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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 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: 000-27195

EWRX INTERNET SYSTEMS, INC.
(Exact name of registrant as specified in its charter)

Nevada	98-0117139
(State or other jurisdiction of incorporation	(I.R.S. Employer Identification No.)
or organization)

4950 Yonge St. Suite 910, Toronto, Ontario, Canada M2N 6K
(Address of principal executive offices) (Zip Code)

(416) 298-9606
(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 $0.00001
(Title of class)

Indicate by check mark if the Registrant is a well-known seasoned issuer as defined in Rule 405 of the Securities Act.
Yes [   ]     No [X]

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 [   ]     No [X] 

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

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

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 definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [   ]        Accelerated filer [   ]        Non-accelerated filer [   ]        Smaller reporting company [X]

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes [X]    No [   ]

At April 16, 2012, the aggregate market value of shares held by non-affiliates of the Registrant was $0.

At April 16, 2012, there were 100,000,000 shares of the Registrant’s common stock outstanding.

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TABLE OF CONTENTS

		PAGE
	PART I
ITEM 1.	Business	1
ITEM 1A.	Risk Factors	4
ITEM 2.	Properties	4
ITEM 3.	Legal Proceedings	5
ITEM 4.	Mine Safety Disclosure	5
	PART II
ITEM 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	5
ITEM 6.	Selected Financial Data	6
ITEM 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation	7
ITEM 7A.	Quantitative and Qualitative Disclosures About Market Risk	8
ITEM 8.	Financial Statements and Supplementary Data	9
ITEM 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	11
ITEM 9A.	Controls and Procedures	11
	PART III
ITEM 10.	Directors, Executive Officers and Corporate Governance	12
ITEM 11.	Executive Compensation	14
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	15
ITEM 13.	Certain Relationships and Related Transactions, and Director Independence	15
ITEM 14.	Principal Accounting Fees and Services	16
	PART IV
ITEM 15.	Exhibits, Financial Statement Schedules	16
SIGNATURES		17

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PART I

ITEM 1. BUSINESS

a) Business Development

EWRX Internet Systems Inc. (the “Company,” “Registrant” or “ EWRX”) was incorporated in the State of Nevada on June 25, 1997. The Common Stock of the Company traded on the OTC Bulletin Board (“OTCBB”) under the trading symbol “EWRX” until October 18, 1999 when they traded under the symbol “EWRXE.” The “E” was added by the National Association of Securities Dealers Inc. (“NASD”) to reflect the Company’s inability to meet NASD requirements for listing on the OTCBB. On November 17, 1999, the Company’s stock began trading on the “pink sheets” under the symbol “EWRX.” Prior to 1999, the Company’s sole business was in the Resource Sector. The Company was known as Europa Resources Inc and was held in a joint venture with a private Ukraine company whose primary business purpose was the development and production of industrial garnets for abrasive applications (the “Joint Venture”).

In the fourth quarter of 1998, the Company elected to abandon the Joint Venture which represented substantially all of the Company’s assets at the time. EWRX was able to recover 2,000,000 shares it used as part of the purchase arrangement for the Joint Venture and subsequently wrote off and closed all of its’ subsidiary operations.

Effective January 27, 2000, the Company re-listed its common stock on the OTCBB, following clearance of its form 10-SB by the SEC. This listing was revoked by the SEC by an Administrative Order dated August 28, 2006.

EWRX now wishes to re-list its Company and has commissioned an audit of the Company’s books and records. This audit is effective through December 31, 2010. EWRX is in compliance with the requirements of registration in the State of Nevada. The Corporate Number (EWRX) in Nevada is; C13672-97, EWRX has arranged for local representation through an approved agent by the name of; “Corporate Trust Company of Nevada”, 6100 Neil Road (STE500), Reno, NV 89511.

The current management acquired EWRX through EWRX’s interest in acquisition of software owned by Navitex Canada Inc. (“Navitex”). In the latter part of April 2002, the principals of EWRX suggested that Navitex Canada Inc. became the majority shareholder of EWRX through the issuance of shares for consideration of debt owed to Navitex under an agreement to purchase software called Instant Recall and owned by Navitex. As a result of this agreement, the current management took over the controlling interest of EWRX.

The Company had accumulated a very large outstanding debt and had no tangible assets, other than the software it had acquired from Navitex. The new management focused the majority of its efforts on reducing the Company’s outstanding debt which contributed to a delay in bringing the software to market and the Company’s records up to date. By the Spring of 2005, the Company was finally stabilized and in a position to move ahead with its plans to market its software and begin bringing its financial statements up to date and preparing for anticipated demand for its software.

As a result of development in the marketplace it became necessary for the Company to spend a very considerable amount of time bringing its software to the next stage of development. The SATA mother boards were becoming a market consideration and to remain abreast of the competition we were required to develop our software to meet this demand. This of course took time away from other considerations and delayed our market penetration.

In the early part of 2006, the Company was able to bring its operations into a current state and commission an audit of its affairs. The result of these audits was the filings the Company made on December 5, 2006. This filing was later withdrawn as it was filed in form 10SB-12(b) instead of 10SB-12(g). Several other deficiencies in this filing were noted as well, which required correction. The Company re-filed its 10SB-12(g) on May 11, 2007. The SEC reviewed the Form 10SB-12(g) and, pursuant to comments, we filed three subsequent amendments. After our third Amendment to the Form 10SB-12(g) filed on February 8, 2008, the SEC had no additional comments.

In April 2006, without the Company’s knowledge, iMusic contacted our transfer agent and registered new directors, officers and a transfer agent for EWRX. iMusic is a company that fraudulently attempted to steal our identity. They were unsuccessful and when the management of EWRX became aware of iMusic actions the SEC was notified and advised that these actions were without the Company’s knowledge or approval. While investigating this matter, EWRX’s transfer agent was contacted. It was discovered that the agent knew of the iMusic action but did not advise anyone at the Company. The State of Nevada was contacted as well. It was at this time that management discovered that iMusic perpetrated this fraud.

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On July 26, 2006 the Commission announced the temporary suspension of the Companies Securities. This notice was sent to the Company by the Commission. The Company never received this notice. By the time the Company became aware of this action, the Commission had issued on August 28, 2006 an order revoking EWRX Internet Systems Inc. registration.

EWRX has not been involved in any bankruptcy, receivership or similar proceeding. In addition, other than the transactions discussed above, EWRX has not had any material reclassification, merger, consolidation, or purchase or sale of a significant amount of assets not in the ordinary course of business.

