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EX-31 - ANTIVIRAL TECHNOLOGIES, INC.exhibit311.htm
EX-31 - ANTIVIRAL TECHNOLOGIES, INC.exhibit312.htm
EX-32 - ANTIVIRAL TECHNOLOGIES, INC.exhibit322.htm
EX-32 - ANTIVIRAL TECHNOLOGIES, INC.exhibit321.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 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: 000-53449


ANTIVIRAL TECHNOLOGIES, INC.

 (Exact name of registrant as specified in its charter)


Nevada

 

26-1188469

(State or other jurisdiction of incorporation)

 

(IRS Employer Identification Number)

 

Suite 1211, Tower II, Silvercord, 30 Canton Road,

Tsimshatsui, Kowloon, Hong Kong

(Address of principal executive offices)

(852) 2317 1291

(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 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.  [ X ] Yes   [ ] No


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Not Applicable.


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 [  ]  (Do not check if a smaller reporting company)

Smaller reporting company [ X ]


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     

[   ] Yes   [ X ] No


As of March 31, 2011 the Issuer had 150,000,000 shares of common stock issued and outstanding.


i




INDEX

 

Page

PART I. FINANCIAL INFORMATION

 

 

 

 

Item 1.

Consolidated Financial Statements

1

 

Consolidated Balance Sheet as of March 31, 2011 and December 31, 2010

2

 

Consolidated Statements of Operation and Comprehensive Loss for the three Months ended March 31, 2011 and 2010 and from September 13, 2007 (Inception) to March 31, 2011

3

 

Consolidated Statement of Stockholders' Equity and Accumulated Other Comprehensive Income for the period from September 13, 2007 (Inception) to March, 31 2011

4

 

Consolidated Statements of Cash Flows for the three months period ended March 31, 2011 and 2010 and from September 13, 2007 (Inception) to March 31, 2011

5

 

Notes to Consolidated Financial Statements

6-13

 

 

 

Item 2.

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

14

 

 

 

Item 3.

Quantitative and Qualitative Disclosure About Market Risk

15

 

 

 

Item 4.

Controls and Procedures

15-16

 

 

 

PART II. OTHER INFORMATION

 

 

 

 

Item 1

Legal Proceedings

17

 

 

 

Item 1A

Risk Factors

17

 

 

 

Item 2

Unregistered Sales of Equity Securities and Use of Proceeds

17

 

 

 

Item 3

Defaults Upon Senior Securities

17

 

 

 

Item 4

(Removed and Reserved)

17

 

 

 

Item 5

Other Matters

17

 

 

 

Item 6.

Exhibits

17

 

 

 

SIGNATURES

18

 

 

 


ii



PART I   FINANCIAL INFORMATION


ITEM 1.   FINANCIAL STATEMENTS.


The consolidated financial statements of Antiviral Technologies, Inc., (the "Company"), a Nevada corporation, included herein were prepared, without audit, pursuant to rules and regulations of the Securities and Exchange Commission.  Because certain information and notes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America were condensed or omitted pursuant to such rules and regulations, these financial statements should be read in conjunction with the financial statements and notes thereto included in the audited financial statements of the Company for the fiscal year ended December 31, 2010, as included in the Company's annual report on Form 10-K previously filed with the SEC.  







































1





ANTIVIRAL TECHNOLOGIES, INC.

(A Development Stage Company, Formerly Table Mesa Acquisitions, Inc.)

CONSOLIDATED BALANCE SHEETS

AS OF MARCH 31, 2011 AND DECEMBER 31, 2010

(UNAUDITED)   (Stated in US Dollars)


 

 

 

March 31, 2011

 

December 31, 2010

 

Notes

 

(Unaudited)

 

(Audited)

ASSETS

 

 


 

 

Current Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

2,795

$

3,134


Prepayments, deposit and other receivables

 

 

6,789

 

7,899

 

 

 

---------------------

 

---------------------

Total current assets

 

 

9,584

 

11,033

 

 

 

 

 

 

Non-Current Assets

 

 

 

 

 

Property, plant and equipments, net

5

 

3,774

 

4,074

Patents, net

6

 

373,324

 

369,112

 

 

 

---------------------

 

---------------------

Total non-current assets

 

 

377,098

 

373,186

 

 

 

---------------------

 

---------------------

Total Assets

 

$

386,682

$

384,219

 

 

 

=============

 

=============

 

LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT)

 

Current liabilities:

 

 

 

 

 

Accruals and other payables

 

$

160,002

$

157,676

Amounts due to directors and officers

7

 

579,002

 

506,174

Amount due to the shareholder

8

 

1,266,903

 

1,244,256

 

 

 

---------------------

 

---------------------

Total Liabilities

 

$

2,005,907

$

1,908,105

 

 

 

---------------------

 

---------------------

 

 

 

 

 

 

Stockholders' equity/(deficit):

 

 

 

 

 

Preferred stock, $0.001 par value; 20,000,000 shares authorized;

 

 

 

 

 

   no share issued and outstanding

 

 

-

 

-

Common stock, $0.001 par value; 150,000,000 shares authorized;

 

 

 

 

 

   150,000,000 shares issued and outstanding

 

$

150,000

$

150,000

Additional paid-in-capital

 

 

(144,858)

 

(144,858)

Accumulated other comprehensive income

 

 

4,593

 

4,144

Deficit accumulated during the development stage

 

 

(1,628,960)

 

(1,533,172)

 

 

 

---------------------

 

---------------------

Total stockholders' equity/(deficit)

 

 

(1,619,225)

 

(1,523,886)

 

 

 

---------------------

 

---------------------

Total Liabilities and Shareholders' equity

 

$

386,682

$

384,219

 

 

 

============

 

============

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





2




ANTIVIRAL TECHNOLOGIES, INC.

