Attached files
| file | filename |
|---|---|
| EXCEL - IDEA: XBRL DOCUMENT - TOA Distribution Systems Inc. | Financial_Report.xls |
| EX-32.1 - TOA Distribution Systems Inc. | ex32-1.htm |
| EX-31.1 - TOA Distribution Systems Inc. | ex31-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal Quarter ended September 30, 2011
OR
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ____________ to ____________
TOA DISTRIBUTION SYSTEMS INC
(formerly Skyhigh Resources, Inc.)
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 26-2746101 |
| (State of other jurisdiction of | (I.R.S. Employer |
| incorporation or organization) | Identification No.) |
1791 Marcy Lynn Court
San Jose, CA 95124
(Address of Principal Executive Offices) (Zip Code)
Former address
859 South Haskell, Central Point, OR 97502
408-239-4080
(Registrant's Telephone Number, including Area Code)
Securities Registered Pursuant to Section 12(B) of the Act: None
Securities Registered Pursuant to Section 12(G) of the Act:
Common Stock, par value $.001 per share
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No þ
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 þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).. Yes x No o
Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter)
is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-Q or any amendment to this Form 10-Q þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer or a smaller reporting company. See definition of " large accelerated filer," or a smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o Accelerated filer o Non-accelerated filer o Smaller reporting company þ
Indicate by check mark if the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes þ No o
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed fiscal quarter September 30, 2011 was $ $0.00 based on common shares outstanding of 47,100,060.
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date.
47,100,060 shares of Common Stock, $0.001 par value, as of November 21, 2011
Documents incorporated by reference - None
Part 1 – FINANCIAL INFORMATION
| Item 1: |
FINANCIAL STATEMENTS
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F-1
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Unaudited Condensed Balance Sheets as of September 30, 2011 and March 31, 2011
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Unaudited Condensed Statements of Operations for the Six months ended September 30, 2011 and June 30, 2010
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Unaudited Condensed Statements Cash Flows for the Six months ended June 30, 2011 and June 30, 2010
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Notes to Unaudited Financial Statements
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| Item 2. |
Management’s Discussion and Analysis of Financial Conditions and Results of Operations
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1
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| Item 3. |
Controls And Procedures
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2
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| PART II – OTHER INFROMATION | ||||
| Item 1. |
Legal Procedures
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3
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| Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds
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3
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| Item 3. |
Default Upon Senior Securities
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3
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| Item 4. |
Submission Of Matters To A Vote Of Security Holders
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3
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| Item 5. |
Other Information
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3
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| Item 6. |
Exhibits
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3
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Signatures
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4
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ITEM 1- FINACIAL STATEMENTS
TOA Distribution Systems Inc
(formerly known as Skyhigh Resources Inc)
A Development Stage Company
Condensed Balance Sheets
September 30, 2011
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Page
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Financial Statements:
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F-1
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Balance Sheet
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F-2
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Statement of Operations
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F-3
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Statement of Cash Flow
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F-4
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Notes to Financial Statements
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F-1
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TOA Distribution Systems Inc
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(formerly known as Skyhigh Resources Inc)
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A Development Stage Company
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Condensed Balance Sheets
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(Unaudited)
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At September
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At March
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| 30, 2011 | 31, 2011 | |||||||
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ASSETS
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Cash
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$ | 6,147 | $ | 97 | ||||
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Total Current Assets
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6,147 | 97 | ||||||
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LIABILITIES
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Current Liabilities
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Accrued Expenses
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4,465 | 8,000 | ||||||
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Accounts Payable
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- | 19 | ||||||
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Loans Payable Related Parties- Principal (Note 4)
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43,122 | 23,127 | ||||||
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Loans Payable Related Parties- Accrued Interest (Note 4)
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4,841 | 3,110 | ||||||
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Total Current Liabilities
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$ | 52,428 | $ | 34,256 | ||||
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STOCKHOLDERS’ EQUITY (DEFICIT)
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Capital Stock
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Preferred Shares - 10,000,000 Shares Authorized, at $0.001
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per share - Zero Issued and Outstanding
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Common Stock - 250,000,000 authorized at $0.001 par value
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47,100,060 Issued and Outstanding at September 30, 2011
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and March 31, 2011, respectively
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47,100 | 47,100 | ||||||
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Additional paid-in capital
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49,650 | 49,650 | ||||||
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Deficit Accumulated During the Development Stage
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(143,031 | ) | (130,909 | ) | ||||
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Total Stockholders’ Equity (Deficit)
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$ | (46,281 | ) | $ | (34,159 | ) | ||
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Total Liabilities and Stockholders’ Equity
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$ | 6,147 | $ | 97 | ||||
The accompanying notes are an integral part of these Financial Statements
F-2
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TOA Distribution Systems Inc
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(formerly known as Skyhigh Resources Inc)
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A Development Stage Company
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Condensed Statements of Operations
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(Unaudited)
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3 Month Period Ending September 30, 2011
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3 Month Period Ending September 30, 2010
