Bespoke Extracts, Inc. - Quarter Report: 2009 December (Form 10-Q)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
Form
10-Q
(Mark
one)
x Quarterly Report
Under Section 13 or 15(d) of The Securities Exchange Act of
1934
For the
quarterly period ended December 31, 2009
o Transition
Report Under Section 13 or 15(d) of The Securities Exchange Act
of
1934
For the
transition period from ______________ to _____________
Commission
file number 000-52759
FIRST
QUANTUM VENTURES, INC.
(Exact
name of registrant as specified in its charter)
|
Nevada
|
20-4743354
|
|
|
(State
or other jurisdiction of
incorporation)
|
(IRS Employer Identification No.) |
2101
Vista Parkway, Suite 292
West Palm
Beach FL33411
(Address
of principal executive offices)(Zip Code)
Registrant's
telephone number, including area code: (561) 228-6148
N/A
(Former
name or former address, if changes since last report)
Indicate
by check mark whether the issuer (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act 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 o
Indicate
by check mark whether the registrant is an accelerated filer, a non-accelerated
filer, or a smaller reporting company.
|
|
Large
accelerated
filer
o
Non-accelerated
filer o
|
Accelerated
filer
o
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 o
APPLICABLE
ONLY TO CORPORATE ISSUERS
State the
number of shares outstanding of each of the issuer's classes of common equity,
as of the latest practicable date:
As of
February 1, 2010, there were approximately
340,632 shares of the Issuer's common stock, par value $0.001 per
share outstanding.
CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain
statements in this quarterly report on Form 10-Q contain or may contain
forward-looking statements that are subject to known and unknown
risks, uncertainties and other factors which may cause actual results,
performance or achievements to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements. These forward-looking statements were based on various
factors and were derived utilizing numerous assumptions and other
factors that could cause our actual results to differ materially from those in
the forward-looking statements. These factors include, but are not limited
to, economic, political and market conditions and fluctuations,
government and industry regulation, interest rate risk, U.S. and
global competition, and other factors including the risk factors set forth in
our Form 10-K. Most of these factors are difficult to predict accurately and are
generally beyond our control. You should consider the areas of risk described in
connection with any forward-looking statements that may be made herein. Readers
are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this report. Readers
should carefully review this quarterly report in its entirety, including but not
limited to our financial statements and the notes thereto. Except for our
ongoing obligations to disclose material information under
the Federal securities laws, we undertake no obligation to release publicly any
revisions to any forward-looking statements, to report events or to report the
occurrence of unanticipated events. For any forward-looking
statements contained in any document, we claim the protection of the safe harbor
for forward-looking statements contained in the Private Securities Litigation
Reform Act of 1995.
INDEX
PART I. -
FINANCIAL INFORMATION
|
Item
2
|
Management's
Discussion and Analysis or Plan of
Operations
|
|
Item
3
|
Quantitative
and Qualitative Disclosures About Market
Risk
|
|
Item
4T.
|
Controls
and Procedures
|
PART II.
- OTHER INFORMATION
|
Item
1
|
Legal
Proceedings
|
|
Item
1A.
|
Risk
Factors
|
|
Item
2
|
Unregistered
Sales of Equity Securities and Use of
Proceeds
|
|
Item
3
|
Defaults
Upon Senior Securities
|
|
Item
4
|
Submission
of Matters to a Vote of Security
Holders
|
|
Item
6
|
Exhibits
|
SIGNATURES
EXHIBITS
PART I. -
FINANCIAL INFORMATION
INDEX
TO FINANCIAL STATEMENTS
|
Balance
Sheet
|
F-2
|
|
Statements
of Operations
|
F-3
|
|
Statements
of Stockholders'
Equity
|
F-4
|
|
Statements
of Cash Flows
|
F-5
|
|
Notes
to Financial Statement
|
F-6
|
F-1
First
QuantumVentures, Inc.