(A Development Stage Company, Formerly Table Mesa Acquisitions, Inc.)

CONSOLIDATED STATEMENTS OF OPERATION AND COMPREHENSIVE LOSS

FOR THE THREE MONTHS ENDED MARCH 31, 2011 AND 2010 AND FROM SEPTEMBER 13, 2007
(INCEPTION) TO MARCH 31, 2011

(UNAUDITED)   (Stated in US Dollars)


 

 

Three month periods ended March 31

 

For the period from September 13, 2007

 

 

-------------------------------------

 

(Inception) to

 

 

2011

 

2010

 

March 31, 2011

 

 

---------------

 

---------------

 

------------------------

Revenue

$

-

$

-

$

-

 

 

---------------

 

---------------

 

------------------------

 

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

 

Selling and distribution costs

 

1,681

 

1,048

 

39,083

General and administrative expenses

 

94,112

 

107,695

 

1,463,720

 

 

---------------

 

---------------

 

------------------------

Loss from operations before other expense

 

(95,793)

 

(108,413)

 

(1,502,803)

 

 

 

 

 

 

 

Other expenses – net exchange gain / (loss)

 

2

 

68

 

(95,224)

Patents written off

 

-

 

-

 

(8,328)

Bad debt written off

 

-

 

-

 

(3,585)

Preliminary expenses

 

-

 

-

 

(1,393)

Interest income

 

3

 

6

 

14,335

Interest expense

 

-

 

-

 

(31,962)

 

 

---------------

 

---------------

 

------------------------

Net loss

 

(95,788)

 

(108,669)

 

(1,628,960)

Other comprehensive income

 

 

 

 

 

 

Foreign currency translation gain / (loss)

 

449

 

1,301

 

4,593

 

 

---------------

 

---------------

 

------------------------

Comprehensive loss

 

(95,339)

 

(107,368)

 

(1,624,367)

 

 

=========

 

=========

 

==============

 

 

 

 

 

 

 

Basic and diluted loss per common share

$

(0.00)

$

(0.00)

$

(0.01)

 

 

=========

 

=========

 

==============

Basic and diluted weighted average number of common shares *

 

150,000,000

 

150,000,000

 

148,234,749

 

 

=========

 

=========

 

==============


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




3




ANTIVIRAL TECHNOLOGIES, INC.

(A Development Stage Company, Formerly Table Mesa Acquisitions, Inc.)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY AND ACCUMULATED OTHER COMPREHENSIVE INCOME

FOR THE PERIOD FROM SEPTEMBER 13, 2007 (INCEPTION) TO 31 MARCH, 2011

(UNAUDITED)   (Stated in US Dollars)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

Accumulated other

 

Total

 

 

 

 

Common stock

paid-in

comprehensive

Accumulated

stockholders'

 

 

 

 

Shares

Amount

capital

income

deficit

equity (deficit)

 

 

 

 

 

US$

US$

US$

US$

US$

 

 

 

 

 

 

 

Balance at September 13, 2007 (inception)

-

-

-

-

-

-

Issuance of founder shares

147,000,000

147,000

(146,999)

-

-

1

Foreign currency translation adjustment

-

-

-

1,042

-

1,042

Net loss

-

-

-

-

(319,416)

(319,416)

 

---------------

-----------

-------------

---------------

--------------

---------------

Balance at December 31, 2007

147,000,000

147,000

(146,999)

1,042

(319,416)

(318,373)

Foreign currency translation adjustment

-

-

-

10

-

10

Net loss

-

-

-

-

(310,453)

(310,453)

 

---------------

-----------

-------------

---------------

--------------

---------------

Balance at December 31, 2008

147,000,000

147,000

(146,999)

1,052

(629,869)

(628,816)

Reverse acquisition

3,000,000

3,000

2,141

-

-

5,141

Foreign currency translation adjustment

-

-

-

492

-

492

Net loss

-

-

-

-

(462,012)

(462,012)

 

---------------

-----------

-------------

---------------

--------------

---------------

Balance at December 31, 2009

150,000,000

150,000

(144,858)

1,544

(1,091,881)

(1,085,195)

Foreign currency translation adjustment

-

-

-

2,600

-

2,600

Net loss

-

-

-

-

(441,291)

(441,291)

 

---------------

-----------

-------------

---------------

--------------

---------------

Balance at December 31, 2010

150,000,000

150,000

(144,858)

4,144

(1,533,172)

(1,523,886)

Foreign currency translation adjustment

-

-

-

449

-

449

Net loss

-

-

-

-

(95,788)

(95,788)

 

---------------

-----------

-------------

---------------

--------------

---------------

Balance at March 31, 2011

150,000,000

150,000

(144,858)

4,593

(1,628,960)

(1,619,225)

 

 

 

 

=========

=======

========

=========

========

=========

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






4




ANTIVIRAL TECHNOLOGIES, INC.

(A Development Stage Company, Formerly Table Mesa Acquisitions, Inc.)

STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2011 AND 2010 AND FROM SEPTEMBER 13, 2007 (INCEPTION) TO MARCH 31, 2011

(Stated in US Dollars)

 

 

 

Three month periods ended

 

For the period from

 

 

 

March 31

 

September 13, 2007

 

 

 

------------------------------------

 

(Inception) to

 

 

 

2011

 

2010

 

March 31, 2011

 

 

 

-----------------

 

-----------------

 

----------------------------

Cash flows from operating activities:

 

 

 

 

 

 

 

Net Loss

 

$

(95,788)

$

(108,669)

$

(1,628,960)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

Depreciation

 

 

317

 

310

 

6,862

Amortization

 

 

1,208

 

912

 

17,571

Written off on patents

 

 

-

 

-

 

8,328

(Increase) decrease in assets and liabilities:

 

 

 

 

 

 

 

Prepaid expenses, deposit

 

 

1,109

 

1,219

 

(6,789)

Other receivables

 

 

-

 

-

 

-

Accruals

 

 

2,327

 

10,268

 

159,512

Related party payables

 

 

-

 

-

 

490

Amounts due to directors and officers

 

 

56,848

 

62,682

 

527,214

Compensatory option issuances

 

 

-

 

-

 

560

 

 

 

----------------

 

------------------

 

----------------------------

Net cash generated/(used) in operating activities

 

 

(33,979)

 

(33,278)

 

(915,212)

Cash flows from investing activities:

 

 

 

 

 

 

 

Purchase of plant and equipment

 

 

(24)

 

7

 

(10,680)

Patents filing costs

 

 

(5,408)

 

(5,451)

 

(399,189)

 

 

 

----------------

 

----------------

 

----------------------------

Net cash used in investing activities

 

 

(5,432)

 

(5,444)

 

(409,869)

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

Amount due to the shareholder

 

 

22,648

 

34,389

 

1,266,903

Director’s advancement

 

 

15,980

 

-

 

51,788

Sales of common stock

 

 

-

 

-

 

21,000

 

 

 

----------------

 

----------------

 

----------------------------

Net cash (used in) provided by financing activities

 

 

38,628

 

34,389


 

1,339,691

 

 

 

----------------

 

----------------

 

----------------------------

Net increase/(decrease) in cash and cash equivalents

 

 

(783)

 

(4,333)

 

14,610

Effect of exchange rate changes on cash and cash equivalents

 

 

445

 

1,280

 

(11,815)

Cash and cash equivalents – beginning of year

 

 

3,134

 

10,599

 

-

 

 

 

----------------

 

----------------

 

----------------------------

Cash and cash equivalents – end of year

 

$

2,796

$

7,546

$

2,795

 

 

 

===========

 

===========

 

=================

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

Interest paid

 

$

-

$

-

$

31,962

 

 

 

===========

 

===========

 

================

Income taxes paid

 

$

-

$

-

$

-

 

 

 

===========

 

===========

 

================

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

*

In 2009, the issuance of Common Stock for the acquisition of Obio (H.K.) of $147,000 by issuance of 147 million shares is not included in the Consolidated Cash Flow Statements due to non-cash in nature.




5



ANTIVIRAL TECHNOLOGIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2011   (UNAUDITED)

(Stated in US Dollars)


NOTE 1.  ORGANIZATION AND PRINCIPAL ACTIVITY


Antiviral Technologies, Inc. (“the Company”) was incorporated in the state of Nevada on September 13, 2007, as Table Mesa Acquisitions, Inc., and on October 13, 2009, changed its name to Antiviral Technologies, Inc.  On October 14, 2009, the Company acquired Obio Pharmaceutical (H.K.) Ltd (“Obio HK”), and its wholly-owned subsidiary, Beijing Obio Pharmaceutical Co., Ltd (“Beijing Obio”) in a share exchange transaction (the “Share Exchange”). This transaction was accounted for as a “reverse merger” with Obio HK deemed to be the accounting acquirer and the Company as the legal acquirer.  Consequently, the assets and liabilities and the historical operations that are reflected in the financial statements for periods prior to the Share Exchange are those of Obio HK, recorded at its historical cost basis. After completion of the Share Exchange, the Company’s consolidated financial statements  include the assets and liabilities of both the Company and Obio HK, the historical operations of Obio HK and the operations of the Company and its subsidiaries from the closing date of the Share Exchange.


Obio HK is a Hong Kong corporation which was formed on June 28, 1999 as Pacific Cosmos Investment Limited. After formation, it had several name changes including a change to J & P Capital (Hong Kong) Limited, on August 27, 1999, a change to Omega-Pharma (Hong Kong) Limited, on May 21, 2003, a change to Omega-BioPharma (HK) Limited, on December 10, 2003, and finally, a change to its current name, Obio Pharmaceutical (H.K.) Limited, on March 2, 2009.


Beijing Obio was incorporated under the laws of the PRC as a limited company on January 2, 2008.


The Company and its subsidiaries (hereinafter, collectively referred to as the “Group”) are engaged in human pharmaceutical research and development.


NOTE 2  UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN


The Company's financial statements are prepared using the generally accepted accounting principles 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 generated revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate significant earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the ability of the Company to obtain necessary equity financing to continue operations and the attainment of profitable operations.