(b) Business of Issuer

EWRX is a development stage company in the software development and marketing industry. The Company has been in negotiations with Navitex Canada Inc. (“Navitex”) to acquire the software developed under the trade name “Flashback.” In November 2001, EWRX began negotiations with Navitex to acquire the software developed by Navitex for recovery and restoration of lost and or corrupted files on computers with Windows operating systems. These negotiations culminated in a contract for the purchase being signed on November 08, 2001 (see Exhibit 5). The financial terms of the agreement could not be met by EWRX and as a result there were several revisions and changes to the original agreement. On or about April 15, 2002, the then-Board of Directors proposed that to settle the Navitex debt and avoid any legal action by Navitex that an accommodation be made giving Navitex shareholders control of EWRX in settlement of any responsibility to Navitex.

The offer was accepted by the shareholders of Navitex, who took over the operational control of the Company. Navitex negotiated another contract with EWRX for software formerly called Flashback but now called “Instant Recall.” This software will help EWRX establish a sales and marketing team in the industry. EWRX is also negotiating for proven software in the educational resource sector. If successful, this would be a very desirable development for the Company as well. While EWRX is a relative newcomer to this industry, management believes that with the right product and the support of an experienced group in the distribution and sales fields, the Company will be able to penetrate the marketplace. The industry is receptive to “proven” new products and where the product has unique features, it has an interest in testing the product to prove the potential.

The limited business operations of the Company, currently involve its development of the software market for the product Instant Recall and the further opportunities that may present themselves in this business sector. The only other activity to be conducted by the Company is to maintain its good standing in the State of Nevada and to seek out and investigate the acquisition of any viable business opportunity by purchase and exchange for securities of the Company or pursuant to a reorganization or merger through which securities of the Company will be issued or exchanged.

(1) Principle Products and Services

The Company holds the rights to “Instant Recall” a software product designed for security of the operating system of computers. The major features of the product are the ability to recover data that may have been lost or corrupted and the speed at which it can do so. It is designed to operate on Windows operating systems from Windows 95 to and including Windows XP. The product has been in a constant state of development and innovation since it was acquired by the Company. The most recent is the refinement for the SATA drives that have become so popular in the OEM markets. “Instant Recall” is a unique and essential piece of software for the OEM manufacturers. It uses a very limited amount of space on the hard drive, is fast and it protects the computer from “crashing.”

Instant Recall is a Windows® -based operating system recovery and restore program that allows the user to restore the computer to the position before a problem was encountered. It does not require a second hard disk or external backup device.

It does not consume extra space on the same hard drive. Instant Recall protects against crashes, mistakes and virus attacks by restoring the operating system, all application programs, critical files and data. This is done in less than a minute. It offers a much different approach to fix a computer’s problems. Even when the operating system is down and not bootable, Instant Recall can still run and restore. Instant Recall does not require a second hard disk or external backup device and also does not consume extra space on the same hard drive and it minimizes the impact of the hard disk when hit by viruses and also restores the hard disk to the previous stage prior to the virus attack (provided that the save copy is virus free). Any infection or non-physical damage to the hard disk is reversed by Instant Recall.

Instant Recall is great for publicly used computers such as schools, libraries and internet cafes. It is also suitable for government agencies and small to large corporate users where all users use their PCs as workstations that run from a network and store data on servers.

For example, in a library or a school, if one or more users corrupted the system, it is difficult to clean up and restore to a perfectly running status. But with Instant Recall, it will only take a few seconds to retrieve the systems and the data back to a clean system. Another example would be in a business environment; if a PC is down (an almost daily occurrence), it would usually take an IT person hours to repair. As a result, this downtime can end up being very costly to the company. With Instant Recall, the staff or the IT person can fix it within seconds.

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The market for “Instant Recall” is primarily the OEM and related industries. Although a substantial after market exists, it is more costly to penetrate and less structured. The Company, however, believes that it may be worthwhile to enter either or both of the retail and consumer market places.

(2) Distribution methods of the products or services

In the OEM markets, the Company’s product is distributed by courier service or overland freight. The product is not subject to any weather or other related concerns, is light and very durable once packed in a bulk container or shipping box. Orders are processed at the point of manufacture and are shipped direct to the end user.

(3) Status of any publicly announced new product or services

The Company has not announced any new product of service.

(4) Competitive business conditions and the small business issuer’s competitive position in the industry and methods of competition

While the software industry is a very large and well developed industry and dominated by multi-national players, the niche markets are still very much open to new players. Software that meets specific requirements and has certain unique features is sought after by manufacturers and others looking for a competitive advantage. “Instant Recall” can fill that requirement and remain competitive in the retail marketplace. The Company is continuing to monitor the competition and its overall position therein, with an eye to capitalizing on any available opportunity.

(5) Sources of availability of raw materials and the names of principal suppliers

The Company does not have and its business does not rely on raw materials. The Company does not have any sources or contacts that provide raw materials.

(6) Dependence on one or a few major customers

The Company has not established a customer base at this time except for the contacts available to it from the continuance of business developed by Navitex Canada Inc. These contacts will need to be nurtured and established by personal contact and sales by EWRX personnel. The Company will be dependent upon the goodwill currently developed by Navitex and the skill and determination of it’s sales staff for its entry into the market and no assurance can be asserted that EWRX will be successful in the development of that business.

(7) Patents, Trademarks, licenses, franchises, concession, royalty agreements or labor contract, including duration

The company intends to apply for patents on its software product “ Instant Recall” in the near future.

(8) Need for any governmental approval of principal products or services

There is no need for any governmental approval of the Company’s products or services.

(9) Effect of existing or probable governmental regulations on the business

There are currently no governmental regulations on the business.

(10)Estimate of the amount spent during each of the last two fiscal years on research and development activities, and if applicable the extent to which the cost of such activities are borne directly by customers

While most of the cost of research for “Instant Recall” was expended in previous years by Navitex, the Company has continued to support the requirement to remain in a competitive position. These expenditures were supported by one of the principals and as such were not reported as research and development. These expenditures amounted to approximately $25,000.00 per annum.

(11) Costs and effects of compliance with environmental laws (federal, state and local)

The Company has not incurred any costs associated with compliance with environmental laws and does not expect to have any costs related to environmental laws. The product carries no risk to the public and has no environmental consequences. Management does not therefore anticipate any interference with its activities from this standpoint.

(12)Number of total employees and number of full time employees

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The Company does not have any paid employees at this time.

(13)We do not need government approval for our principal products or services.

The Company has no property or business. Its principal executive office address is the business office address of its accountant and Venture Strategists. This address is provided to the Company at no cost. Because the Company has no business, its activities have been limited to maintaining it’s standing in the State of Nevada and, recently, with preparing this Registration Statement and the accompanying financial statements. These activities have consumed the majority of management’s time. Accordingly, the costs in providing the use of its office have been minimal.

Once EWRX has sufficient cash flow to justify hiring full or part time staff, it will seek a permanent office location to conduct its business activities.

ITEM 1A. RISK FACTORS

Not applicable because we are a smaller reporting company.

