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EX-31.2 - CERTIFICATION OF THE ACTING CHIEF FINANCIAL OFFICER UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 - Asia Atlantic Resourcesf10q1011ex31ii_asiaatlantic.htm
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q
_________________

(Mark One)
 
þ
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
For the Quarterly Period Ended October 31, 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                     

Commission File Number 333-146572

ASIA ATLANTIC RESOURCES

(Exact name of registrant as specified in its charter)
     
Nevada
 
27-4984032
(State or Other Jurisdiction of
 
(I.R.S. Employer Identification No.)
Incorporation or Organization)
   

2101 Vista Pkwy. – Suite 292
West Palm Beach, FL  33411
(Address of principal executive offices and zip code)

 
(Former name, former address and former fiscal year, if changed since last report

Registrant’s telephone number, including area code: (786) 290-8054

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 is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer  ¨
  
Accelerated filer  ¨
 
Non-accelerated filer  ¨
(Do not check if smaller reporting company)
  
Smaller reporting company  x
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  þ   No  ¨

The number of shares of the registrant’s common stock outstanding as of July 17, 2013 was 13,100,000.
 
 
 

 

PART I

Item 1.  Financial Statements.
 
ASIA ATLANTIC RESOURCES
 
(An Exploration Stage Company)
 
October 31, 2011
 
 
2

 
 
ASIA ATLANTIC RESOURCES.
(An Exploration Stage Company)
BALANCE SHEETS
(Unaudited)
 
   
October 31,
   
April 30,
 
ASSETS
 
2011
   
2011
 
             
Current
           
   Cash and cash equivalents
  $ 1,331     $ 2,186  
Total Assets
  $ 1,331     $ 2,186  
LIABILITIES
               
                 
Current
               
   Accounts payable and accrued liabilities
  $ 1,500     $ 6,594  
   Convertible note payable – Note 4
    6,500       6,500  
   Due to related party – Note 3
    63,136       63,136  
      71,136       76,230  
Convertible note payable – Note 4
    19,250       10,000  
Total Liabilities
    90,386       86,230  
                 
Going concern – Note 1
               
STOCKHOLDERS’ EQUITY (DEFICIT)
               
Capital Stock- Note 5
               
  Authorized:
               
75,000,000 common shares with a par value of $.001
               
  Issued and outstanding:
               
  13,100,000 common shares
    13,100       13,100  
Additional paid in capital
    154,400       154,400  
Deficit accumulated during the exploration stage
    (256,555 )     (251,544 )
                 
Total Stockholders’ Deficit
    (89,055 )     (84,044 )
Total Liabilities and Stockholders’ Deficit
  $ 1,331     $ 2,186  
 
See Accompanying Notes
 
 
3

 
 
ASIA ATLANTIC RESOURCES
(An Exploration Stage Company)
STATEMENT OF OPERATIONS
For the three months and six months ended October 31, 2011 and 2010 and
from the period January 22, 2007 (Date of Inception) to October 31, 2011
(Unaudited)
 
   
For the three
   
For the three
   
For the six
   
For the six
   
Accumulated for
 
   
months ended
   
months ended
   
months ended
   
months ended
   
from January 22, 2007
 
   
October 31,
   
October 31,
   
October 31,
   
October 31
   
(Date of Inception)
 
   
2011
   
2010
   
2011
   
2010
   
to October 31, 2011
 
Expenses  
                             
   Geological, mineral and prospect costs
  $ -     $ -     $ -     $ -     $ 8,000  
   General and administrative
    1,838       18,438       3,261       34,963       156,404  
   Incorporation costs
            -        -        -       441  
   Professional fees
    550       6,231       1,750       11,776       91,824  
Operating loss for the period
    (2,388 )     (24,669 )     (5,011 )     (46,739 )     (256,669 )
Interest revenue
                     -        -       114  
                                         