(an
development stage enterprise)
Balance
Sheet
|
December
31, 2009
|
June
30, 2009
|
|||||||
|
(Unaudited)
|
||||||||
|
ASSETS
|
||||||||
|
CURRENT
ASSETS
|
||||||||
|
Cash
|
$ | 95 | $ | 0 | ||||
|
Prepaid expenses
|
0 | 0 | ||||||
|
Total
current assets
|
95 | 0 | ||||||
|
OTHER
ASSETS
|
||||||||
|
Other
assets
|
0 | 0 | ||||||
|
Total
other assets
|
0 | 0 | ||||||
|
Total
Assets
|
$ | 95 | $ | 0 | ||||
|
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
|
CURRENT
LIABILITIES
|
||||||||
|
Accounts
payable and accrued liabilities
|
$ | 0 | $ | 0 | ||||
|
Accrued
interest on line of credit payable
|
13,730 | 10,071 | ||||||
|
Total
current liabilities
|
13,730 | 10,071 | ||||||
|
LONG-TERM
LIABILITIES
|
||||||||
|
Long-term
line of credit payable
|
77,156 | 57,156 | ||||||
|
Total
long-term liabilities
|
77,156 | 57,156 | ||||||
|
Total
Liabilities
|
90,886 | 67,227 | ||||||
|
STOCKHOLDERS'
EQUITY
|
||||||||
|
Common
stock, $0.001 par value, authorized 500,000,000 shares; 340,632
issued and outstanding
|
340 | 340 | ||||||
|
Additional
paid-in capital
|
33,690 | 33,690 | ||||||
|
Deficit
accumulated during the development stage
|
(124,821 | ) | (101,257 | ) | ||||
|
Total
stockholders' equity
|
(90,791 | ) | (67,227 | ) | ||||
|
Total
Liabilities and Stockholders' Equity
|
$ | 95 | $ | 0 | ||||
The
accompanying notes are an integral part of the financial statements
F-2
First
Quantum Ventures, Inc.
(an
development stage enterprise)
Statements
of Operations
Three And
Six Months Ended December 31,
(Unaudited)
|
Three
Months
|
Six
Months
|
Period
from
Feb
24, 2004
(Inception)
through
|
||||||||||||||||||
|
2009
|
2008
|
2009
|
2008
|
Dec
31, 2009
|
||||||||||||||||
|
REVENUES
|
$ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||
|
OPERATING
EXPENSES
|
||||||||||||||||||||
|
General
and administrative
|
3,175 | 3,044 | 5,655 | 4,667 | 87,716 | |||||||||||||||
|
Professional
fees
|
4,750 | 0 | 14,250 | 0 | 23,375 | |||||||||||||||
|
Interest
expense
|
1,944 | 1,177 | 3,659 | 2,251 | 13,730 | |||||||||||||||
|
Total
expenses
|
9,869 | 4,221 | 23,564 | 6,918 | 124,821 | |||||||||||||||
|
Net
loss
|
$ | (9,869 | ) | $ | (4,221 | ) | $ | (23,564 | ) | $ | (6,918 | ) | $ | (124,821 | ) | |||||
|
Basic
net loss per weighted average share
|
$ | ( 0.03 | ) | $ | ( 0.01 | ) | $ | ( 0.07 | ) | $ | ( 0.02 | ) | ||||||||
|
Weighted
average number of shares
|
340,632 | 340,632 | 340,632 | 340,632 | ||||||||||||||||
The
accompanying notes are an integral part of the financial statements
F-3
First
Quantum Ventures, Inc.