ITEM 2. PROPERTIES

The Company has no property or business. Its principal executive office address is the business office address of its accountant and Venture Strategists. This address is provided to the Company at no cost.

Because the Company has no business, its activities have been limited to maintaining its standing in the State of Nevada and, recently, with preparing this Annual Report and the accompanying financial statements. These activities have consumed the majority of management’s time. Accordingly, the costs in providing the use of its office have been minimal.

Once EWRX has sufficient cash flow to justify hiring full or part time staff, it will seek a permanent office location to conduct its business activities

ITEM 3. LEGAL PROCEEDINGS

There are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company. The Company’s property is not the subject of any pending legal proceedings.

ITEM 4. MINE SAFETY DISCLOSURE

Not applicable.

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PART II

ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Public Market for Common Stock

During the year ended December 31, 2011, there was no trading market for our Common Stock.

The Securities and Exchange Commission has adopted Rule 15g-9 which establishes the definition of a “penny stock,” for purposes relevant to us, as any equity security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require: (i) that a broker or dealer approve a person’s account for transactions in penny stocks and (ii) the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased. In order to approve a person’s account for transactions in penny stocks, the broker or dealer must (i) obtain financial information and investment experience and objectives of the person; and (ii) make a reasonable determination that the transactions in penny stocks are suitable for that person and that person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks. The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prepared by the Commission relating to the penny stock market, which, in highlight form, (i) sets forth the basis on which the broker or dealer made the suitability determination and (ii) that the broker or dealer received a signed, written agreement from the investor prior to the transaction. Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading, and about commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.

Holders

As of December 31, 2011, 100,000,000 shares of common stock are issued and outstanding. There are approximately 134 shareholders of our common stock and each shareholder of our common stock is entitled to one vote for each share on all matters submitted to a stockholder vote.

Holders of common stock do not have cumulative voting rights.

Therefore, holders of a majority of the shares of common stock voting for the election of directors can elect all of the directors. Holders of our common stock representing a majority of the voting power of our capital stock issued and outstanding and entitled to vote, represented in person or by proxy, are necessary to constitute a quorum at any meeting of our stockholders. A vote by the holders of a majority of our outstanding shares is required to effectuate certain fundamental corporate changes such as liquidation, merger or an amendment to our Articles of Incorporation.

Although there are no provisions in our charter or by-laws that may delay, defer or prevent a change in control, we are authorized, without shareholder approval, to issue shares of preferred stock that may contain rights or restrictions that could have this effect.

Holders of common stock are entitled to share in all dividends that the board of directors, in its discretion, declares from legally available funds. In the event of liquidation, dissolution or winding up, each outstanding share entitles its holder to participate pro rata in all assets that remain after payment of liabilities and after providing for each class of stock, if any, having preference over the common stock. Holders of our common stock have no pre-emptive rights, no conversion rights and there are no redemption provisions applicable to our common stock.

Dividends

Since inception we have not paid any dividends on our common stock. We currently do not anticipate paying any cash dividends in the foreseeable future on our common stock, when issued pursuant to this offering. Although we intend to retain our earnings, if any, to finance the exploration and growth of our business, our Board of Directors will have the discretion to declare and pay dividends in the future.

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Payment of dividends in the future will depend upon our earnings, capital requirements, and other factors, which our Board of Directors may deem relevant.

Recent Sales of Unregistered Securities

None

Equity Compensation Plan Information

The following table sets forth certain information as of April 13, 2012, with respect to compensation plans under which our equity securities are authorized for issuance:

	(a)		(b)		(c)
	Number of securities to be issued upon exercise of outstanding options, warrants and rights		Weighted-average exercise price of outstanding options, warrants and rights		Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
Equity compensation Plans approved by Security holders	None
Equity compensation Plans not approved By security holders Total	None

ITEM 6. SELECTED FINANCIAL DATA

Not applicable because we are a smaller reporting company.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS.

The following discussion should be read in conjunction with the Financial Statements and Notes thereto appearing elsewhere in this Form 10-K. The following discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 relating to future events or our future performance. Actual results may materially differ from those projected in the forward-looking statements as a result of certain risks and uncertainties set forth in this prospectus. Although management believes that the assumptions made and expectations reflected in the forward-looking statements are reasonable, there is no assurance that the underlying assumptions will, in fact, prove to be correct or that actual results will not be different from expectations expressed in this report.

(a) Plan of Operation

Over the next 12 to 15 months, depending on our ability to fund our operations and carry-out our plan, we plan to develop our software “Instant Recall” and market it to the OEM markets in North America, while exploring new and expanded opportunities. The Company has also developed substantial business contacts and relationships in China. Several complimentary products and opportunities may exist in this market that may be of interest to EWRX in our pursuit of developing an expanded line of software products to round out its product line.

Although, the Company will be in need of financing to carry out its plan of operation, it intends to raise the capital needed to accomplish its business plan from interested parties, management and existing shareholders. While raising capital is always subject to many uncertainties, we believe that, with the demand anticipated for our product, financing will be available to meet our requirements. It is not anticipated that we will have to invest any further significant funds, or support any substantial funding on research or development for Instant Recall. The Company operations do not require manufacturing of any kind and therefore we do not anticipate any need to purchase equipment of any significance.

(b) Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The Company has been in a state of reorganization and development over the past three years. We believe that this period was important to the business operations because it provided time for consolidation and integration into the market. The Company continues to experience financial deficiencies that have been a source of constant concern over this and previous periods in its operations. As a result the Company has been unable to reach some of the goals that had been set for its development.

The Company believes it is now in a position to begin to capitalize on its previous experience. We are looking forward to a very productive and stimulating period of development. Not only do we have great expectations for our product Instant Recall, but also for the prospects of additional software and other business developments from our contacts in Hong Kong and China. These relationships will also help the Company address its financial goals and objectives, both from an earnings standpoint as well as from an investment standpoint.

The Company has over the last several months, successfully established relationships (as anticipated above) with Chinese Business leaders. These contacts have product and technology that may be of interest to EWRX. In addition, they may also have the financial ability to assist EWRX in its requirements. It is anticipated that we will be in a position to determine the extent to which these developments will affect EWRX by the end of 2012.

We are looking forward to these discussions and the business relationships that they represent, both from a financial as well as a technological standpoint.

The marketplace is in a state of flux, and, continues to require constant evaluation in terms of opportunity and reward because needs change and competition for the opportunity is always present. Over the last two years, the Company has been consolidating its business operations, developing its software and preparing for the opportunities that it believes are now present.

The global markets are expanding at an unprecedented pace and the Company believes that it is in the right place at the right time to take advantage of these conditions. Of course there are always uncertainties and unexpected developments to contend with, and there can be no assurance that the Company will be able to overcome all of the circumstances confronting it. The Company will, however, do everything possible to meet these challenges and realize its goals. EWRX financial requirements over the next fiscal year are dependent, to a major extent, on the speed at which development occurs in the emerging markets. We will continue to monitor this situation closely. As our situation matures, the requirements will become clearer.