As of March 31, 2011, the Company has not generated any revenue and has incurred an accumulated deficit since inception totaling $1,628,960 at March 31, 2011 and its current liabilities exceed its current assets by $1,996,323. These financial statements do not include any adjustments relating to the classification of liabilities that might be necessary should the Company be unable to continue as a going concern. These factors noted above raise substantial doubts regarding the Company's ability to continue as a going concern.


NOTE 3  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


(a)

Method of Accounting

The Company maintains its general ledger and journals with the accrual method accounting for financial reporting purposes. The consolidated financial statements and notes are representations of management.  Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States of America and have been consistently applied in the presentation of consolidated financial statements.


(b)

Principles of consolidation

The consolidated financial statements are presented in US Dollars and include the accounts of the Company and its subsidiary.  All significant inter-company balances and transactions are eliminated in consolidation.


The Company owned its subsidiary soon after its inception and continued to own the equity’s interests through March 31, 2011.  The following table depicts the identity of the subsidiary:



6



ANTIVIRAL TECHNOLOGIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2011   (UNAUDITED)

(Stated in US Dollars)


NOTE 3  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


 

 

 

 

Attributable equity

 

Registered

Name of subsidiary

 

Place of Incorporation

 

interest %

 

capital

 

 

 

 

 

 

 

Obio Pharmaceutical (H.K.) Ltd

 

Hong Kong

 

100

 

$1

 

 

 

 

 

 

 

Beijing Obio Pharmaceutical Co., Ltd

 

PRC

 

100

 

$200,000


(c)

Use of estimates


The preparation of the consolidated financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods.  Management makes these estimates using the best information available at the time the estimates are made; however actual results could differ materially from those estimates.


(d)

Economic and political risks


The Company’s operation is conducted in the PRC. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environment in the PRC, and by the general state of the PRC economy.

 

The Company’s operations in the PRC are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company’s results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things.


(e)

Property, plant and equipment


Plant and equipment are carried at cost less accumulated depreciation.  Depreciation is provided over their estimated useful lives, using the straight-line method. Estimated useful lives of the plant and equipment are as follows:


Office equipment

5 years

Testing equipment

5 years


The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the statement of operation.


(f)

Patents


Patents that are acquired by the Company and/or self-invented are stated as cost less accumulated amortisation. Amortisation is provided over the respective useful lives, using the straight-line method.  Estimated useful lives of the patents are 20 years.


(g)

Accounting for the impairment of long-lived assets


The Company periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in ASC No. 360. The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognised based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are



7



ANTIVIRAL TECHNOLOGIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2011   (UNAUDITED)

(Stated in US Dollars)


NOTE 3  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


determined in a similar manner, except that fair market values are reduced for the cost to dispose.


During the reporting years, there was no impairment loss.


(h)

Cash and cash equivalents


The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. The Company maintains bank accounts in the Hong Kong. The subsidiaries of the Company maintain bank accounts in Hong Kong and the PRC.


(i)

Income taxes


The Company accounts for income tax using an asset and liability approach and allows for recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.  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 realization is uncertain.


(j)

Foreign currency translation


The accompanying consolidated financial statements are presented in United States dollars. The functional currency of the Company is the Hong Kong Dollar (HK$) and Renminbi (RMB). The consolidated financial statements are translated into United States dollars from RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred.


The exchange rates used to translate amounts in HK$ and RMB into USD for the purposes of preparing the consolidated financial statements were as follows:


 

 

March 31, 2011

 

December 31, 2010

 

March 31, 2010

Twelve months ended

HKD : USD exchange rate

 

 

 

7.7832

 

 

Three months ended

HKD : USD exchange rate

 

7.78870

 

 

 

7.7647

Average three months ended

HKD : USD exchange rate

 

7.78785

 

 

 

7.7639


 

 

March 31, 2011

 

December 31, 2010

 

March 31, 2010

Twelve months ended

RMB : USD exchange rate

 

 

 

6.5920

 

 

Three months ended

RMB : USD exchange rate

 

6.5701

 

 

 

6.8361

Average three months ended

RMB : USD exchange rate

 

6.5894

 

 

 

6.83603


The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions.  No representation is made that the RMB amounts could have been, or could be, converted into USD at the rates used in translation. In addition, the current foreign exchange control policies applicable in PRC also restrict the transfer of assets or dividends outside the PRC.


(k)

Comprehensive income


Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and



8



ANTIVIRAL TECHNOLOGIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2011   (UNAUDITED)

(Stated in US Dollars)


NOTE 3  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


distributions to owners.  Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a financial statement that is presented with the same prominence as other consolidated financial statements. The Company’s current component of comprehensive income is the net income and foreign currency translation adjustment.


(l)

Recently implemented standards


These Accounting Standards Updates should be applied on a prospective basis for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, with earlier application permitted.  Alternatively, an entity can elect to adopt these standards on a retrospective basis, but both these standards must be adopted in the same period using the same transition method.  The Company expects to apply this standard on a prospective basis for revenue arrangements entered into or materially modified beginning January 1, 2011.  It is expected the adoption of this Statement will have no material effect on the Company’s Financial Statements.