(an
development stage enterprise)
Statement
of Stockholders' Equity (Deficit)
|
Number
of
Shares
|
Common
Stock
|
Additional
Paid-in
Capital
|
Deficit
Accumulated
During
the
Development
Stage
|
Total
Stockholders'
Equity
|
||||||||||||||||
|
BEGINNING BALANCE, July
1, 2005
|
34,030,390 | $ | 34,030 | $ | 0 | $ | (34,030 | ) | $ | 0 | ||||||||||
|
Net
loss
|
0 | 0 | 0 | (8,582 | ) | (8,582 | ) | |||||||||||||
|
BALANCE, June 30,
2006
|
34,030,390 | 34,030 | 0 | (42,612 | ) | (8,582 | ) | |||||||||||||
|
Net
loss
|
0 | 0 | 0 | (8,205 | ) | (8,205 | ) | |||||||||||||
|
BALANCE, June 30,
2007
|
34,030,390 | 34,030 | 0 | (50,817 | ) | (16,787 | ) | |||||||||||||
|
1
for 100 reverse split
|
(33,690,086 | ) | (33,690 | ) | 33,690 | 0 | 0 | |||||||||||||
|
Net
loss
|
0 | 0 | 0 | (24,549 | ) | (24,549 | ) | |||||||||||||
|
BALANCE, June 30,
2008
|
340,304 | 340 | 33,690 | (75,366 | ) | (41,336 | ) | |||||||||||||
|
Net
loss
|
0 | 0 | 0 | (25,891 | ) | (25,891 | ) | |||||||||||||
|
BALANCE, June 30,
2009
|
340,304 | 340 | 33,690 | (101,257 | ) | (67,227 | ) | |||||||||||||
|
Net
loss
|
0 | 0 | 0 | (23,564 | ) | (23,564 | ) | |||||||||||||
|
BALANCE, December 31,
2009 (unaudited)
|
340,304 | $ | 340 | $ | 33,690 | $ | (124,821 | ) | $ | (90,791 | ) |
The
accompanying notes are an integral part of the financial statements
F-4
First
Quantum Ventures, Inc.
(an
development stage enterprise)
Statements
of Cash Flows
Six
Months Ended December 31,
(Unaudited)
|
2009
|
2008
|
Cumulative from
February
24, 2004
(inception)
to
Dec
31, 2009
|
||||||||||
|
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
||||||||||||
|
Net
loss
|
$ | (23,565 | ) | $ | (6,918 | ) | $ | (124,821 | ) | |||
|
Adjustments
to reconcile net loss to net cash used by operating
activities:
|
||||||||||||
|
Common
stock issued for services
|
0 | 0 | 25,000 | |||||||||
|
Changes
in operating assets and liabilities
|
||||||||||||
|
Increase
(decrease) in accounts payable - trade
|
0 | 4,667 | 0 | |||||||||
|
Increase
(decrease) in accrued interest
|
3,659 | 2,251 | 13,730 | |||||||||
|
Net
cash provided (used) by operating activities
|
(19,906 | ) | 0 | (86,091 | ) | |||||||
|
CASH
FLOWS FROM INVESTING ACTIVITIES:
|
||||||||||||
|
Deposit
on options
|
0 | 0 | 0 | |||||||||
|
Net
cash provided (used) by investing activities
|
0 | 0 | 0 | |||||||||
|
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
||||||||||||
|
Common
stock issued for cash
|
0 | 0 | 9,030 | |||||||||
|
Proceeds
from line of credit payable
|
20,000 | 6,918 | 77,156 | |||||||||
|
Payments
on line of credit payable
|
0 | 0 | 0 | |||||||||
|
Net
cash provided by financing activities
|
20,000 | 6,918 | 86,186 | |||||||||
|
Net
increase (decrease) in cash
|
94 | 6,918 | 95 | |||||||||
|
CASH, beginning of
period
|
0 | 0 | 0 | |||||||||
|
CASH, end of
period
|
$ | 94 | $ | 6,918 | $ | 95 | ||||||
|
SUPPLEMENTAL
DISCLOSURE OF CASH FLOW INFORMATION:
|
||||||||||||
|
Non-Cash
Financing Activities:
|
||||||||||||
|
None
|
||||||||||||
The
accompanying notes are an integral part of the financial statements
F-5
First
Quantum Ventures, Inc.
(an
development stage enterprise)
NOTES TO
FINANCIAL STATEMENTS
(Unaudited)
Note 1
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
(a) The Company First
Quantum Ventures, Inc.. is a Nevada chartered development stage
corporation which conducts business from its headquarters in West Palm
Beach, Florida.
|
The
following summarize the more significant accounting and reporting policies and
practices of the Company:
|
(b) Use of
estimates The financial statements have been prepared in
conformity with generally accepted accounting principles. In
preparing the financial statements, management is required to make
estimates and assumptions that affect the reported amounts of assets and
liabilities as of the date of the statements of financial condition and
revenues and expenses for the year then ended. Actual results
may differ significantly from those
estimates.
