXCHANGE ACT OF 1934

      For the quarterly period ended March 31, 2011

                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 		0-53255


                     OPERA JET INTERNATIONAL LTD.
           (Exact name of registrant as specified in its charter)

            Delaware                            20-5572714
    (State or other jurisdiction of           (I.R.S. Employer
     incorporation or organization)          Identification No.)


                             Trencianska 56/A
                            821 09 Bratislava
                                Slovakia

          (Address of principal executive offices)  (zip code)

                           (011) 421 2 2090 2741
          (Registrant's telephone number, including area code)



Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
                                                       Yes  X    No

Indicate by check mark whether the registrant 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
   (do not check if a 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  X     No

Indicate the number of shares outstanding of each of the issuer's
classes of stock, as of the latest practicable date.


     Class                                 Outstanding at
                                           March 31, 2011

Common Stock, par value $0.0001

Documents incorporated by reference:            None



PART I ITEM 1. FINANCIAL STATEMENTS Balance Sheets as of March 31, 2011 and December 31, 2010 2 Statements of Operations for the Three Months Ended March 31, 2011 and 2010 and for the Period from September 13, 2006 (Inception) to March 31, 2011 3 Statements of Changes in Stockholders' Deficit for the Period from September 13, 2006 (Inception) to March 31, 2011 4 Statements of Cash Flows for the Three Months Ended March 31, 2011 and 2010 for the Period from September 13, 2006 (Inception) to March 31, 2011 5 Notes to Financial Statements 6-9
OPERA JET INTERNATIONAL LTD. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEETS As of March 31, 2011 and December 31, 2010 ASSETS ------ March 31, December 31, 2011 2010 ---------- ------------ (Unaudited) Current Assets Cash $ 450 $ 450 -------- --------- TOTAL ASSETS $ 450 $ 450 ======== ========= LIABILITIES and STOCKHOLDERS'DEFICIT Liabilities Accrued liabilities $ 3,000 $ 3,000 -------- --------- Total Current Liabilities 3,000 3,000 -------- --------- Stockholders' Deficit Preferred stock; $0.0001 par value, 20,000,000 shares authorized; 0 shares issued and outstanding - - Common Stock, $0.0001 Par Value, 100,000,000 shares authorized; 21,500,000 Shares issued and Outstanding 2,150 2,150 Discount on common stock (2,100) (2,100) Additional paid-in capital 3,967 2,717 Deficit accumulated during development stage (6,567) (5,317) --------- --------- Total stockholders' deficit (2,550) (2,550) --------- --------- TOTAL LIABILITIES and STOCKHOLDERS' DEFICIT $ 450 450 ========= ========= See the accompanying notes to the financial statements F-2
OPERA JET INTERNATIONAL LTD. (A DEVELOPMENT STAGE COMPANY) STATEMENTs OF OPERATIONS For the Three Months Ended March 31, 2011 and for the Period from September 13, 2006 (Inception) to March 31, 2011 (UNAUDITED) For the Three For the three For the Period Months Ended Months Ended from September 13, March 31, March 31, 2006 (Inception) 2011 2010 to March 31, 2011 (Unaudited) (Unaudited) ------------- -------------- ----------------- Income $ - $ - $ - Expenses Organization expense - - 650 Professional Fees 1,250 - 5,917 ------------- -------------- ----------------- Total expenses 1,250 - 6,567 ------------- -------------- ----------------- Other Income (Expense) Net loss $ (1,250) $ - $ (6,567) ============= ============== ================ Basic and diluted loss per share $ - $ - ============= ============== Weighted Average number of shares 21,500,000 1,000,000 outstanding; basic and diluted ------------- -------------- See accompanying notes to financial statements F-3
OPERA JET INTERNATIONAL LTD. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF CHANGES IN STOCKHOLDERS'DEFICIT For the Period from September 13, 2006 (Inception) to March 31, 2011 Deficit Total Accumulated Stock Discount Additional during holders' Common Stock on Common Paid-in Development Equity Shares Amount Stock Capital Stage (Deficit) --------- ------- --------- --------- ---------- ---------- Balance, September 13, 2010 - $ - $ - $ - $ - $ - (Date of Inception) Common stock issuance 1,000,000 100 - 400 - 500 Fair value of expenses contributed - - - 535 - 535 Net loss - - - - (535) (535) -------------------------------------------------------------------------------------------------- Balance as of December 31, 2006 1,000,000 $ 100 $ - $ 935 $ (535) $ 500 -------------------------------------------------------------------------------------------------- Fair value of expenses contributed - - - 115 - 115 Net loss - - - - (115) (115) -------------------------------------------------------------------------------------------------- Balance as of December 31, 2007 1,000,000 $ 100 $ - $ 1,050 $ (650) $ 500 -------------------------------------------------------------------------------------------------- Net loss - - - - (2,000) (2,000) -------------------------------------------------------------------------------------------------- Balance as of December 31, 2008 1,000,000 $ 100 $ - $ 1,050 $ (2,650) $(1,500) -------------------------------------------------------------------------------------------------- Fair value of expenses contributed - - - 1,667 - 1,667 Net loss - - - - (2,667) (2,667) -------------------------------------------------------------------------------------------------- Balance as of December 31, 2009 1,000,000 $ 100 $ - $ 2,717 $ (5,317) $(2,500) -------------------------------------------------------------------------------------------------- Redemption of stock by founder (500,000) (50) - - - (50) Issuance of common stock 21,000,000 2,100 (2,100) - - - Net loss - - - - - - -------------------------------------------------------------------------------------------------- Balance as of December 31, 2010 21,500,000 $2,150 $(2,100) $ 2,717 $ (5,317) $(2,550) -------------------------------------------------------------------------------------------------- Fair value of expenses contributed - - - 1,250 - 1,250 Net loss - - - - (1,250) (1,250) -------------------------------------------------------------------------------------------------- Balance as of March 31, 2011 21,500,000 $2,150 $(2,100) $ 3,967 $ (6,567) $(2,500) -------------------------------------------------------------------------------------------------- See the accompanying notes to the financial statements F-4
OPERA JET INTERNATIONAL LTD. (A DEVELOPMENT STAGE COMPANY) STATEMENT OF CASH FLOWS For the Three Months Ended March 31, 2011 and for the Period from September 13, 2006 (Inception) to March 31, 2011 (Unaudited) ------------------------ For the Three For the Three For the Period Months Ended Months Ended from September 13, March 31, March 31, 2006 (Inception) 2011 2010 to March 31, 2011 (Unaudited) (Unaudited) -------------- ----------- ------------- OPERATING ACTIVITIES Net loss $ (1,250) $ - $ (6,567) Adjustments to reconcile net loss to net cash used by operating activities Contributed organizational expenses - - 650 Contributed professional fees 1,250 - 2,917 Increase in liabilities - - 3,000 -------------- ----------- ------------- INVESTING ACTIVITIES - - - -------------- ----------- ------------- FINANCING ACTIVITIES Redemption of common stock - - 450 -------------- ----------- ------------- Net cash used in financing activities - - 450 -------------- ----------- ------------- Net decrease in Cash - - 450 Cash at beginning of period 450 500 - -------------- ----------- ------------- Cash at end of period $ 450 $ 500 $ 450 =============- =========== ============= See accompanying notes to financial statements F-5
OPERA JET INTERNATIONAL LTD. (A DEVELOPMENT STAGE COMPANY) NOTES TO FINANCIAL STATEMENTS NOTE 1 NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (A) Organization and Business Operations Opera Jet International, Ltd., formerly Canistel Acquisition Corporation, (a development stage company) ("the Company") was incorporated in Delaware on September 13, 2006, to serve as a vehicle to effect a merger, exchange of capital stock, asset acquisition or other business combination with a domestic or foreign private business. As of December 31, 2010, the Company had not yet commenced any formal business operations, and all activity to date relates to the Company's formation. The Company's fiscal year end is December 31. In December 2010, the Board of Directors of the Company effected a change in ownership whereby the two original stockholders of the Company each redeemed 50% of their then respective outstanding common stock in exchange for par value of the stock. The Company then issued 21,000,000 shares to new investors in order to evoke the change in ownership. (B) Use of Estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. (C) Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. (D) Taxes Financial Accounting Standards Board ("FASB") Accounting Standards Codifcation ("ASC") 740-10-50-2 requires deferred tax assets and liabilities be recognized for future tax consequence attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statement of income in the period that includes the enactment date. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain. Losses incurred by the Company in prior years provide for a net operating loss carry-forward. However, due to the unpredictability of the Company's future net income, the asset's balance has been fully reserved for. (E) Loss Per Common Share Basic loss per common share is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. There were no potentially dilutive securities for the three months ended March 31, 2011 and 2010. (F) Fair Value of Financial Instruments FASB ASC 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. These tiers include: Level 1: defined as observable inputs such as quoted prices in active markets; Level 2: defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3: defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The carrying amounts of financial assets and liabilities, such as cash and accrued liabilities approximate their fair values because of the short maturity of these instruments. (G) Recently Adopted Accounting Pronouncements In June 2009, the FASB issued authoritative guidance on an amendment of accounting for transfers of financial assets, and seeks to improve the relevance and comparability of the information that a reporting entity provides in its financial statements about transfers of financial assets; the effects of the transfer