ASC Update (“ASU”) No. 2010-01, Equity (Topic 505): Accounting for Distributions to Shareholders with Components of Stock and Cash. This update clarifies that the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a potential limitation on the total amount of cash that all shareholders can elect to receive in the aggregate is considered a share issuance that is reflected in earnings per share prospectively and is not a stock dividend. This ASU codified the consensus reached in EITF Issue No. 09-E “Accounting for Stock Dividends, Including Distributions to Shareholders with Components of Stock and Cash”. ASU 2010-01 is effective for interim and annual periods ending on or after December 15, 2009, and should be applied on a retrospective basis. The adoption of this update did not have any material impact on the Company’s financial statements.


ASC Updated (“ASU”) No. 2010-02, Consolidation (Topics 810) – Accounting and Reporting for Decreases in Ownership of a Subsidiary - A Scope Clarification.  This update provides guidance for non-controlling interests and changes in ownership interests of a subsidiary. An entity is required to deconsolidate a subsidiary when the entity ceases to have a controlling financial interest in the subsidiary. Upon deconsolidation of a subsidiary, an entity recognizes a gain or loss on the transaction and measures any retained investment in the subsidiary at fair value. The gain or loss includes any gain or loss associated with the difference between the fair value of the retained investment in the subsidiary and its carrying amount at the date the subsidiary is deconsolidated. In contrast, an entity is required to account for a decrease in its ownership interest of a subsidiary that does not result in a change of control of the subsidiary as an equity transaction.  The adoption of this update did not have any material impact on the Company’s financial statements.


ASC Update (“ASU”) No. 2010-06, Fair Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements. This update requires some new disclosures and clarifies some existing disclosure requirements about fair value measurement as set forth in Codification Subtopic 820-10. The FASB’s objective is to improve these disclosures and, thus, increase the transparency in financial reporting. Specifically, ASU 2010-06 amends Codification Subtopic 820-10 to now require:


•A reporting entity should disclose separately the amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and describe the reasons for the transfers; and

In the reconciliation for fair value measurements using significant unobservable inputs, a reporting entity should present separately information about purchases, sales, issuances, and settlements.


In addition, ASU 2010-06 clarifies the requirements of the following existing disclosures:

For purposes of reporting fair value measurement for each class of assets and liabilities, a reporting entity needs to use judgment in determining the appropriate classes of assets and liabilities; and

A reporting entity should provide disclosures about the valuation techniques and inputs used to measure fair value for both recurring and nonrecurring fair value measurements.

ASU 2010-06 is effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements.



9



ANTIVIRAL TECHNOLOGIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2011   (UNAUDITED)

(Stated in US Dollars)


NOTE 3  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


Those disclosures are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years. Early application is permitted.


ASC Update (“ASU”) No. 2010-09, Subsequent Events (Topic 855): Amendments to Certain Recognition and Disclosure Requirements. This update is to remove the requirement for an SEC filer to disclose a date through which subsequent events have been evaluated in both issued and revised financial statements. Revised financial statements include financial statements revised as a result of either correction of an error or retrospective application of U.S. GAAP. The FASB also clarified that if the financial statements have been revised, then an entity that is not an SEC filer should disclose both the date that the financial statements were issued or available to be issued and the date the revised financial statements were issued or available to be issued. The FASB believes these amendments remove potential conflicts with the SEC’s literature.

In addition, the amendments in the ASU requires an entity that is a conduit bond obligor for conduit debt securities that are traded in a public market to evaluate subsequent events through the date of issuance of its financial statements and must disclose such date. All of the amendments in the ASU were effective upon issuance (February 24, 2010) except for the use of the issued date for conduit debt obligors. That amendment is effective for interim or annual periods ending after June 15, 2010.


ASC Update (“ASU”) No. 2010-10, Consolidation (Topic 810): Amendments for Certain Investment Funds. This update is to defer the effective date of certain amendments to the consolidation requirements of FASB Accounting Standards CodificationTM (Codification) Topic 810, Consolidation, resulting from the issuance of FASB Accounting Standard No. 167, Amendments to FASB Interpretation 46(R). Specifically, the amendments to the consolidation requirements of Topic 810 resulting from the issuance of Statement 167 are deferred for a reporting entity’s interest in an entity:

?

That has all the attributes of an investment company; or

?

For which it is industry practice to apply measurement principles for financial reporting purposes that are consistent with those followed by investment companies.

The ASU does not defer the disclosure requirements in the Statement 167 amendments to Topic 810. The amendments in this ASU are effective as of the beginning of a reporting entity's first annual period that begins after November 15, 2009, and for interim for interim periods within that first annual reporting period. Early application is not permitted.


ASC Update (“ASU”) No. 2010-13, Compensation – Stock Compensation (Topic 718): Effect of Denominating the Exercise Price of a Share-Based Payment Award in the Currency of the Market in Which the Underlying Equity Security Trades. This update is to codify the consensus reached in EITF Issue No. 09-J, “Effect of Denominating the Exercise Price of a Share-Based Payment Award in the Currency of the Market in Which the Underlying Equity Security Trades.” The amendments to the Codification clarify that an employee share-based payment award with an exercise price denominated in the currency of a market in which a substantial portion of the entity’s equity shares trades should not be considered to contain a condition that is not a market, performance, or services condition. Therefore, an entity would not classify such an award as a liability if it otherwise qualifies as equity. The adoption of this update did not have any material impact on the Company’s financial statements.


ASC Update (“ASU”) No. 2010-21, Accounting for Technical Amendments to Various SEC Rules and Schedules. This update amends various SEC paragraphs in the FASB Accounting Standards Codification pursuant to SEC Final Rule, “Technical Amendments to Rules Forms, Schedules and Codification of Financial Reporting Policies”. The adoption of this update did not have any material impact on the Company’s financial statements.