|
|
(c) Start-up
costs Costs of start-up activities, including
organization costs, are expensed as incurred, in accordance with Statement
of Position (SOP) 98-5.
|
(d) Stock compensation for services
rendered The Company may issue shares of common stock in exchange for
services rendered. The costs of the services are valued according to
generally accepted accounting principles and have been charged to
operations.
|
(e) Net income (loss) per share
Basic loss per share is computed by dividing the net income (loss)
by the weighted average number of common shares outstanding during the
period.
|
(f) Property and equipment All
property and equipment are recorded at cost and depreciated over their estimated
useful lives, using the straight-line method. Upon sale or
retirement, the cost and related accumulated depreciation are eliminated from
their respective accounts, and the resulting gain or loss is included
in the results of operations. Repairs and maintenance charges, which
do not increase the useful lives of the assets, are charged to operations as
incurred.
(g)
Cash and equivalents For purposes
of the statement of cash flows, the Company considers all highly liquid
investments with maturity of three months or less when purchased to be cash
equivalents
(h) Interim financial
information The financial statements for the three months ended September
30, 2009 and 2008 are unaudited and include all adjustments which in
the opinion of management are necessary for fair presentation, and such
adjustments are of a normal and recurring nature. The results for the three
months are not indicative of a full year results.
F-6
First
Quantum Ventures, Inc.
(an
development stage enterprise)
NOTES TO
FINANCIAL STATEMENTS
(Unaudited)
NOTE 2 -
GOING CONCERN
The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern. The Company's
financial position and operating results raise substantial doubt about the
Company's ability to continue as a going concern, as reflected by the net loss
of $124,821 accumulated through December 31, 2009. The ability of the Company to
continue as a going concern is dependent upon commencing operations, developing
sales and obtaining additional capital and financing. The financial
statements do not include any adjustments that might be necessary if the Company
is unable to continue as a going concern. The Company is currently
seeking additional capital to allow it to begin its planned
operations
NOTE 3 -
NOTES PAYABLE
The Company has entered
into a convertible line of credit payable, which bears a 10% interest rate, a
maturity date of December 31, 2011 and is unsecured. The line allows for
draws up to $100,000, of which the Company has drawn $77,156. 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.
NOTE 4 -
STOCKHOLDERS EQUITY
At
December 31, 2009, the Company has 500,000,000 shares of par value $0.001 common
stock authorized and 340,632 issued and outstanding.
F-7
Item 2 -
Management's Discussion and Analysis of Financial Condition and Results of
Operations
The
following discussion and analysis should be read in
conjunction with our Financial Statements and Notes thereto appearing elsewhere
in this Report on Form 10-Q as well as our other SEC filings.
Overview
First
Quantum Ventures, Inc., (FQVI) was originally formed as Cine-Source
Entertainment, Inc., (Old Corporation) a Colorado Corporation, on July 29,
1988. Pursuant to a Plan of Merger dated February 24, 2004, the Old
Corporation filed Articles and Certificate of Merger with the Secretary of State
of the State of Colorado merging the Old Corporation into Cine-Source
Entertainment, Inc., (The Surviving Corporation), a Colorado
Corporation. A previous controlling shareholder group of the Old
Corporation arranged the merger for business reasons that did not materialize.
On April 26, 2004, the Company effected a 1-for-200 reverse stock
split. Thereafter, the name of the surviving corporation was changed
to First Quantum Ventures, Inc., on April 27, 2004. On April 13, 2006
the Surviving Corporation formed a wholly owned subsidiary, a Nevada Corporation
named First Quantum Ventures, Inc., and on May 5, 2006 merged Surviving
Corporation into First Quantum Ventures, Inc., the Nevada
Corporation.
The Company
is a start-up, developmental stage company and has not yet generated or realized
any revenues from business operations. The Company's auditors have
issued a going concern opinion in our audited financial statements for the
fiscal year ended June 30, 2009 and 2008. This means that our
auditors believe there is doubt that the Company can continue as an
on-going business for the next twelve months unless it obtains additional
capital to pay its bills. This is because the Company has not generated any
revenues and no revenues are anticipated. Accordingly, we must raise cash from
sources such as investments by others in the Company and
through possible transactions with strategic or joint venture
partners. In the event we raise cash, we will likely use such funds to develop a
new business plan, which is as yet undetermined. We do not plan to use any
capital raised for the purchase or sale of any plant or significant equipment.