on its financial position, financial performance, and cash flows; and a transferor's continuing involvement, if any, in transferred financial assets. The authoritative guidance eliminates the concept of a qualifying special-purpose entity, creates more stringent conditions for reporting a transfer of a portion of a financial asset as a sale, clarifies other sale-accounting criteria, and changes the initial measurement of a transferor's interest in transferred financial assets. The authoritative guidance is effective for interim and annual reporting periods beginning after November 15, 2009. This guidance did not significantly impact our financial statements. In June 2009, the FASB issued authoritative guidance on consolidation of variable interest entities, which requires an enterprise to determine Whether its variable interest or interests give it a controlling financial interest in a variable interest entity. The primary beneficiary of a variable interest entity is the enterprise that has both (1) the power to direct the activities of a variable interest entity that most significantly impact the entity's economic performance, and (2) the obligation to absorb losses of the entity that could potentially be significant to the variable interest entity or the right to receive benefits from the entity that could potentially be significant to the variable interest entity. The authoritative guidance requires ongoing reassessments of whether an enterprise is the primary beneficiary of a variable interest entity and is effective for interim and annual reporting periods beginning after November 15, 2009. This guidance did not significantly impact our financial statements. In October 2009, the FASB, issued updates to revenue recognition for arrangements with multiple deliverables and accounting for revenue arrangements that include software elements. Under the new guidance on arrangements that include software elements, tangible products that have software components that are essential to the functionality of the tangible product will no longer be within the scope of the software revenue recognition guidance, and software- effective for interim or annual periods beginning after June 15, 2010, with early adoption permitted. This guidance did not significantly impact our financial statements. Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future financial statements. NOTE 2 INCOME TAXES There is no provision for income taxes because the Company has incurred net operating losses. There are no deferred tax assets from temporary differences other than net operating losses, because the Company is still in the development stage and has only incurred professional fees in connection with its filings with the SEC. Realization of deferred tax assets is dependent upon future earnings if any, of which the timing and amount are uncertain. Therefore, the deferred tax assets have been fully reserved for by a valuation allowance. The valuation allowance was the same as of March 31, 2011 and December 31, 2010. Significant components of the Company's deferred tax assets are as follows: At March 31, 2011 the Company's federal net operating loss carry-forward was $6,567 which will begin to expire in 2026. The availability of the federal net operating loss carry-forward may be subject to limitations based on ownership changes as defined in the United States Internal Revenue Code, which could prevent the Company from realizing some or all of its net operating loss carry-forward. NOTE 3 GOING CONCERN The Company has sustained operating losses since inception of the Company on September 13, 2006. Additionally, the Company has total stockholders' deficit of $6,567 at March 31, 2011. The Company also has a net loss from operations of $1,250 and $0 for the periods ended March 31, 2011 and 2010, respectively. The Company's continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations, which it has not been able to accomplish to date, and / or obtain additional financing from its stockholders and / or other third parties. While the Company strongly believes that its capital resources will be sufficient in the near term, there is no assurance that the Company's activities will generate sufficient revenues to sustain its operations without additional capital, or if additional capital is needed, that such funds, if available, will be obtainable on terms satisfactory to the Company. The immediate future success of the Company is dependent on its ability to find and successfully merge with a target business and the principal stockholder(s) and/or Tiber Creek Corporation to financially support the Company until that time The accompanying financial statements have been prepared assuming that the Company will continue as a going concern; however, the above conditions raise substantial doubt about the Company's ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern. NOTE 4 STOCKHOLDERS' EQUITY (A) Preferred Stock The Company is authorized to issue 20,000,000 shares of preferred stock at $0.0001 par value, with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. (B) Common Stock The Company is authorized to issue 100,000,000 shares of common stock at $0.0001 par value. The Company issued 500,000 shares of its common stock to Tiber Creek Corporation, a Delaware corporation, and 500,000 shares of its common stock to IRAA Fin Serv, an unincorporated California business