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REASON FOR MANAGEMENT PROCEEDING WITH ITS EFFORTS TO REGISTER UNDER THE EXCHANGE ACT AND ESTIMATE OF COST OF COMPLIANCE

The Management and Board of Directors of EWRX desires to register EWRX under the Exchange act because they intend to use this status to attract certain business enterprises and for potential investment and capital raising purposes.

EWRX estimates that it will incur approximately $20,000 to $40,000 per annum to remain compliant. Most recently, these costs have been borne by the principles and Management will continue to do so until such time as the Company is in a position to carry that responsibility through sales of its products and services or funding from investment.

Liquidity and Capital Resources

Our primary source of liquidity as of December 31, 2011 is our cash on hand. Our cash on hand as of December 31, 2011 was $431. Our current assets totaled $431 on December 31, 2011. Our current liabilities were $27,718 on December 31, 2011.

We will continue to evaluate alternative sources of capital to meet our requirements, including other asset or debt financing, issuing equity securities and entering into financing arrangements. There can be no assurance, however, that any of the contemplated financing arrangements described herein will be available and, if available, can be obtained on terms favorable to us.

We currently do not have enough cash to satisfy our minimum cash requirements for the next twelve months. We are going to rely on loans from our officers and directors to meet the short term cash requirements. However, the present state of our liquidity and capital resources raises substantial doubt about our ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and implement its business plan.

Critical Accounting Policies

Our significant accounting policies are summarized in Note 1 of our financial statements included in this annual report on Form 10-K for the year ended December 31, 2011. Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also known as “special purpose entities” (SPEs).

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable because we are a smaller reporting company.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

 

 

 

 

 

EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

FINANCIAL STATEMENTS

DECEMBER 31, 2011 AND 2010

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EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

CONTENTS

 

	Page
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	1
BALANCE SHEETS AS OF DECEMBER 31, 2011 AND DECEMBER 31, 2010	2
STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS FOR THE YEARS ENDED DECEMBER 31, 2011 AND 2010 AND FOR THE PERIOD FROM JANUARY 1, 2002 (RE-ENTERING THE DEVELOPMENT STAGE) TO DECEMBER 31, 2011	3
STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIENCY FOR THE PERIOD JANUARY 1, 2002 (RE-ENTERING THE DEVELOPMENT STAGE) TO DECEMBER 31, 2011	4
STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2011 AND 2010 AND FOR THE PERIOD FROM JANUARY 1, 2002 (RE-ENTERING THE DEVELOPMENT STAGE) TO DECEMBER 31, 2011	5
NOTES TO FINANCIAL STATEMENTS	6 - 13

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders of
EWRX Internet Systems, Inc.
(a Development Stage Company)

We have audited the accompanying balance sheets of EWRX Internet Systems, Inc. (the "Company") (a Development Stage Company) as of December 31, 2011 and 2010, and the related statements of operations and comprehensive loss, stockholders' deficiency, and cash flows for the two years then ended and for the period from January 1, 2002 (re-entering the development stage) through to December 31, 2011. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, these financial statements referred to the above present fairly in all material respects, the financial position of EWRX Internet Systems, Inc. (a Development Stage Company) as of December 31, 2011 and 2010, and the results of its operations and its cash flows for the two years then ended and for the period from January 1, 2002 (re-entering the development stage) through to December 31, 2011 in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company is in the development stage with no operations, a net loss of $42,360 for the year ended December 31, 2011, a stockholders' deficiency and a working capital deficiency of $27,287 as of December 31, 2011, and cash used in operations from January 1, 2002 (re-entering the development stage) of $258,606, which raises substantial doubt about the Company's ability to continue as a going concern. Management's plans regarding these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

WEBB & COMPANY, P.A.
Certified Public Accountants

Boynton Beach, Florida
April 16, 2012

F-1

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EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Balance Sheets

		December 31			December 31
		2011			2010
ASSETS
Current Assets
Cash	$	431		$	335
Total Current Assets		431			335
Total Assets	$	431		$	335
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities
Accounts payable and accruals	$	19,180		$	104,553
Note payable - related party		8,538			8,626
Advances payable - director		-			209,327
Total Liabilities		27,718			322,506
Commitments and Contingencies
Stockholders' Deficiency
Preferred stock, $0.01 par value per share, 500,000 shares authorized, none and none issued and outstanding respectively		-			-
Common stock, $0.001 par value; 200,000,000 shares authorized, 100,000,000 and 100,000,000 shares issued and outstanding, respectively		100,000			100,000
Additional paid - in capital		7,919,230			7,581,986
Accumulative deficit		(8,496,144	)		(8,496,144	)
Accumulated other comprehensive loss		(893	)		(893	)
Earnings accumulated during the development stage		450,520			492,880
Total Stockholders' Deficiency		(27,287	)		(322,171	)
Total Liabilities and Stockholders' Deficiency	$	431		$	335

F-2

(The accompanying notes are an integral part of these financial statements)

---

EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Statements of Operations and Comprehensive Loss

								For the Period
								from
								January 1, 2002
								(Re-entering the
								Development
		For the Years						Stage)
		Ended December 31						to December 31
		2011			2010			2011
Operating Expenses
Entertainment	$	69		$	-		$	1,918
In kind contribution - services		72,000			72,000			360,000
Management fees		-			-			15,000
Office and General		8,060			5,002			51,270
Professional fees		21,539			15,426			245,961
Salary and Wages		-			-			28,000
Telephone		623			592			2,631
Travel		-			3,967			5,546
Total Operating Expenses		102,291			96,987			710,326
Net Loss from operations		(102,291	)		(96,987	)		(710,326	)
Other (Expenses) Income		-			-			-
Foreign exchange gain (loss)		(363	)		(511	)		(7,984	)
Interest expense		(37,000	)		(33,725	)		(179,382	)
Forgiveness of debt		97,294			11,362			1,348,212
Total Other (Expenses) Income		59,931			(22,874	)		1,160,846
Net (loss) income before Income Taxes		(42,360	)		(119,861	)		450,520
Provision for income taxes		-			-			-
Net (loss) income	$	(42,360	)	$	(119,861	)	$	450,520
Net (loss) income per
Share - Basic and Diluted	$	-		$	-
Weighted Average Number of Common Stock      during the period - Basic and Diluted		100,000,000			100,000,000

F-3

(The accompanying notes are an integral part of these financial statements)

---

EWRX INTERNET SYSTEMS INC.
(A Development Stage Company)

Statement of Changes in Stockholders' Deficiency
for the period (January 1, 2002) Re-entering the Development
Stage Through to December 31, 2011