ASC Update (“ASU”) No. 2010-22, Accounting for Various Topics. This update amends various SEC paragraphs in the FASB Accounting Standards Codification based on external comments received and the issuance of Staff Accounting Bulletin (SAB) No. 112 which amends or rescinds portion of certain SAB topics. SAB 112 was issued to bring existing SEC guidance into conformity with ASC 805 “Business Combination” and ASC 810 “Consolidation”. The adoption of this update did not have any material impact on the Company’s financial statements.





10



ANTIVIRAL TECHNOLOGIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2011   (UNAUDITED)

(Stated in US Dollars)


NOTE 3  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


ASC Update (“ASU”) No. 2010-22, Business Combinations (Topic 805): Disclosure of Supplementary Pro Forma Information for Business Combinations. This update reflects the decision reached in EITF Issue No. 10-G. The amendments in this ASU affect any public entity as defined by Topic 805, Business Combinations, that enters into business combinations that are material on an individual or aggregate basis. The amendments in this ASU specify that if a public entity presents comparative financial statements, the entity should disclose revenue and earnings of the combined entity as though the business combination(s) that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period only. The amendments also expand the supplemental pro forma disclosures to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. The amendments are effective prospectively for business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2010. Early adoption is permitted.


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 4  CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS


Financial instruments which potentially expose the Company to concentrations of credit risk, consists of cash and other receivables as of March 31, 2011 and 2010. The Company performs ongoing evaluations of its cash position and credit evaluations to ensure collections and minimize losses.


As of March 31, 2011 and 2010, the Company’s bank deposits were all placed with banks in Hong Kong and the PRC where there is currently no rule or regulation in place for obligatory insurance of bank accounts.


The maximum amount of loss due to credit risk that the Company would incur if the counter parties to the financial instruments failed to perform is represented the carrying amount of each financial asset in the balance sheet.



NOTE 5  PROPERTY, PLANT AND EQUIPMENT, NET


Property and equipment is summarized as follows:

 

 

As of March 31, 2011

 

As of December 31, 2010

 

 

--------------------------

 

-------------------------------

Cost

 

 

 

 

 

 

 

 

 

Plant and Machinery

$

3,876

$

3,879

Furniture, fixture and equipment

 

1,703

 

1,692

Office equipment

 

5,101

 

5,085

 

 

-----------------------

 

-----------------------

 

 

10,680

 

10,656

Accumulated depreciation

 

(6,906)

 

(6,582)

 

 

-----------------------

 

-----------------------

 

 

 

 

 

 

$

3,774

$

4,074

 

 

==============

 

==============


Depreciation expenses included in the general and administrative expenses for the three months ended March 31, 2011 and for the year ended December 31, 2010 were $317 and $1,247.





11




ANTIVIRAL TECHNOLOGIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2011   (UNAUDITED)

(Stated in US Dollars)


NOTE 6  PATENTS, NET


Patents are summarized as follows:


 

 

As of March 31, 2011

 

As of December 31, 2010

 

 

---------------------------

 

-------------------------------

Cost

 

 

 

 

 

 

 

 

 

Patents

$

324,098

$

318,644

License

 

66,764

 

66,810

 

 

-----------------------

 

-----------------------

 

 

390,862

 

385,454

Accumulated amortisation

 

(17,538)

 

(16,342)

 

 

-----------------------

 

-----------------------

 

 

 

 

 

 

$

373,324

$

369,112

 

 

==============

 

==============


Amortization included in the general and administrative expenses for the three months ended March 31, 2011 and for the year ended December 31, 2010 were $1,208 and $4,020.



NOTE 7  AMOUNTS DUE TO DIRECTORS AND OFFICERS


Amounts due to directors and officers were the amount due to Mr. Francis Chi, director, Dr. Bill Piu Chan, Director and Chief Executive Officer, Mr. Kin Chung Cheng, Director and Chief Financial Officer and Dr. Jess Gilbert Thoene, Director and Chief Technical Officer and was unsecured, interest free and repayable upon completion of any fund raising exercise of Obio HK or ATI. The balances due to directors and officers are $579,002 and $506,174 as of March 31, 2011 and December 31, 2010 respectively.



NOTE 8  AMOUNT DUE TO THE SHAREHOLDER


Amount due to the shareholder was unsecured, interest free and does not have a fixed repayment date.



NOTE 9  CAPITALIZATION


As a result of the share exchange transaction on October 14, 2009, which is being accounted for as a “reverse merger,” the Group’s capital structure has changed. Following completion of the share exchange transaction, the Company has a total of 150,000,000 shares of $0.001 par value common stock issued and outstanding.  The paid-in capital is $150,000 with additional paid-in capital of ($144,858).




NOTE 10  RELATED PARTY TRANSACTIONS


In the normal course of its business, the group carried out the following related party transactions during the three months ended March 31, 2011 and 2010.


 

 

For the three months ended

 

 

2011

 

2010

 

 

 

 

 

Company secretarial fee paid to related parties (a)

$

498

$

500

 

 

 

 

 

 

 

 

 

 



12






ANTIVIRAL TECHNOLOGIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2011   (UNAUDITED)

(Stated in US Dollars)


(a)

The company secretarial fee was paid to related companies controlled by Chan Kin Man, Eddie, a director of the shareholder.