Net Loss for the Period
  $ (2,388 )   $ (24,669 )   $ (5,011 )   $ (46,739 )   $ (256,555 )
                                         
Basic and fully diluted net loss
                                       
   per common share
  $ (0.000 )   $ (0.001 )   $ (0.000 )   $ (0.001 )        
                                         
Weighted average common
                                       
   shares outstanding
    13,100,000       13,100,000       13,100,000       13,100,000          

See Accompanying Notes
 
 
4

 
 
ASIA ATLANTIC RESOURCES
(An Exploration Stage Company)
STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT)
for the period from January 22, 2007 (Date of Inception) to October 31, 2011
(Unaudited)
 
               
Additional
   
Share
             
   
Common Stock
   
Paid-in
   
Subscriptions
   
Accumulated
       
   
Shares
   
Amount
   
Capital
   
Received
   
Deficit
   
Total
 
                                     
Balance, January 22, 2007
    -     $ -     $ -     $ -     $ -     $ -  
Shares issued for cash
                                               
  at $.001
    2,000,000        2,000       -       -       -       2,000  
Shares issued for cash
                                               
  at $.005
    5,600,000        5,600        22,400       -       -        28,000  
Net loss for the period
    -       -       -       -       (12,072 )     (12,072 )
Balance, April 30, 2007
    7,600,000        7,600       22,400       -       (12,072 )     17,928  
                                                 
Net loss for the period
    -       -       -       -       (13,588 )     (13,588  
Balance, April 30, 2008
    7,600,000       7,600       22,400       -       (25,660 )     4,340  
                                                 
Shares issued for cash
                                               
  at $.025
    4,000,000       4,000       96,000       -       -       100,000  
Net loss for the period
    -       -       -       -       (61,279 )     (61,279 )
Balance, April 30, 2009
    11,600,000       11,600       118,400       -       (86,939 )     43,061  
                                                 
Share subscriptions received
            -       -       25,000       -       25,000  
Shares issued from
    1,000,000       1,000       24,000       (25,000 )     -       -  
   subscriptions
                                               
Shares issued for cash
    500,000       500       12,000       -               12,500  
  of $0.025
                                               
Net loss for the period
    -       -       -       -       (103,153 )     (103,153 )
Balance, April 30, 2010
    13,100,000       13,100       154,400       -       (190,092 )     (22,592 )
                                                 
Net loss for the period
    -       -       -       -       (61,452 )     (61,452 )
Balance, April 30, 2011
    13,100,000       13,100       154,400       -       (251,544 )     (84,044 )
                                                 
Net loss for the period
    -       -       -       -       (5,011 )     (5,011 )
Balance, October 31, 2011
    13,100,000     $ 13,100     $ 154,400       -     $ (256,555 )   $ (89,055 )
 
See Accompanying Notes
 
 
5

 

ASIA ATLANTIC RESOURCES
(An Exploration Stage Company)
STATEMENT OF CASH FLOWS
For the six months ended October 31, 2011 and 2010, and
 from the period January 22, 2007 (Date of Inception) to October 31, 2011
(Unaudited)
 
   
For the six
   
For the six
   
From January 22, 2007
 
   
months ended
   
months ended
   
(Date of Inception)
 
   
October 31, 2011
   
October 31, 2010
   
To October 31, 2011
 
                   
Operating Activities
                 
    Net loss for the period
  $ (5,011 )   $ (46,739 )   $ (256,555 )
Cash provided by (used in) changes in current assets and liabilities
                       
       Accounts payable and accrued liabilities
    (5,094 )     266       1,500  
                         
Net cash provided by (used in)
                       
   Operating Activities
    (10,105 )     (46,473 )     (255,055 )
                         
Financing Activities
                       
   Related party advances
    -       46,263       63,136  
   Convertible note payable
    9,250       -       25,750  
   Common stock issued for cash
     -       -       167,500  
                         
Net cash provided by (used in) Financing Activities
    9,250       46,263       256,386  
                         