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6 Month Period Ending September 30, 2011
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6 Month Period Ending September 30, 2010
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Cumulative Amounts from Date of Incorporation April 2, 2007 to September 30, 2011
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Revenue
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$0 | $0 | $0 | $0 | $0 | |||||||||||||||
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Expenses
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General and Administrative
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6,104 | 1,361 | 10,391 | 1,361 | 69,186 | |||||||||||||||
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Impairment Expense-Mining Claim
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- | - | - | 26,250 | ||||||||||||||||
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Impairment Expense-Distribution Agmt
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- | - | - | 42,500 | ||||||||||||||||
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Total Expenses
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6,104 | 1,361 | 10,391 | 1,361 | 137,936 | |||||||||||||||
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Net Loss from Operations
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(6,104 | ) | (1,361 | ) | (10,391 | ) | (1,361 | ) | (137,936 | ) | ||||||||||
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Other Income and (Expense)
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Foreign Exchange
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- | - | - | (2 | ) | 33 | ||||||||||||||
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Interest
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(1,043 | ) | (555 | ) | (1,731 | ) | (1,094 | ) | (5,128 | ) | ||||||||||
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Provision for Income Tax
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- | - | - | |||||||||||||||||
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Net Loss For The Period
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(7,147 | ) | (1,916 | ) | (12,122 | ) | (2,457 | ) | (143,031 | ) | ||||||||||
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Basic And Diluted Loss Per Common Share
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$ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | ||||||||
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Weighted Average Number of Common Shares Outstanding
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47,100,060 | 47,100,060 | 47,100,060 | 47,100,060 | ||||||||||||||||
The accompanying notes are an integral part of these Financial Statements
F-3
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TOA Distribution Systems Inc
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(formerly known as Skyhigh Resources Inc)
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A Development Stage Company
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Condensed Statements of Cash Flows
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(Unaudited)
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6 Month Period Ending September 30, 2011
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6 Month Period Ending September 30, 2010
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Cumulative Amounts from Date of Incorporation April 2, 2007 to September 30, 2011
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Operating Activities
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Net Income (Loss)
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(12,122 | ) | (2,457 | ) | (143,031 | ) | ||||||
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Adjustments To Reconcile Net Loss To Net Cash Provided by Operations
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- | - | - | |||||||||
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Stock Issued for Company Expenses paid by Related Parties
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- | - | 22,000 | |||||||||
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Company Expenses paid by Related Parties
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19,995 | 1,360 | 31,390 | |||||||||
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Impairment of mining Property
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- | - | 26,250 | |||||||||
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Impairment -Distribution License
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- | - | 42,500 | |||||||||
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Change in Assets and Liabilities
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Increase (decrease) accounts payable
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(19 | ) | (316 | ) | - | |||||||
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Increase (decrease) in accrued expenses
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(3,535 | ) | - | 4,465 | ||||||||
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Increase (Decrease) in Accrued Interest-Related Party
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1,731 | 1,094 | 4,841 | |||||||||
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Net Cash Provided (Used) by Continuing Operating Activities
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6,050 | (319 | ) | (11,585 | ) | |||||||
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Net Cash Provided (Used) by Investing Activities
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- | - | - | |||||||||
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Investing Activities
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Net Cash Provided (Used) by Investing Activities
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- | - | - | |||||||||
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Financing Activities
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Cash provided by (Used for) Notes Payable Related Party
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- | - | 11,732 | |||||||||
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Stock Issued for Cash
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- | - | 6,000 | |||||||||
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Net Cash Provided (Used) by Financing Activities
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- | 0 | 17,732 | |||||||||
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Increase (Decrease) in Cash from Continuing Operations
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6,050 | (319 | ) | 6,147 | ||||||||
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Cash and Cash Equivalents at Beginning of Period
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97 | 844 | - | |||||||||
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Cash and Cash Equivalents at End of Period
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6,147 | 525 | 6,147 | |||||||||
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Supplemental Information
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Cash Paid For:
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Income Taxes
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- | - | - | |||||||||
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Non-Cash Activities
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Stock issued for services
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- | - | 3,000 | |||||||||
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Stock issued for Interest Payable
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- | - | 287 | |||||||||
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Stock issued for Accounts Payable
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- | - | 10,713 | |||||||||
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Stock Issued for mining claims
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- | - | 26,250 | |||||||||
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Stock Issued for Distribution Agreement
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- | - | 42,500 | |||||||||
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Interest
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1,731 | 1,094 | 4,841 | |||||||||
The accompanying notes are an integral part of these Financial Statements
F-4
TOA Distribution Systems Inc
(formerly known as Skyhigh Resources Inc)
A Development Stage Company
Notes to Financial Statements
September 30, 2011
NOTE 1. BASIS OF PRESENTATION
In August 2009 the Company initiated a number of corporate changes, including 1), a name change to TOA Distribution Systems Inc, (formerly known as Skyhigh Resources Inc, 2) approved a 10 for 1 roll forward of its issued and outstanding common stock, 3), increased it authorized par value $0.001 common shares to 250,000,000 shares (formerly 50,000,000), and 4), authorized 10,000,000 par value $0.001 preferred shares.