F-4

(The accompanying notes are an integral part of these financial statements)

---

EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Statements of Cash Flows

								Period from
								January 1, 2002
								(Re-entering the
								Development
		For the Years						Stage)
		Ended December 31						to December 31
		2011			2010			2011
Cash Flows from Operating Activities
Net (loss) income	$	(42,360	)	$	(119,861	)	$	450,520
Adjustments to reconcile net income/(loss) to net cash used in operations
Non-cash item - expenses recovered		-			-			(1,142,152	)
Forgiveness of debt		(97,294	)		-			(97,294	)
In kind contribution services		72,000			72,000			360,000
Imputed interest on loans		37,215			33,725			143,485
Changes in operating assets and liabilities
Increase/(Decrease) in accounts payable		11,921			(18,569	)		26,835
Net Cash Used in Operating Activities		(18,518	)		(32,705	)		(258,606	)
Cash Flows from Financing Activities
Settlement of debt by director		19,113			-			19,113
Proceeds from issuance of common stock		-			-			38,700
Loans from related parties		-			277			68,718
Repayment of loans from directors		(411	)		(432	)		(1,623	)
Repayment of loans from related parties		-			-			(60,092	)
Advances from director		-			29,602			195,202
Net Cash Provided by Financing Activities		18,702			29,447			260,018
Effect of exchange rate changes on cash and
cash equivalents		(88	)		-			(981	)
Net increase (decrease) in cash		96			(3,258	)		431
Cash, beginning of period/year		335			3,593			-
Cash, end of period/year	$	431		$	335		$	431
Supplemental Information:
Cash paid for interest	$	-		$	-		$	36,476
Cash paid for taxes	$	-		$	-		$	-

Supplemental Disclosure of Non-cash Investing and Financing:

During 2011, an officer and director forgave $228,029 of advances payable.

F-5

(The accompanying notes are an integral part of these financial statements)

---

EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Notes to Financial Statements
As of December 31, 2011 and 2010

1.	Summary of Significant Accounting Policies and Organization
	(A)	Basis of Presentation and Organization
		EWRX Internet Systems, Inc. (the Company) was incorporated on June 25, 1997 in the State of Nevada. The Company re-entered the development stage on January 1, 2002. The company intends to be in the business of development and marketing of computer software.
		The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in The United States of America and the rules and regulations of the Securities and Exchange Commission for financial information.
		Activities since re-entering the development stage have been comprised mainly of administrative matters.
	(B)	Cash and Cash Equivalents
		For purposes of the cash flow statements, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. Cash includes deposits at foreign financial institutions which are not covered by FDIC.
		As of December 31, 2011 and 2010, the Company held $103 and $3 in US Funds in a Canadian bank, respectively. In addition, as of December 31, 2011 and 2010 the Company held $328 (translated to USD) and $332 (translated to USD) of Canadian funds in a Canadian bank, respectively.
	(C)	Use of Estimates
		In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenue and expenses during the reported period. Actual results could differ from those estimates.
	(D)	Revenue Recognition
		Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred, the fee is fixed or determinable and collectability is assured. The company had no revenue for the years ended December 31, 2011 and 2010.
	(E)	Fair Value of Financial Instruments
		The carrying amounts of the Company's financial instruments including accounts payable, notes payable and accrued liabilities approximate their fair value due to the relatively short period to maturity for these instruments.

F-6

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EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Notes to Financial Statements
As of December 31, 2011 and 2010

1.	Summary of Significant Accounting Policies and Organization (continued)
	(F)	Income/(Loss) Per Share
		Basic and diluted net loss per common share is computed based upon the weighted average common shares outstanding as defined by FASB Accounting Standards Codification Topic 260, Earnings per Share. As of December 31, 2011 and 2010, respectively, there were no common share equivalents outstanding.
	(G)	Income Taxes
		The Company accounts for income taxes under the FASB Accounting Standards Codification Topic 740, Income taxes. Under Topic 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under FASB Accounting Standards Codification Topic 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
	(H)	Business Segments
		The Company operates in one segment and therefore segment information is not presented.
	(I)	Recent Accounting Pronouncements
		ASU No. 2011-03; Reconsideration of Effective Control for Repurchase Agreements. In April, 2011, the FASB issued ASU No. 2011-03. The amendments in this ASU remove from the assessment of effective control the criterion relating to the transferor's ability to repurchase or redeem financial assets on substantially the agreed terms, even in the event of default by the transferee. The amendments in this ASU also eliminate the requirement to demonstrate that the transferor possesses adequate collateral to fund substantially all the cost of purchasing replacement financial assets.
		The guidance in this ASU is effective for the first interim or annual period beginning on or after December 15, 2011. The guidance should be applied prospectively to transactions or modifications of existing transactions that occur on or after the effective date. Early adoption is not permitted. The Company will adopt the methodologies prescribed by this ASU by the date required, and does not anticipate that the ASU will have a material effect on its financial position or results of operations.
		ASU NO. 2011-04; Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. In May, 2011, the FASB issued ASU No. 2011-04. The amendments in this ASU generally represent clarifications of Topic 820, but also include some instances where a particular principle or requirement for measuring fair value or disclosing information about fair value measurements has changed. This ASU results in common principles and requirements for measuring fair value and for disclosing information about fair value measurements in accordance with U.S. GAAP and IFRSs. The amendments in this ASU are to be applied prospectively. For public entities, the amendments are effective during interim and annual periods beginning after December 15, 2011. Early application by public entities is not permitted.

F-7

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EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Notes to Financial Statements
As of December 31, 2011 and 2010

1.	Summary of Significant Accounting Policies and Organization (continued)
	(I)	Recent Accounting Pronouncements (continued)
		The Company will adopt the methodologies prescribed by this ASU by the date required, and does not anticipate that the ASU will have a material effect on its financial position or results of operations.
		ASU No. 2011-05; Amendments to Topic 220, Comprehensive Income. In June 2011, the FASB issued ASU No. 2011-05. Under the amendment in this ASU, an entity has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In both choices, an entity is required to present each component of net income along with total net income, each component of other comprehensive income along with a total for other comprehensive income, and a total amount for comprehensive income. This ASU eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders' equity. The amendments in this ASU do not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income.
		The amendments in this ASU should be applied retrospectively. For public entities, the amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Early adoption is permitted, because compliance with the amendments is already permitted. The amendments do not require any transition disclosures. Due to the recency of this pronouncement, the Company is evaluating its timing of adoption of ASU 2011-05, but will adopt the ASU retrospectively by the due date.
		On September 15, 2011, the FASB issued ASU 2011-08, Intangibles - Goodwill and Other, which simplifies how an entity is required to test goodwill for impairment. This ASU would allow an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. Under the ASU, an entity would not be required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that is more likely than not that its fair value is less than its carrying amount. The ASU includes a number of factors to consider in conducting the qualitative assessment. The ASU is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. Early adoption is permitted. This standard is not expected to have a material impact on the Company's reported results of operations or financial position.