The following discussion and analysis should be read in conjunction with the
financial statements of the Company and the accompanying notes
appearing subsequently under the caption "Financial Statements".
Comparison
of Operating Results for the Three Months Ended December 31, 2009 to the Three
Months Ended December 31, 2008
Revenues
The
Company did not generate any revenues from operations for
the three months ended December 31, 2009 or 2008.
Accordingly, comparisons with prior periods are not
meaningful. The Company is subject to risks inherent in
the establishment of a new business enterprise,
including limited capital resources and
cost increases in services.
Operating
Expenses
Operating expenses
increased by $5,648 from $4,221 for the three months ended December 31, 2008 to
$9,869 for the three months ended December 31, 2009. The increase in our net
operating expenses is due to increased professional fees expenses
incurred.
Net
Loss
Net loss
increased by $5,648 from net loss of $4,221 for the three months ended December
31, 2008 to a net loss of $9,869 for the three months ended December 31, 2009.
The increase in net operating loss is due to the increased professional fees
expenses incurred.
At
December 31, 2009, our accumulated deficit was $124,821.
Assets
and Liabilities
Our total
assets were $95 at December 31, 2009. Our assets consist
of cash of $95.
Total
Current Liabilities are $13,730 at December 3, 2009. Our
accrued interest on line of credit payable is $13,730.
Financial
Condition, Liquidity and Capital Resources
At
December 31, 2009, we had cash and cash equivalents of $95. Our working capital
is presently minimal and there can be no assurance that our financial condition
will improve. To date, we have not generated cash flow from operations.
Consequently, we have been dependent upon third party loans to fund our
cash requirements.
As of
December 31, 2009, we had a working capital deficit of $13,635. At December 31, 2009, total liabilities
were $90,886. This increase is attributable to borrowing to pay expenses. As of
December 31, 2009, the Company had no outstanding debt other than a
long-term line of credit. The Company is seeking to raise capital to implement
the Company's business strategy. In the event additional capital is
not raised, the Company may seek a merger, acquisition or outright
sale.
No trends
have been identified which would materially increase or decrease our
results of operations or liquidity.
Plan of
Operation
The
Company's plan of operation through June 30, 2010 is to focus on finding a
suitable merger candidate or a viable business plan. The Company is seeking to
raise capital to implement the Company's business strategy. In the event
additional capital is not raised, the Company may seek a merger, acquisition or
outright sale.
Comparison
of Operating Results for the Six Months Ended December 31, 2009 to the Six
Months Ended December 31, 2008
Revenues
The Company did not generate any revenues from operations for the six months ended December 31, 2009 or 2008. Accordingly, comparisons with prior periods are not meaningful. The Company is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and cost increases in services.
Operating
Expenses
Operating expenses
increased by $16,646 from $6,918 for the six months ended December 31, 2008 to
$23,564 for the six months ended December 31, 2009. The increase in our net
operating expenses is due to increased professional fees expenses
incurred.
Net
Loss
Net loss
increased by $16,646 from net loss of $6,918 for the six months ended December
31, 2008 to a net loss of $23,564 for the six months ended December 31, 2009.
The increase in net operating loss is due to the increased professional fees
expenses incurred.
At
December 31, 2009, our accumulated deficit was $124,821.
Assets
and Liabilities
Our total
assets were $95 at December 31, 2009. Our assets consist
of cash of $95.
Total
Current Liabilities are $13,730 at December 3, 2009. Our
accrued interest on line of credit payable is $13,730.
Financial
Condition, Liquidity and Capital Resources
At
December 31, 2009, we had cash and cash equivalents of $95. Our working capital
is presently minimal and there can be no assurance that our financial condition
will improve. To date, we have not generated cash flow from operations.
Consequently, we have been dependent upon third party loans to fund our
cash requirements.