The Company also resolved to change its corporate focus, moving from mining and exploration into bottled drinking water distribution.
On September 2, 2009 the Company entered into to a Sub-Distribution agreement with Taste of Aruba (US), Inc to distribute bottled water products produced in Aruba by Taste of Aruba-Premium Aruban Water. The territory in which the Company can distribute these products include the United States and all its territories and insular areas in the Caribbean and Pacific such as but not limited to Puerto Rico, U.S. Virgin Islands, Marshall Islands, and Guam, and all of Canada.
The water product is made from desalinated seawater, is filtered through coral calcium and will be further enhanced by the addition of electrolytes then bottled in Taste of Aruba’s proprietary biodegradable bottles. The products will be marketed to retail locations that currently handle bottled water such as display cases in food beverage marketer at airports, food chain store, and sublicensing to bulk dealers and will include the use of vending machines located at high traffic locations.
The Company currently owns two (2) mineral properties, which were acquired by issuing stock to related parties and which have been fully impaired on acquisition. These claims are deemed surplus and have been for sale for approximately two years.
It is management’s opinion that all adjustments necessary for a fair statement of the results for this interim period have been made and all adjustments made are of a normal recurring nature.
NOTE 2. GOING CONCERN
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles (GAAP) in the United States of America, which contemplates continuation of the Company as a going concern. However, the Company has no business operations to date, accumulated losses amounting to $143,031 and must secure additional financing to commence the Company’s plan of operations, which means there is substantial concern about the Company’s ability to continue as a going concern. The Company intends to acquire additional operating capital through equity offerings to the public to fund its business plan or loans from shareholders and others. There is no assurance that the equity offerings will be successful or loans will be received to provide sufficient funds to commence operations or to assure the eventual profitability of the Company.
NOTE 3. SUB-DISTRIBUTION AGREEMENT
On September 2, 2009 the Company signed an Exclusive Sub-Distribution Agreement (“Agreement”) with Taste of Aruba (US) Inc, a State of Nevada Incorporated company, owner and master distributor of products from Taste of Aruba-Premium Aruban Water. Under the Agreement, the Company will distribute in the United States, its territories and insular areas in the Caribbean and Pacific and Canada, bottled water produced under license in Aruba by Water Energy Company-Aruba. To maintain the Agreement, the Company will be required to meet certain product sales volumes after Taste of Aruba commences production. The start of production by Taste of Aruba had been delayed due to it inability to complete funding arrangements which is now reported to be eminent. If Taste of Aruba receives funding as projected, the production facility is expected to be complete by March 31, 2012. Payment for the Agreement cost of $42,500, which was fully impaired on acquisition, was paid by the issuance of 17,000,000 post dividend shares of the Company’s common restricted stock issued in accordance with ASC 505-50-30-6 at $0.025 per share.
The accompanying notes are an integral part of these Financial Statements
F-5
NOTE 3. SUB-DISTRIBUTION AGREEMENT (Continued)
The Company periodically reviews for impairment its long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Management has determined that its Distribution Agreement asset requires impairment. As no sale activities have occurred, no product is yet available for sale and funds to establish a sales and distribution operation have not been secured.
As a result of these conditions, the distribution agreement with Taste of Aruba (US) Inc was 100% impaired on acquisition, during this fiscal year. The total impairment cost for this Agreement totals $42,500.
NOTE 4. LOANS PAYABLE – RELATED PARTIES
Loans payable to related parties resulted from funds provided by a director and from shareholders of the company as cash loans, for payment of certain operating expenses and for services provided.