F-8

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EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Notes to Financial Statements
As of December 31, 2011 and 2010

1.	Summary of Significant Accounting Policies and Organization (continued)

	(J)	Comprehensive Income
		FASB Accounting Standards Codification Topic 220, Comprehensive Income establishes rules for reporting and displaying of comprehensive income and its components. Comprehensive income is the sum of the net loss as reported in the statements of operations and other comprehensive income transactions. Other comprehensive income transactions that current apply to the Company result from changes in exchange rates used in translating the amount owed to a related party. Comprehensive loss as of December 31, 2011 and 2010 is not shown net of taxes because the Company's deferred tax asset has been fully offset by a valuation allowance.
		Comprehensive loss consisted of the following for the years ended December 31, 2011 and 2010:

			Year Ended			Year Ended
			2011			2010
	Net loss	$	(42,360	)	$	(119,861	)
	Other comprehensive loss:
	Foreign currency translation adjustment		-			-
	Comprehensive loss	$	(42,360	)	$	(119,861	)

F-9

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EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Notes to Financial Statements
As of December 31, 2011 and 2010

2.	Going Concern
	As reflected in the accompanying financial statements, the Company is in the development stage with no operations, a net loss of $42,360 for the year ended December 31, 2011, a stockholder's deficiency and a working capital deficiency of $27,287 as of December 31, 2011, and cash used in operations from re-entering the development stage of $258,606. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern has been, and remains, dependent on advances from its stockholders and the Company's ability to raise additional capital. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
	3. Related Party Transactions
	As of December 31, 2011, the Company has loans from Navitex Technology, Inc., a company which is controlled by one of the stockholders of the Company, with an outstanding balance of $8,538. These loans have no fixed terms of repayment, are unsecured, and bear no interest. During the years ended December 31, 2011 and 2010, the Company imputed interest on the note payable - related party of $1,268 and $1,268, respectively.
	On the above transaction, the Company imputed interest at a rate of 16.67% which is comparable to past borrowings. (See Note 4(d))
	In December 2011, the officer and director forgave $228,029 of advances. The total forgiveness of debt was recorded as additional paid in capital in 2011.
4.	Stockholders' Deficiency
	Stockholders' Deficiency

	(A)	Common Stock Issued for Purchase of Software
		During 2002, the Company issued 3,700,000 shares of common stock in association with the purchase of computer software. In association with the purchase of the software, the Company has agreed to pay the seller a royalty fee of 7% of gross sales. As of December 31, 2011, the Company has not made any sales of the software that would result in the payment of a royalty fee.
	(B)	Common Stock Issued for Debt
		During 2002, the Company issued 1,276,227 shares of common stock in order to settle debt amounting to $199,148. ($0.1560 per share)
		During 2003, the Company issued 40,000,000 shares of common stock in order to settle debt amounting to $40,000. ($0.0010 per share)
		During 2004, the Company issued 33,873,733 shares of common stock in order to settle debt amounting to $21,316. ($0.0006 per share)

F-10

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EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Notes to Financial Statements
As of December 31, 2011 and 2010

4.	Stockholders' Deficiency (continued)
	(C)	Common Stock Issued for Cash
		During 2002, the company issued 445,900 shares of common stock for $44,590 in conjunction with a private placement offer less a finance fee of $9,590 for a net cash value of $35,000. ($0.0785 per share)
	(D)	In-kind Contribution
		During 2007, the Company recorded additional paid-in capital of $72,000 for the fair value of services provided to the Company by its president.
		During 2007, the Company recorded additional paid-in capital of $19,184 for the imputed interest on loans.
		During 2008, the Company recorded additional paid-in capital of $72,000 for the fair value of services provided to the Company by its president.
		During 2008, the Company recorded additional paid-in capital of $24,117 for the imputed interest on loans.
		During 2009, the Company recorded additional paid-in capital of $72,000 for the fair value of services provided to the Company by its president.
		During 2009, the Company recorded additional paid-in capital of $29,244 for the imputed interest on loans.
		During 2010, the Company recorded additional paid-in capital of $72,000 for the fair value of services provided to the Company by its president.
		During 2010, the Company recorded additional paid-in capital of $33,725 for the imputed interest on loans from related parties. (see Note 3)
		During 2011, the Company recorded additional paid-in capital of $72,000 for fair value of services provided by the Company by its president.
		During 2011, the Company recorded additional paid-in capital of $37,215 for the imputed interest on loans from related parties. (see Note 3)
		In December 2011, the officer and director forgave $228,029 of advances. The total forgiveness of debt was recorded as additional paid in capital in 2011. (see Note 3)
	(E)	Amendment to Articles of Incorporation
		During 1999, the Company amended its Articles of Incorporation to change the name of the corporation and provide for an increase in its authorized share capital. The name of the Company was changed from Europa Resources, Inc. to EWRX Internet Systems, Inc. The authorized capital stock increased to 100,000,000 common shares at a par value of $0.001 per share.
		During 2009, the Company amended its Articles of Incorporation to increase the authorized capital stock to 200,000,000 common shares at a par value of $0.001 per share.

F-11

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EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Notes to Financial Statements
As of December 31, 2011 and 2010

5.	Income Taxes
	The Company accounts for income taxes under the FASB Accounting Standards Codification Topic 740, Income taxes. Under Topic 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under FASB Accounting Standards Codification Topic 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
	The provision for income taxes has been computed as follows:

			2011			2010
			$			$
	Expected income tax recovery (expense) at the statutory rate of 34%	$	14,402		$	40,753
	Tax effect of expenses that are not deductible for income tax purposes (net of other amounts deductible for tax purposes)		(4,053	)		(35,947	)
	Tax effect of differences in the timing of deductibility of items for income tax purposes:		-			-
	Utilization of non-capital tax losses to offset current taxable income		-			-
	Change in valuation allowance		(10,349	)		(4,806	)
	Provision for income taxes	$	-		$	-

The components of deferred income taxes are as follows:

			2011			2010
			$			$
	Deferred income tax asset:
	Net operating loss carryforwards	$	2,398,575		$	2,388,226
	Valuation allowance		(2,398,575	)		(2,388,226	)
	Deferred income taxes	$	-		$	-

F-12

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EWRX INTERNET SYSTEMS, INC.
(a Development Stage Company)

Notes to Financial Statements
As of December 31, 2011 and 2010

5.	Income Taxes (continued)
	The Company has tax losses available to be applied against future taxable income through 2031 and 2030, respectively. The net change in the valuation allowance for the years ended December 31, 2011 and 2010 was an increase of $10,349 and $4,806 respectively. Due to the losses incurred in the current year and expected future operating results, management determined that it is more likely than not that the deferred tax asset resulting from the tax losses available for carryforward will not be realized through the reduction of future income tax payments. Accordingly, a 100% valuation allowance has been recorded for the deferred income tax asset.
	The Organization's income tax returns for years 2006 - 2011 are currently open for review by statute by the Internal Revenue Service. However, there are no examinations currently in progress and the Company is not aware of any pending audits. The Company has filed all income tax returns.
6.	Forgiveness Debt
	The Company has certain accounts payables which have been outstanding since 2005 when the Company became dormant. The company policy has been to write off these debts as they become unenforceable, generally after the six year statute of limitations has been reached. During December 2011, the company has written off $97,294 in accounts payable and recorded them as Forgiveness of Debt in other expenses.
7.	Subsequent Events
	During April 2012, the principal stockholder paid $2,000 for expenses on behalf of the Company.