NOTE 11  FAIR VALUE OF FINANCIAL INSTRUMENTS


The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties.  The carrying amounts of financial assets and liabilities, such as cash and cash equivalents, prepaid expenses, amount due from/to a director/officers/fellow subsidiary/holding company, other receivables, and accruals approximate their fair values because of the short maturity of these instruments and the availability of the market rates of interest.



NOTE 12  SEGMENT INFORMATION


The Company is principally engaged in business of human pharmaceutical research and development.  No significant revenues are derived during the reporting periods. Accordingly, no analysis of the Company’s sales and assets by geographical market is presented.



NOTE 13 SUBSEQUENT EVENTS


In preparing these financial statements, the Company evaluated the events and transactions that occurred from April 1,

2011 through May 14, 2011, the date these financial statements were issued. The Company has made the required additional disclosures in reporting periods in which subsequent events occur.





























13



ITEM 2.   MANAGEMENT’S DISCUSSIONS AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.


SPECIAL NOTE OF CAUTION REGARDING FORWARD-LOOKING STATEMENTS


CERTAIN STATEMENTS IN THIS REPORT, INCLUDING STATEMENTS IN THE FOLLOWING DISCUSSION, ARE WHAT ARE KNOWN AS "FORWARD LOOKING STATEMENTS", WHICH ARE BASICALLY STATEMENTS ABOUT THE FUTURE. FOR THAT REASON, THESE STATEMENTS INVOLVE RISK AND UNCERTAINTY SINCE NO ONE CAN ACCURATELY PREDICT THE FUTURE. WORDS SUCH AS "PLANS," "INTENDS," "WILL," "HOPES," "SEEKS," "ANTICIPATES," "EXPECTS "AND THE LIKE OFTEN IDENTIFY SUCH FORWARD LOOKING STATEMENTS, BUT ARE NOT THE ONLY INDICATION THAT A STATEMENT IS A FORWARD LOOKING STATEMENT. SUCH FORWARD LOOKING STATEMENTS INCLUDE STATEMENTS CONCERNING OUR PLANS AND OBJECTIVES WITH RESPECT TO THE PRESENT AND FUTURE OPERATIONS OF THE COMPANY, AND STATEMENTS WHICH EXPRESS OR IMPLY THAT SUCH PRESENT AND FUTURE OPERATIONS WILL OR MAY PRODUCE REVENUES, INCOME OR PROFITS. NUMEROUS FACTORS AND FUTURE EVENTS COULD CAUSE THE COMPANY TO CHANGE SUCH PLANS AND OBJECTIVES OR FAIL TO SUCCESSFULLY IMPLEMENT SUCH PLANS OR ACHIEVE SUCH OBJECTIVES, OR CAUSE SUCH PRESENT AND FUTURE OPERATIONS TO FAIL TO PRODUCE REVENUES, INCOME OR PROFITS. THEREFORE, THE READER IS ADVISED THAT THE FOLLOWING DISCUSSION SHOULD BE CONSIDERED IN LIGHT OF THE DISCUSSION OF RISKS AND OTHER FACTORS CONTAINED IN THIS REPORT ON FORM 10-Q AND IN THE COMPANY'S OTHER FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. NO STATEMENTS CONTAINED IN THE FOLLOWING DISCUSSION SHOULD BE CONSTRUED AS A GUARANTEE OR ASSURANCE OF FUTURE PERFORMANCE OR FUTURE RESULTS.


Overview


History


The Registrant was incorporated in the state of Nevada on September 13, 2007, as Table Mesa Acquisitions, Inc., and on October 13, 2009, changed its name to Antiviral Technologies, Inc..  On October 14, 2009, the Registrant acquired Obio Pharmaceutical (H.K.) Limited, and its wholly-owned subsidiary, Beijing Obio Pharmaceutical Co., Ltd. in a share exchange transaction.  This transaction was accounted for as a “reverse merger” with Obio HK deemed to be the accounting acquirer and the Registrant as the legal acquirer.  Consequently, the assets and liabilities and the historical operations that are reflected in the financial statements for periods prior to the share exchange transaction are those of Obio HK, recorded at its historical cost basis. Following completion of the share exchange transaction, the Registrant’s consolidated financial statements include the assets and liabilities of both the Registrant and Obio HK, the historical operations of Obio HK and the operations of the Registrant and its subsidiaries from October 14, 2009, the closing date of the share exchange transaction.


Corporate Background


We are a development stage biotechnology company utilizing Cysteamine compositions in the development of antiviral drugs for human application.  We have been assigned rights in certain patents and have obtained licenses to use certain technology owned by Walcom Group Limited.  The rights assigned or licensed to us by Walcom include its proprietary micro-encapsulation technology for cysteamine. We intend to use the rights assigned or licensed to us by Walcom Group, which were developed by Walcom Group for use in develop of products for animals, in conjunction with efforts to develop products for human application.  


Because we are in the development stage of operations the relationships between revenue, cost of revenue, and operating expenses reflected in our financial statements are not necessarily indicative of the relationship between and among such items as we expand and as we progress towards operations. Accordingly, there is currently no basis upon which we are able to provide a meaningful comparison of our results of operation for one period as compared to another period.