Increase in cash and cash equivalents during the period
    (855 )     (210 )     1,331  
                         
Cash and cash equivalents, beginning of the period
    2,186       515        -  
                         
Cash and cash equivalents, end of the period
  $ 1,331     $ 305     $ 1,331  
                         
Supplemented disclosure of cash flow
                       
Information:
                       
  Cash paid for:
                       
     Interest
  $ -       -       -  
     Income Taxes
  $ -       -       -  
 
See Accompanying Notes
 
 
6

 

ASIA ATLANTIC RESOURCES
(An Exploration Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2011
(Unaudited)
Note 1 - Nature and Continuance of Operations

The Company was incorporated in the State of Nevada on January 22, 2007 and is in the exploration stage.  The Company acquired a mineral property located in the Province of British Columbia, Canada, which expired on September 17, 2008.  

The Company has adopted April 30 as its fiscal year end.

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year.  Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern.  At October 31, 2011, the Company had not yet achieved profitable operations, has accumulated losses of $256,555 since its inception. The Company expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company’s ability to continue as a going concern.  The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due.  Management anticipates that additional funding will be in the form of equity financing from the sale of common stock.  Management may also seek to obtain short-term loans from the directors of the Company.  There are no current arrangements in place for equity funding or short-term loans.

Note 2 - Summary of Significant Accounting Policies

Basis of presentation and interim reporting

The accompanying financial statements are stated in US dollars and have been prepared in accordance with generally accepted accounting principles in the United States of America. While the information presented in the accompanying interim financial statements is unaudited, it includes all adjustments which are in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim period presented in accordance with accounting principles generally accepted in the United States of America.  All adjustments are of a normal recurring nature.

Although these interim financial statements follow the same accounting policies and methods of their application as the Company’s April 30, 2011 annual financial statements, they do not include all information and footnotes required by generally accepted accounting principles for complete financial statements.  Accordingly, it is suggested that these interim financial statements be read in conjunction with the Company’s April 30, 2011 annual financial statements.  The results of operations for the period are not necessarily indicative of the results expected for a full year or for any future periods.

Development Stage Company

The Company is a development stage company as defined in the Financial Accounting Standards Board (“SASB”) Accounting Standards Codification (“ASC”) Topic 205-915, “Development Stage Entities.” 
 
 
7

 
 
ASIA ATLANTIC RESOURCES
(An Exploration Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2011
(Unaudited)

Note 2 - Summary of Significant Accounting Policies - continued

The Company is still in the developmental stage, devoting substantially all of its present efforts to establish its business and its planned principal operations have not commenced, as only one subsidiary has started to realize some revenues but has not achieved full operations.  All losses accumulated since inception have been considered as part of the Company’s development stage activities.

Fair Value Measurements

The Company follows FASB ASC 820, “Fair Value Measurements and Disclosures,” for all financial instruments and non-financial instruments accounted for at fair value on a recurring basis.  This accounting standard established a single definition of fair value and a framework for measuring fair value, sets out a fair value hierarchy to be used to classify the source of information used in fair value measurement and expands disclosures about fair value measurements required under other accounting pronouncements. It does not change existing guidance as to whether or not an instrument is carried at fair value.  The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions and credit risk.  The Company has adopted FASB ASC 825, “Financial Instruments”, which allows companies to choose to measure eligible financial instruments and certain other items at fair value that are not required to be measured at fair value.  The Company has not elected the fair value option for any eligible financial instruments.

Financial Instruments

The carrying values of cash and cash equivalents, accounts payable and accrued liabilities, due to/from related parties and convertible note payable approximate fair value because of the short-term nature of these instruments. Management is of the opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.

Revenue Recognition

The Company recognizes revenue when a contract is in place, minerals are delivered to the purchaser and collectability is reasonably assured.
 