F-13

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

We do not presently intend to change accountants. At no time have there been any disagreements with such accountants regarding any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company's management, including the Company's Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) (the Company's principal financial and accounting officer), of the effectiveness of the Company's disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company's CEO and CFO concluded that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the Company's management, including the Company's CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

Management’s Report on Internal Control Over Financial Reporting

The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Our internal control system was designed to, in general, provide reasonable assurance to the Company's management and board regarding the preparation and fair presentation of published financial statements, but because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Our management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2011. The framework used by management in making that assessment was the criteria set forth in the document entitled “ Internal Control – Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that assessment, our management has determined that as of December 31, 2011, the Company's internal control over financial reporting was effective for the purposes for which it is intended.

This annual report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this annual report.

Changes in Internal Control over Financial Reporting

During the year ended December 31, 2011, there were no significant changes in our control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None.

11

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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The following chart lists all of the Directors of the Company and their respective ages, position and term of service.

The following chart lists all of the Officers of the Company and their respective ages, position and term of service.

Ms. Jessica Q. Wang - Director, President and CEO

Ms. Wang has served as the CEO & President of EWRX since November 2001. She has been the Chairman of the Board of Navitex Technology Inc. since 2002 and is the founder and owner of Navitex Canada Inc. since 1999. From 1993 until 2001, Ms. Wang was the Chairman of the Board of Hong Kong Dongling Holding Co.

Over the last ten years, Ms. Wang has applied her specialization of investment evaluation, technical analysis and international management to attain investments and guide several technology, marketing and real estate companies from conception to successful financial operation. Ms. Wang also facilitated access of North American M&A companies to prominent resources in China and promoted the introduction of successful Chinese companies to the North American stock and financial markets. Ms. Wang has been the Honoured Director of Chinese Talented Women’s Association, an association chaired by the former first lady of China. Through this relationship she has developed close connection with a vast network of outstanding Chinese entrepreneurs, and prominent political and academic leaders.

Mr. Elwin Cathcart – Director and Secretary

Mr. Cathcart is the President and owner of Groupmark Canada Limited which was founded in September 1971. He has also served as the CEO of several other public companies. He continues to be involved in several private business enterprises as well as performing consultation services to individuals and companies.

Mr. Cathcart was the principle shareholder and CEO of VHSN, a public company, specializing in sales of personal products. He also developed “SMARTCARD,”™ a chip based plastic card for the recording and protection of information, including securing data such as money, account information, etc. This technology was licensed and marketed by several companies and individuals. In the last two decades, Mr. Cathcart developed a number of hotel and resort properties in the North American market. He also developed consumer markets for a variety of products sold by a direct sales network. While still active in several areas of business and consulting, he has retired from his business development activities and entrepreneurial enterprises.

Mr. Mark Price – Director

Mr. Mark Price has been a Director of Ewrx Internet Systems since May 2010. Mr. Price has over 20 years experience in growing technology companies into successful operating and marketing organizations. Throughout this time, Mr. Price has held senior executive positions with several notable technology companies, and has provided independent management consulting services to many successful companies across North America. Mr. Price was a co-founder and managing partner of Ashlar Perfomance Group, a successful consulting and marketing firm which has been actively engaged in providing management consulting services and market development to Fortune 1000 companies across North America. Mr. Price was President of Navitex Technology Inc. from 2005-2007, and has been President of Navitex Canada Inc. from 2007 to present. In addition to these activities, Mr. Price currently continues to provide independent consulting services to Canadian technology based companies seeking to develop new markets and is an active Director of Horizon Foundation, a Canadian charitable organization.

Mark Price is the spouse of the Company's President and CEO, Jessica Q. Wang.

12

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Stanley Kwan - Treasurer

Stanley Kwan, FCA, MBA, has been the Treasurer of EWRX Internet Systems since May 2010. Mr. Kwan is the founding partner of one of the largest Chinese public accounting practices in Toronto. Prior to establishing his own practice, Stanley was with Deloitte for almost ten years. Over the past 35 years, he has been travelling frequently between North America and Asia to provide business and tax advice to clients and is very familiar with business practices in both regions.

None of the directors or executive officers has been involved in: (a) bankruptcy; (b) criminal proceeding; or (c) any other legal proceeding.

Term of Office

Our directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and hold office until removed by the board.

All officers and directors listed above will remain in office until the next annual meeting of our stockholders, and until their successors have been duly elected and qualified. There are no agreements with respect to the election of Directors. We have not compensated our Directors for service on our Board of Directors, any committee thereof, or reimbursed for expenses incurred for attendance at meetings of our Board of Directors and/or any committee of our Board of Directors. Officers are appointed annually by our Board of Directors and each Executive Officer serves at the discretion of our Board of Directors. We do not have any standing committees. Our Board of Directors may in the future determine to pay Directors' fees and reimburse Directors for expenses related to their activities.

None of our Officers and/or Directors have filed any bankruptcy petition, been convicted of or been the subject of any criminal proceedings or the subject of any order, judgment or decree involving the violation of any state or federal securities laws within the past five (5) years.

Board of Directors

Our directors hold office until the annual meeting of stockholders of the Company following the election or until any successors are duly elected and qualified. Officers are appointed by the Board of Directors and serve at its discretion.

Significant Employees

None.

Family Relationships

Mark Price is the spouse of the Company's President and CEO, Jessica Q. Wang

Involvement in Certain Legal Proceedings

To our knowledge, during the past ten (10) years, none of our directors, executive officers, promoters, control persons, or nominees has been:

• the subject of any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;
• convicted in a criminal proceeding or is subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);
• subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; or

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• found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law.

Auditors; Code of Ethics; Financial Expert

We do not have an audit committee financial expert. We do not have an audit committee financial expert because we believe the cost related to retaining a financial expert at this time is prohibitive. Furthermore, because we are only beginning our commercial operations, at the present time, we believe the services of a financial expert are not warranted.