entity, pursuant to Section 4(2) of the Securities Act of 1933 for an aggregate consideration of $500. In December 2010, Tiber Creek Corporation and IRAA Fin Serv each redeemed 250,000 shares of their respective common stock (500,000 total shares) for a redemption price of $50. In December 2010, the Company issued 21,000,000 shares of common stock to new unrelated third party investors in order to evoke a change in ownership. NOTE 5 RELATED PARTIES Legal counsel to the Company is a firm owned by a former officer of the Company who also owns 100% of the outstanding stock of Tiber Creek Corporation, a minority shareholder. Tiber Creek Corporation is expected to perform consulting services for the Company in the future. Additional paid-in capital as of March 31, 2011 includes $3,967 which is the fair value of organization and professional costs incurred by related parties on behalf of the Company. NOTE 6 SUBSEQUENT EVENTS In preparing these financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through May 13, 2011, the date the financial statements were available to be issued. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Opera Jet international Ltd., originally named Canistel Acquisition Corporation (the "Company") was incorporated on September 13, 2006 under the laws of the State of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. On December 3, 2010, the Company effected a change in control by redeeming 500,000 of its 1,000,000 outstanding shares of common stock and issuing an additional 21,000,000 shares. In addition, the then president and sole director resigned and a new officer and director was appointed and elected. At that time the Company also changed its name from Canistel Acquisition Corporation to Opera Jet International Ltd. The Company filed a Form 8-K reporting the change in control. opera Jet International Ltd. intends to negotiate to enter an agreement for the acquisition and control of Opera Jet s.r.o., an operating aircraft charter operator company located in Slovakia. The Company's sole officer and director is a director and manager of Opera Jet s.r.o. Opera Jet s.r.o. currently charters business jets within Europe, Russia, North Africa and the middle East. It currently owns and operates a heavy jet but intends to focus on providing light jet transport services. At the time of this report, no agreements or contracts have been entered and the Company has not negotiated any arrangement for the acquisition of Opera Jet S.R.o. If the negotiations with Opera Jet S.R.o. do not succeed, then the Company will not restrict any alternate taget company search to any specific business, industry, or geographical location and it may participate in a business venture of virtually any kind or nature. The Company would not restrict its search to any specific business, industry, or geographical location and the Company may participate in a business venture of virtually any kind or nature. Management anticipates that it will be able to participate in only one potential business venture because the Company has nominal assets and limited financial resources. The most likely target companies are those seeking the perceived benefits of a reporting corporation. Such perceived benefits may include facilitating or improving the terms on which additional equity financing may be sought, providing liquidity for incentive stock options or similar benefits to key employees, increasing the opportunity to use securities for acquisitions, providing liquidity for shareholders and other factors. Business opportunities may be available in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities difficult and complex. In implementing a structure for a particular business acquisition, the Company may become a party to a merger, consolidation, reorganization, joint venture, licensing agreement or other arrangement with another corporation or entity. It is anticipated that any securities issued in any such business combination would be issued in reliance upon exemption from registration under applicable federal and state securities laws. In some circumstances, however, as a negotiated element of its transaction, the Company may agree to register all or a part of such securities immediately after the transaction is consummated or at specified times thereafter. If such registration occurs, it will be undertaken by the surviving entity after the Company has entered into an agreement for a business combination or has consummated a business combination. The issuance of additional securities and their potential sale into any trading market which may develop in the Company's securities may depress the market value of the Company's securities in the future if such a market develops, of which there is no assurance. While the terms of a business transaction to which the Company may be a party cannot be predicted, it is expected that the parties to the business transaction will desire to avoid the creation of a taxable event and thereby structure the acquisition in a tax-free reorganization under Sections 351 or 368 of the Internal Revenue Code of 1986, as amended. The Company will participate in a business combination only after the negotiation and execution of appropriate agreements. Although the terms of such agreements cannot be predicted, generally such agreements will require certain representations and warranties of the parties thereto, will