 
8

 

ASIA ATLANTIC RESOURCES
(An Exploration Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2011
(Unaudited)

 Note 2 - Summary of Significant Accounting Policies - continued

Mineral Property Costs

Mineral property acquisition, exploration and development costs are expensed as incurred until such time as economic reserves are quantified.  From that time forward, the Company will capitalize all costs to the extent that future cash flows from mineral reserves equal or exceed the costs deferred.  The deferred costs will be amortized over the recoverable reserves when a property reaches commercial production.  Costs related to site restoration programs will be accrued over the life of the project.  To date, the Company has not established any proven reserves on its mineral property.

Environmental Costs

Environmental expenditures that relate to current operations are expensed or capitalized as appropriate.  Expenditures that relate to an existing condition caused by past operations, and which do not contribute to current or future revenue generation, are expensed.  Liabilities are recorded when environmental assessments and/or remedial efforts are probable, and the cost can be reasonably estimated.  Generally, the timing of these accruals coincides with the earlier of:

i)         completion of a feasibility study; or

ii)        the Company’s commitment to a plan of action based on the then known facts.

Basic and Diluted Net Income (Loss) Per Share

The Company computes net loss per share in accordance with FASB ASC Topic 260, "Earnings Per Share".  This topic requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement.  Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the year.  Diluted EPS gives effect to all dilutive potential common shares outstanding during the year including stock options, using the treasury stock method, and convertible preferred stock, using the if-converted method.  In computing diluted EPS, the average stock price for the year is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants.  Diluted EPS excludes all dilutive potential common shares if their effect is anti dilutive.

Cash and Currency Risks
 
The Company incurs expenditures in Canadian and U.S. dollars. Consequently, some assets and liabilities are exposed to Canadian dollar foreign currency fluctuations.  As at October 31, 2011, there were no amounts denominated in Canadian dollars included in the financial statements. The Company has cash balances at well-known financial institutions.  Balances in U.S. dollars at Canadian institutions are not protected by insurance and are therefore subject to deposit risk.  As at October 31, 2011, all cash and equivalents represented cash in US dollars at American financial institutions.
 
 
9

 
 
ASIA ATLANTIC RESOURCES
(An Exploration Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2011
(Unaudited)
 
Note 2 - Summary of Significant Accounting Policies - continued

Use of estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Changes in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Actual results could differ from those estimates.

Derivative Instruments
 
The Company accounts for derivative instruments according to FASB ASC topic 815. These standards establish accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, and for hedging activities.
 
If certain conditions are met, a derivative may be specifically designated as a hedge, the objective of which is to match the timing of gain or loss recognition on the hedging derivative with the recognition of (i) the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk or (ii) the earnings effect of the hedged forecasted transaction. For a derivative not designated as a hedging instrument, the gain or loss is recognized in income in the period of change.  The Company has not entered into derivatives contracts to hedge existing risks or for speculative purposes.
 
During the year ended April 30, 2009, the Company issued a convertible debt note, which the Company accounts for under FASB ASC topic 815 as an embedded derivative.  Under this standard, the Company has determined that its conversion right provision is not clearly and closely related to the characteristics of the note.  Accordingly, this conversion feature qualifies to be accounted for separately from the debt instrument.  As the conversion is at the discretion of the holder and may only be converted into equity, the conversion feature is recognized as equity and valued at its fair value at inception.
 
Comprehensive Income

The Company has adopted ASU 220 “Reporting Comprehensive Income,” which establishes standards for reporting and display of comprehensive income, its component and accumulated balances. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners.
 
The Company does not have any reconciling items between the net loss presented in the statements of operations and comprehensive loss as defined by ASU 220.