Potential Conflicts of Interest

We are not aware of any current or potential conflicts of interest with any of our executives or directors.

ITEM 11. EXECUTIVE COMPENSATION

Compensation of Executive Officers

The following summary compensation table sets forth all compensation awarded to, earned by, or paid to the named executive officers paid by us during the fiscal years ended December 31, 2011 and 2010 in all capacities for the accounts of our executives, including the Chief Executive Officer (CEO):

SUMMARY COMPENSATION TABLE

Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Non-Qualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Totals ($)
Jessica Wang, President and CEO	2011 2010	$ 0 $ 0	0 0	0 0	0 0	0 0	0 0	0 0	$ 0 $ 0
Elwin Cathcart, Secretary	2011 2010	$ 0 $ 0	0 0	0 0	0 0	0 0	0 0	0 0	$ 0 $ 0
Liming Wang,(1) Treasurer	2010	$ 0	0	0	0	0	0	0	$ 0
Stanley Kwan(2) Treasurer	2010	$ 0	0	0	0	0	0	0	$ 0

(1)	Liming Wang resigned as Treasurer on May 5, 2010.
(2)	Stanley Kwan was appointed as Treasurer on May 5, 2010.

Option Grants Table. There were no individual grants of stock options to purchase our common stock made to the executive officer named in the Summary Compensation Table through April 13, 2012.

Aggregated Option Exercises and Fiscal Year-End Option Value Table. There were no stock options exercised during the fiscal year ended December 31, 2011 by the executive officer named in the Summary Compensation Table.

Long-Term Incentive Plan (“LTIP”) Awards Table. There were no awards made to a named executive officer in the last completed fiscal year under any LTIP

Compensation of Directors

Directors are permitted to receive fixed fees and other compensation for their services as directors. The Board of Directors has the authority to fix the compensation of directors. No amounts have been paid to, or accrued to, directors in such capacity.

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Employment Agreements

We do not have any employment agreements with our officers or directors currently.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth certain information regarding the ownership of our capital stock, as of April 13, 2012, for: (i) each director; (ii) each person who is known to us to be the beneficial owner of more than 5%of our outstanding common stock; (iii) each of our executive officers named in the Summary Compensation Table; and (iv) all of our current executive officers and directors of as a group. Except as otherwise indicated in the footnotes, all information with respect to share ownership and voting and investment power has been furnished to us by the persons listed. Except as otherwise indicated in the footnotes, each person listed has sole voting power with respect to the shares shown as beneficially owned.

Name and Address of	Amount of	Percentage
Beneficial Owner	Beneficial Ownership	of Class
Jessica Wang Elwin Cathcart Liming Wang(1)	2,050,000 1,650,000 0	2.05% 1.65% 0
Mark Price(3)	0	0
All Executive Officers and Directors as a Group (3 people)	3,700,000	3.7%
Navitex Canada, Inc. (2)	73,873,733	73.87%

	(1)	Liming Wang resigned as Director and Treasurer on May 5, 2010.
	(2)	Jessica Wang has voting and dispositive power over the shares held by Navitex Canada, Inc. Jessica Wang may be deemed to beneficially own the shares of Common Stock held by Navitex Canada, Inc.
	(3)	Mark Price was appointed Director on May 5, 2010.

Securities authorized for issuance under equity compensation plans.

We have no equity compensation plans

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

Ms. Jessica Q. Wang, one of our directors, pays for certain administrative expenses and is reimbursed by the Company. These advances have no fixed terms for repayment, are unsecured, and bear no interest. During the year of 2011, Ms. Wang advanced the company $18,702 and was reimbursed $0 for purposes of paying operating expenses on behalf of the Company. During the year ended December 31, 2011 and 2010, the Company imputed interest on the advance from director of $35,947 and $32,457, respectively. As of December 31, 2011 and December 31, 2010, the Company has loans from Ms. Wang with an outstanding balance of $0 and $209,327 respectively. During December 2011, Ms. Wang forgave the Company $228,029 of advances.

As of December 31, 2011 and 2010, the Company has loans from Navitex Technology, Inc., a company which is controlled by one of the stockholders of the Company, with an outstanding balance of $8,538 and $8,626, respectively. These loans have no fixed terms for repayment, are unsecured, and bear no interest. During the year 2011 and 2010, the company imputed interest on the note payable-related party of $1,268 and $1,268, respectively.

On the above two transactions, the Company imputed interest at a rate of 16.67% which is comparable to past borrowings.

Transactions with Promoters

There were no material transactions between us and our promoters or founders.

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ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

Audit Fees

For the Company's fiscal years ended December 31, 2011 and December 31, 2010, we were billed approximately $10,266 and $7,950 for professional services rendered for the audit and reviews of our financial statements.

Audit Related Fees

The Company did not incur any audit related fees, other than the fees discussed in Audit Fees, above, for services related to our audit for the fiscal years ended December 31, 2011 and December 31, 2010.

Tax Fees

For the Company's fiscal years ended December 31, 2011 and December 31, 2010, we were not billed for professional services rendered for tax compliance, tax advice, and tax planning.

All Other Fees

The Company did not incur any other fees related to services rendered by our principal accountant for the fiscal years ended December 31, 2011 and December 31, 2010.

Pursuant to the requirements of 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.

Effective May 6, 2003, the Securities and Exchange Commission adopted rules that require that before our auditor is engaged by us to render any auditing or permitted non-audit related service, the engagement be:

• approved by our audit committee; or
• entered into pursuant to pre-approval policies and procedures established by the audit committee, provided the policies and procedures are detailed as to the particular service, the audit committee is informed of each service, and such policies and procedures do not include delegation of the audit committee's responsibilities to management.

We do not have an audit committee. Our entire board of directors pre-approves all services provided by our independent auditors. The pre-approval process has just been implemented in response to the new rules. Therefore, our board of directors does not have records of what percentage of the above fees were pre-approved. However, all of the above services and fees were reviewed and approved by the entire board of directors either before or after the respective services were rendered.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

a) Documents filed as part of this Annual Report

1.	Financial Statements
2.	Financial Statement Schedules
3.	Exhibits

Exhibit No.	Title of Document
31.1	Rule 13a-14(a)/ 15d-14(a) Certification of Chief Executive Officer and Chief Financial Officer
32.1	Section 1350 Certification of Chief Executive Officer and Chief Financial Officer

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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

EWRX INTERNET SYSTEMS, INC.

	By:	/s/ Jessica Q. Wang
		Chief Executive Officer and Principal
		Accounting Officer

Dated: April 16, 2012

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Name	Title	Date
/s/ Jessica Q. Wang	Chief Executive Officer and Principal	April 16, 2012
Jessica Q. Wang	Accounting Officer

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