Loans payable to a director totaled $4,392, made up of principal amounting to $3,660 and accrued interest of $732
Loans payable to shareholders totaled $43,571; made up of principal amounting to $39,462 and accrued interest amounting to $ 4,109
In aggregate, Loans Payable Related Parties to September 30, 2011 totaled $47,963 made up of $43,122 for principal and $4,841 for accrued interest.
Up to September 30, 2009 these Related Party Loans were without defined interest or payment terms and were payable on demand. In the quarter ended September 30, 2009 Loan Agreements were entered into which clarified and confirmed the terms and conditions. Commencing October 1, 2009, the outstanding amount and subsequent amounts, if any, are payable on demand, interest will accrue at the rates of 10% per annum and if earlier demand for payment is not made, the loans are payable November 30, 2012
NOTE 5. EQUITY
At a special shareholders meeting held August 13, 2009, the shareholders approved the change of the Company’s name to TOA Distribution Systems Inc, approved charges to the authorized capital which included creation of 10,000,000 shares of preferred stock at a par value of $0.01 per share and increased the authorized common stock to 250,000,000 with a par value of $0.001 per share. As well, the shareholders approved a 10 for 1 forward stock split of the outstanding shares. All share amounts shown in these financial statements have been adjusted retroactively to account for the forward stock split.
At September 30, 2011 we had zero preferred stock issued and outstanding and had 47,100,060 common shares issued and outstanding, which were issued on the dates and purposes listed below.
- 15,000,000 common shares issued to a director for cash at $0.0001 on December 13, 2007
- 600,000 common shares issued for services at $0.0025 on December 13, 2007
- 2,000,000 common shares issued for a mining property at $0.01 on January10, 2007
On March 24, 2009 the company received approval of an S-1 Registration Statement filed with the Securities and Exchange Commission for 1,000,000 common shares at $0.0025, as follows:
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2,400,000 common shares issued for cash on May 11, 2009
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4,285,000 common shares issued for accounts payable on June 1, 2009
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3,315,000 common shares issued to a related party for loan payable on June 13, 2009
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- 2,500,000 common shares issued for a mining property on June 15, 2009
- 17,000,000 common shares issued for a sub-distribution agreement on Sept 2, 2009
The accompanying notes are an integral part of these Financial Statements
F-6
NOTE 5. EQUITY (Continued)
In accordance with ASC 505 the Company’s management is required to analyse any stock issued in exchange for
goods or services with non-employees for other than cash at the most reliable measure of either the fair value of the securities issued or the fair value of the consideration the Company receives. In this regard management analyzed the value of the stock issued for its Surprise mineral claims purchased on June 15, 2009 and the Sub-Distribution Agreement acquired on September 2, 2009. In accordance with ASC 505-50-30-6 it was determined that the price per share used in those stock issuances did not meet ASC requirements. Being unable to establish a fair value of either the Surprise mineral claims or the Sub-Distribution Agreement, Management determined the most reliable method to determine fair market value as being the price of previous stock issues. A review of recent stock issuances determined the price per share should be $0.0025.
NOTE 6. SUBSEQUENT EVENTS
The Company has evaluated subsequent events through the date that the financial statements were issued. There were no significant subsequent events that need to be disclosed.
The accompanying notes are an integral part of these Financial Statements
F-7
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
PLAN OF OPERATION
In an effort to make available the facilities of the public market to our funding requirements, the Company intends to make application to FINRA for the Company's shares to be quoted on the OTCBB. The Company's application to FINRA will consist of current corporate information, financial statements and other documents as required by Rule 15c211 of the Securities Exchange Act of 1934.
Subject to receiving adequate funding and the water product being available, to market the Taste of Aruba products we will selectively target various distribution outlets / locations such as airports, trade shows, exhibitions and other public activities which attract large gatherings of people.
RESULTS OF OPERATIONS
Interim Period: For the three month period July 1, 2011 to September 30, 2011 and comparable three month period in 2010
No sales or income was recorded for the year
Operating Costs and Expenses
The net loss incurred for the three-month period ended September 30, 2011 amount to $7,147 compared to $1,916 for the comparable period in 2010. Total expenses incurred during the three-month period ended September 30, 2011 were $6,104 compared to $1,361 for the same period in 2010. The amount of $6,104 was made up of audit expenses, mineral claim fees and Edgar filing fees whereas in the comparable period expenses consisted of mineral claims filing fees only. Interest expense amounted to $1,043, for the three months ended September 30, 2011, an increase of $555 over the $488 for the comparable period September 30, 2010. In the period ended September 30, 2011, additional loans were received therefore interest was calculated on a larger principal amount of loans payable.