Foreign Currency Translations

The Company's functional currency is US dollars. Foreign currency balances are translated into US dollars as follows:
 
Monetary assets and liabilities are translated at the period-end exchange rate. Non-monetary assets are translated at the rate of exchange in effect at their acquisition, unless such assets are carried at market or nominal value, in which case they are translated at the period-end exchange rate. Revenue and expense items are translated at the average exchange rate for the period. Foreign exchange gains and losses in the period are included in operations
 
 
10

 
 
ASIA ATLANTIC RESOURCES
(An Exploration Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2011
(Unaudited)

Note 2 - Summary of Significant Accounting Policies – continued

Recent Accounting Pronouncements

The Company adopts new pronouncements relating to generally accepted accounting principles applicable to the Company as they are issued, which may be in advance of their effective date. Management does not believe that any pronouncement not yet effective but recently issued would, if adopted, have a material effect on the accompanying financial statements.
 
Note 3 - Related party transactions

The Company’s former director advanced funds to the Company.  There are no repayment terms or interest attached to the advances.  As at October 31, 2011, $14,486 remains owing by the Company. As of October 31, 2011, $48,650 remains owing to a former Director for management fees.  These transactions resulted in an amount due to related parties as at October 31, 2011 of $63,136.
 
Note 4 - Convertible Note

On August 19, 2008, the Company received financing of $6,500 in exchange for a note payable that is non-interest bearing and due on demand. Each $0.005 of the principal outstanding of the note may be converted into one common stock of the Company at the discretion of the note holder.  Should the conversion feature be exercised, the Company would be required to issue 1,300,000 shares in exchange for the note.

On February 15, 2011, the Company entered into a convertible line of credit note, which bears no interest, has a maturity date of December 31, 2013 and is unsecured. The line allows for draws up to $100,000, of which the Company has drawn $19,250.  At October 31, 2011, the Company has $80,750 which can be drawn. It is convertible at the option of the holder at the lesser of 60% of the 3 day prior closing price, $0.01 or the price shares are sold to a third party.

The Company accounts for this financial instrument in accordance with FASB ASC Topic 815, ``Derivatives and Hedging,`` Subtopic 40, “Contracts in Entity`s Own Equity.”  At its inception the conversion feature was recorded separately from the debt instrument and using level 1 inputs the fair value was calculated as $nil.
 
Note 5 - Capital Stock

On February 12, 2007, the Company issued 2,000,000 common shares for $2,000 in cash to the sole director.

On February 15, 2007, the Company issued 5,600,000 common shares for $28,000 in cash.

On November 6, 2008, the Company issued 4,000,000 commons shares for $100,000 in cash.
 
On October 13, 2009, the Company received share subscriptions for 500,000 common shares for $12,500 in cash.
 
 
11

 

ASIA ATLANTIC RESOURCES
(An Exploration Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
October 31, 2011
(Unaudited)

Note 5 - Capital Stock - continued
 
On October 22, 2009, the Company received share subscriptions for 500,000 common shares for $12,500 in cash.

On December 29, 2009, the Company issued 1,000,000 common shares in fulfillment of the subscriptions.

On December 29, 2009, the Company issued 500,000 common shares for $12,500 in cash.

There are no shares subject to options, warrants or other agreements as at October 31, 2011.
 
 
12

 
 
Forward-Looking Statements
 
This Form 10-Q includes "forward-looking statements" within the meaning of the "safe-harbor" provisions of the Private Securities Litigation Reform Act of 1995. Such statements are based on management's current expectations and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.
 
All statements other than historical facts included in this Form, including without limitation, statements under "Plan of Operation", regarding our financial position, business strategy, and plans and objectives of management for the future operations, are forward-looking statements.
 
Although we believe that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. Important factors that could cause actual results to differ materially from our expectations include, but are not limited to, market conditions, competition and the ability to successfully complete financing.

Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Plan of Operation

We are presently operating as a “shell company” in the process of seeking a new business opportunity. We will endeavor to enter into a corporate business combination or acquisition of assets by which we become engaged in an active business venture.  There are no present binding arrangements for such a business combination or acquisition of assets.
 