Liquidity and Capital Resources


As of March 31, 2011, we had current assets of $9,584 consisting of cash and cash equivalents of $2,795 as well as deposits and prepayments of $6,789.  As of March 31, 2011, our total assets were $386,682, consisting primarily of the net value of patents of $373,324.


14




As of March 31, 2011, our current liabilities were $2,005,907, consisting primarily of amounts due to our holding company in the amount of $1,266,903, which are unsecured, interest free and repayable upon demand.


As described more fully below under Plan of Operations, our plan of operations calls for significant expenditures in connection with conducting additional research and development activities and conducting clinical trials TG 21.


Plan of Operations


Our plan of operations for the fiscal year ending December 31, 2011, is to continue to conduct additional research and development activities regarding TG 21 and other potential antiviral solutions for various viruses.  Our initial consideration will be to begin pre-clinical and clinical trials in China in cooperation with the South China Center for Innovative Pharmaceuticals (SCCIP), to undertake efforts in the United Kingdom directed toward international recognition of TG 21, to conduct additional research and development in India and to prepare for filing of additional patent applications in various countries.


We currently estimate that we will require approximately US$7 million to conduct initial clinical trials and the additional research and development activities described above, and approximately US$3 million for working capital purposes.  We do not currently have any arrangements in place to obtain the necessary financing for these activities and may not be able to find such financing on terms which are acceptable to us. We believe the most likely source of additional financing presently available to us is through sale of equity capital after, or in conjunction with, the process of establishing a public trading market for our shares.  There can be no assurance that a trading market will be established, or we will be able to raise additional capital on terms we consider satisfactory, either after, or in conjunction with, the establishment of a trading market for our shares.


We have no current sources of liquidity other than cash on hand.  We do not have in place any line of credit or other credit facility, and our lack of revenue and our assets with which to be collateralized of a loan would make borrowings from conventional financial institutions or funds a difficulty. For this reason, we believe that the most feasible source of funds currently available to us is from the offer and sale of equity securities, or debt securities convertible into equity securities either after, or in conjunction with, the establishment of a public trading market for our shares.


Going Concern Consideration


The Company is a development stage company. The Company incurred a net loss of $95,788 for the three months ended March 31, 2011 and has accumulated net loss of $1,628,960 as at March 31, 2011. The Company's ability to continue as a going concern must be considered in light of the problems, expenses and complications frequently encountered in emerging markets and the competitive environment in which the Company operates. The Company is pursuing financing for its operations. Failure to secure such financing and to raise additional equity capital may result in the Company depleting its available funds and not being able to pay its obligations. These financial statements do not include any adjustment to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.



ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


Not Applicable



ITEM 4.  CONTROLS AND PROCEDURES.


Disclosure Controls and Procedures


The Securities and Exchange Commission defines the term “disclosure controls and procedures” to mean a company's controls and other procedures of an issuer that are designed to ensure that information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the


15



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 by an issuer in the reports that it files or submits under the Securities Exchange Act of 1934 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.  The Company maintains such a system of controls and procedures in an effort to ensure that all information which it is required to disclose in the reports it files under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified under the SEC's rules and forms and that information required to be disclosed is accumulated and communicated to principal executive and principal financial officers to allow timely decisions regarding disclosure.


As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures.  Based on this evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures are designed to provide reasonable assurance of achieving the objectives of timely alerting them to material information required to be included in our periodic SEC reports and of ensuring that such information is recorded, processed, summarized and reported with the time periods specified.  Our chief executive officer and chief financial officer also concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report to provide reasonable assurance of the achievement of these objectives.  


Changes in Internal Control over Financial Reporting


There was no change in the Company's internal control over financial reporting during the period ended March 31, 2011, that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.
































16



PART II   OTHER INFORMATION



ITEM 1.   LEGAL PROCEEDINGS


The Company is not a party to any pending legal proceedings, and no such proceedings are known to be contemplated. No director, officer or affiliate of the Company, and no owner of record or beneficial owner of more than 5.0% of the securities of the Company, or any associate of any such director, officer or security holder is a party adverse to the Company or has a material interest adverse to the Company in reference to pending litigation.



ITEM 1A. RISK FACTORS


Smaller reporting companies are not required to provide the information required by this item.



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.


 3.1

Original Articles of Incorporation filed with the State of Nevada on September 13, 2007, incorporated by reference from exhibit to Form 10 filed with the Securities and Exchange Commission on October 8, 2008 (incorporated by reference from exhibit to Form 8-K filed with the Securities and Exchange Commission on October 22, 2009).

 3.2

Bylaws incorporated by reference from exhibit to Form 10 filed with the Securities and Exchange Commission on October 8, 2008 (incorporated by reference from exhibit to Form 8-K filed with the Securities and Exchange Commission on October 22, 2009).

 31.1

Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange

Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act

of 2002.*

 31.2

Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange

Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act

of 2002.*

 32.1

Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906

of the Sarbanes-Oxley Act of 2002.*

 32.2

Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906

of the Sarbanes-Oxley Act of 2002.*


* filed herewith




17



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.





ANTIVIRAL TECHNOLOGIES, INC.






By:

/s/ Bill Piu Chan

--------------------------------------------------

Bill Piu CHAN, Chief Executive Officer

Date:  May 15, 2011.






By:

/s/  Kin Chung Cheng

-------------------------------------------------------

Kin Chung CHENG, Chief Financial Officer

Date:  May 15, 2011.





18