Interim Period: For the six month period April 1, 2011 to September 30, 2011 and comparable six month period in 2010
No sales or income was recorded for the year
Operating Costs and Expenses
The net loss incurred for the six-month period ended September 30, 2011 amount to $12,122 compared to $2,457 for the comparable period in 2010.Total expenses incurred during the six-month period ended September 30, 2011 were $10,391 compared to $1,361 for the same period in 2010. The amount of $10391 was made up of audit expenses, mineral claim filing fees, Edgar and XBRL fee whereas in the comparable period expenses consisted of mineral claims filing fees only. Interest expense amounted to $1,731, for the six-months ended September 30, 2011, an increase of $637 over the $1,094 for the comparable period September 30, 2010. In the period ended September 30, 2011, additional loans were received therefore interest was calculated on a larger principal amount of loans payable.
1
SELECTED FINANCIAL INFORMATION
| September 30, 2011 | ||||
| Current Assets | $ | 6,147 | ||
| Total Assets | $ | 6,147 | ||
| Current Liabilities | $ | (52,428 | ) | |
| Stockholders' Equity | $ | (46,281 | ) | |
LIQUIDITY AND CAPITAL RESOURCES
Our cash balance is $6,147 at September 30, 2011. During this period ended September 30, 2011we received loans from related parties amounting to $13,307 These loans will be sufficient to fund our limited levels of operations until December 31, 2011. We are a development stage company and have generated no revenue to date. We sold 1,000,000 shares of common stock in June 2009 for $25,000 for cash amounting to $6,000, and for debt reduction amounting to $19,000. The debt reduction in the amount of $19,000 consisted of loans payable amounting to $8,287 and accounts payable amounting to $10,713.
We have loans payable including interest amounting to $47,963 due December 2012, accrued expenses and accrued expenses for accounts payable and audit amounting to $4,465. We have adequate funds available to pay expenses for our minimum level of operations.
Our auditor has issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated revenues and no revenues are anticipated until we begin receiving and selling water products. There is no assurance we will ever reach that stage.
OFF-BALANCE SHEET ARRANGEMENTS
We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
ITEM 3. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS
As of the end of the period covered by this report, we conducted an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer, of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act). Based upon this evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures are ineffective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Security and Exchange Commission's rules and forms.
There has been no change in our internal control over financial reporting during the current quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
2
EVALUATION OF AND REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the company. Internal control over financial reporting is to provide reasonable assurance regarding the reliability of our financial reporting purposes accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transaction; providing reasonable assurance that transactions are recorded as necessary for preparations of our financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisitions, use or disposition of company assets that could have a material effect on our financial statements would be prevented or detected.
Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation management concluded that the Company's internal control over financial reporting was ineffective as of September 30, 2011. There where no changes in our internal control over financial reporting during the period ended September 30, 2010 that have materially affected, or are reasonable likely to materially affect, or are reasonably likely to material affect, our internal control over financial reporting.
PART II - OTHER INFORMATION
ITEM 1. LEGAL MATTERS
None
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
On March 25, 2009 our Registration Statement on Form S-1, commission file number 333-153863, became effective and qualified under Rule 144 for the sale of 10,000,000 shares of the Company’s common sold in accordance with the requirements of Section 4(2) offering under the Securities Act of 1933, as amended and Rule 506 promulgated thereunder. The offering was fully subscribed by June 25, 2009 raising a total of $25,000. There were no underwriters for this offering.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS
3
The following exhibits are included herein, except for the exhibits marked with a footnote, which are incorporated herein by reference and can be found in the appropriate document referenced.
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3.1
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Articles and By-Laws as filed with the Delaware Secretary of State April 02, 2007*
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Amendment to By-Laws dated August 13, 2009*
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99.2
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Geologist Report*
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31.1
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Rule 13a-14(a)/15d-14(a) Certification by the Principal Executive Officer**
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31.2
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Rule 13a-14(a)/15d-14(a) Certification by the Principal Financial Officer**
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32.1
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Section 1350 Certification by the Principal Executive Officer**
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32.2
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Section 1350 Certification by the Principal Financial Officer**
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| * | Incorporated by reference to the Registrant's Registration Statement on Form S-1, filed on October 6, 2008. |
| ** | Filed herewith |
SIGNATURES
In accordance with Section 13 or 15 (d) of the Securities Exchange Act of 1934,the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
In accordance with the requirements of the Securities Act, this 10-Q has been signed by the following persons in the capacities and on the dates stated.
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SIGNATURE
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TITLE
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DATE
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TOA DISTRIBUTION SYSTEMS INC.
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/s/ Trevor Blank
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Chief Executive Officer, Chief Financial Officer, Secretary, Director
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November 21, 2011
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Trevor Blank
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(Principal Executive Officer)
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