We do not presently have sufficient funds to pay our administrative and operating expenses or to finance any potential business acquisitions.  Accordingly, we are dependent upon our ability to raise funds to be able to continue our existence and finance our efforts to seek a business acquisition.  We do not presently have any arrangements under which we are assured that the necessary funds will be available

We presently have no employees other than our President and Sole Director.  If we are able to complete a business acquisition and enter into an active business, we will have to employ personnel with knowledge of and experience in that industry.  We anticipate that we will use outside independent consultants and advisors to assist us in our acquisition efforts.
 
 
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Results of Operations for the Three-Month Period Ended October 31, 2011

We had no revenues for the three-month periods ended October 31, 2011 or 2010.  We have no present source of revenue and there is little likelihood we will develop any revenue source during the next 12 months.

We incurred expenses in the amount of $2,388 for the three-month period ended October 31, 2011 as compared with $24,669 for the three-month period ended October 31, 2010.  The decrease is to a decline in professional fees of $5,681 and a $16,600 decline in general and administrative fees for the period in 2011 as compared to 2010.  All these expenses were for administrative costs and professional fees.

At October 31, 2011, we had total assets of $1,331 consisting solely of cash. There were total liabilities of $90,386 consisting of accounts payable and accrued liabilities of $1,500 a note payable of $6,500 and advances from a related party of $63,136.
We have not attained any source of revenue or profitable operations.  We are dependent upon obtaining capital financing to pay our administrative costs and pursue any business activities.  For these reasons, our auditors believe that there is substantial doubt we will be able to continue as a going concern.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

None.

Item 4T.  Controls and Procedures.

Management’s Report on Internal Control over Financial Reporting.
 
Our management, including our principal executive officer, our principal financial officer and our principal accounting officer and our Board of Directors, is responsible for establishing and maintaining a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
 
Our management, with the participation of our principal executive officer and financial officer, evaluated the effectiveness of our internal control over financial reporting as of October 31, 2011. Our management’s evaluation of our internal control over financial reporting was based on the framework in Internal Control—Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission.
 
Based on such evaluation, management determined that our internal control over financial reporting was not effective as of October 31, 2011 because the following material weakness in internal control over financial reporting existed as of October 31, 2011.

(i)         lack of segregation of incompatible duties due to insufficient personnel; and
(ii)        Insufficient Board of Directors representation.

 
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Though no material misstatements have resulted our management has determined that until such time as sufficient representation on our Board of Directors can be achieved the Company’s inability to formulate an audit committee represents a significant risk.
 
A material weakness is a deficiency or a combination of control deficiencies in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.
 
Limitations on Effectiveness of Controls
 
Our principal executive officer and principal financial officer do not expect that our disclosure controls or our internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additional controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
 
Changes in Internal Control over Financial Reporting
 
There were no changes in our internal control over financial reporting during the second quarter of our fiscal year end April 30, 2012 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.
 
 
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PART II
 
Item 1.  Legal Proceedings.

None.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3.  Defaults Upon Senior Securities.

None.

Item 4.  Reserved

Item 5.  Other Information.

The Company’s Board of Directors does not presently have a standing nominating committee or any committee performing similar functions since the Board presently consists of only one member.

Item 6.  Exhibits.

(a)  The following sets forth those exhibits filed pursuant to Item 601 of Regulation S-K:

Exhibit No.
 
Description of Exhibits
31.1
 
*  Certification of the Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002
     
31.2
 
*  Certification of the Acting Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002
     
32.1
 
*  Certification of the Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002.
     
32.2
 
*  Certification of the Acting Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002.
____________________
*   Filed herewith.

(b)  The following sets forth the Company’s reports on Form 8-K that have been filed during the quarter for which this report is filed:

None.
 
 
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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.
 
  
  
 
ASIA ATLANTIC RESOURCES
  
  
 
  
  
Date:
July 19, 2013
 
By:
/s/ J. Francisco Terreforte
  
  
 
  
J. Francisco Terreforte
  
  
 
  
Chief Executive Officer, President and Chairman of the Board
 
 
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