specify certain events of default, will detail the terms of closing and the conditions which must be satisfied by the parties prior to and after such closing and will include miscellaneous other terms. The Company has no employees and one person who serves as both the Company's president and director. The Company registered its common stock on a Form 10 registration statement filed pursuant to the Securities Exchange Act of 1934 (the "Exchange Act") and Rule 12(g) thereof. The Company files with the Securities and Exchange Commission periodic and current reports under Rule 13(a) of the Exchange Act, including quarterly reports on Form 10-Q and annual reports Form 10-K. The Company's documents filed with the Securities and Exchange Commission may be inspected at the Commission's principal office in Washington, D.C. Copies of all or any part of the registration statement may be obtained from the Public Reference Section of the Securities and Exchange Commission, 100 F Street N.E., Washington, D.C. 20002. Call the Commission at 1-800-SEC-0330 for further information on the operation of the public reference rooms. The Securities and Exchange Commission also maintains a web site at http://www.sec.gov that contains reports, proxy statements and information regarding registrants that file electronically with the Commission. The Company's filings may be located under the CIK number 0001435615. The Company has no properties and at this time has no agreements to acquire any properties. The Company currently uses the offices of management at no cost to the Company. Management has agreed to continue this arrangement until the Company completes a business combination. There is currently no public market for the Company's securities. At such time as it qualifies, if at all, the Company may choose to apply for quotation of its securities on the OTC Bulletin Board. The OTC Bulletin Board is a dealer-driven quotation service. Unlike the Nasdaq Stock Market, companies cannot directly apply to be quoted on the OTC Bulletin Board, only market makers can initiate quotes, and quoted companies do not have to meet any quantitative financial requirements. Any equity security of a reporting company not listed on the Nasdaq Stock Market or on a national securities exchange is eligible. As such time as it qualifies, if at all, the Company may choose to apply for quotation of its securities on the Nasdaq Capital Market. In general there is greatest liquidity for traded securities on the Nasdaq Capital Market and less on the OTC Bulletin Board. It is not possible to predict where, if at all, the securities of the Company will be traded following a business combination. The financial statements accompanying this report include a note raising doubt of the ability of the company to continue as a going concern without the addition of investment capital or effecting a business combination. ITEM 3. Quantitative and Qualitative Disclosures About Market Risk. Information not required to be filed by Smaller reporting companies. ITEM 4. Controls and Procedures. Disclosures and Procedures Pursuant to Rules adopted by the Securities and Exchange Commission, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Exchange Act Rules. This evaluation was done as of the end of the period covered by this report under the supervision and with the participation of the Company's principal executive officer (who is also the principal financial officer). Based upon that evaluation, he believes that the Company's disclosure controls and procedures are effective in gathering, analyzing and disclosing information needed to ensure that the information required to be disclosed by the Company in its periodic reports is recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. This Quarterly Report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this Quarterly Report. Changes in Internal Controls There was no change in the Company's internal control over financial reporting that was identified in connection with such evaluation that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting. PART II -- OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS There are no legal proceedings against the Company and the Company is unaware of such proceedings contemplated against it. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS During the past three years, the Company has issued 21,000,000 common shares pursuant to Section 4(2) of the Securities Act of 1933 for an aggregate purchase price of $2,000: On December 3, 2010, the Company issued the following shares of its common stock: Name Number of Shares Consideration Forsyma Holdings Limited 20,000,000 Otto Clark 500,000 Vladimir Ulman 500,000 ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not applicable. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Not applicable. ITEM 5. OTHER INFORMATION (a) Not applicable. (b) Item 407(c)(3) of Regulation S-K: During the quarter covered by this Report, there have not been any material changes to the procedures by which security holders may recommend nominees to the Board of Directors. ITEM 6. EXHIBITS (a) Exhibits 31 Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32 Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 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. OPERA JET INTERNATIONAL LTD. By: /s/ Martin Hudec President, Chief Financial Officer Dated: May 14, 2011