As of
December 31, 2009, we had a working capital deficit of $13,635. At December 31, 2009, total liabilities
were $90,886. This increase is attributable to borrowing to pay expenses. As of
December 31, 2009, the Company had no outstanding debt other than a
long-term line of credit. The Company is seeking to raise capital to implement
the Company's business strategy. In the event additional capital is
not raised, the Company may seek a merger, acquisition or outright
sale.
No trends
have been identified which would materially increase or decrease our
results of operations or liquidity.
Plan of
Operation
The
Company's plan of operation through June 30, 2010 is to focus on finding a
suitable merger candidate or a viable business plan. The Company is seeking to
raise capital to implement the Company's business strategy. In the event
additional capital is not raised, the Company may seek a merger, acquisition or
outright sale.
Critical
Accounting Policies
Use of
Estimates: The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ materially
from those estimates.
Loss per
share: Basic loss per share excludes dilution and is computed by dividing the
loss attributable to common shareholders by the weighted-average number of
common shares outstanding for the period. Diluted loss per share reflects the
potential dilution that could occur if securities or other contracts to issue
common stock were exercised or converted into common stock or resulted in the
issuance of common stock that shared in the earnings of the Company. Diluted
loss per share is computed by dividing the loss available to common shareholders
by the weighted average number of common shares outstanding for the period and
dilutive potential common shares outstanding unless consideration of such
dilutive potential common shares would result in anti-dilution. Common stock
equivalents were not considered in the calculation of diluted loss per share as
their effect would have been anti-dilutive for the periods ended December 30,
2009 and 2008.
Going
Concern.
The
Company has suffered recurring losses from operations and is in serious need of
additional financing. These factors among others indicate that the Company may
be unable to continue as a going concern, particularly in the event that it
cannot obtain additional financing or, in the alternative, affect a merger or
acquisition. The Company's continuation as a going concern depends upon its
ability to generate sufficient cash flow to conduct its operations and its
ability to obtain additional sources of capital and financing. The accompanying
financial statements do not include any adjustments that may be necessary if the
Company is unable to continue as a going concern.
Item 3 -
Quantitative and Qualitative Disclosures About Market Risk
The
Company is not subject to any specific market risk other than that encountered
by any other public company related to being publicly traded.
Item 4T -
Controls and Procedures
Our
management, which includes our Chief Executive Officer who also serves as our
principal financial officer, have conducted an evaluation of the effectiveness
of our disclosure controls and procedures (as defined in Rule 13a-14(c)
promulgated under the Securities and Exchange Act of 1934, as amended) as of a
date (the "Evaluation Date") as of the end of the period covered by this report.
Based upon that evaluation, our management has concluded that our disclosure
controls and procedures are not effective for timely gathering, analyzing and
disclosing the information we are required to disclose in our reports filed
under the Securities Exchange Act of 1934, as amended, because of adjustments
required by our independent auditors, primarily in the area of notes payable.
Specifically, our independent auditors identified deficiencies in our internal
controls and disclosures related to the valuation and amortization of beneficial
conversion features on our notes payable. We have made the necessary adjustments
to our financial statements and footnote disclosures in our Interim Report on
Form 10-Q. We are in the process of improving our internal controls in an effort
to remediate the deficiencies. There have been no significant changes made in
our internal controls or in other factors that could significantly affect our
internal controls subsequent to the end of the period covered by this report
based on such evaluation.
PART
II
OTHER
INFORMATION
Item
1 Legal Proceedings
None.
None.
Item
3 Defaults Upon Senior Securities
None
Item
4 Submission of Matters to a Vote of Security
Holders
None
None
Item
6 Exhibits
(a) The
following sets forth those exhibits filed pursuant to Item
601 of Regulation S-K:
|
Exhibit
number
|
Descriptions
|
|
|
31.1
|
*
Certification of the Chief Executive Officer pursuant to Section 302 of
Sarbanes-Oxley Act of 2002.
|
|
|
31.2
|
*
Certification of the Acting Chief Financial Officer pursuant to Section
302 of Sarbanes-Oxley Act of 2002.
|
|
|
|
||
|
32.1
|
*
Certification Chief Executive Officer pursuant to Section 906 of
Sarbanes-Oxley Act of 2002.
|
|
|
|
||
|
32.1
|
*
Certification Acting Chief Financial Officer pursuant to Section 906 of
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.
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.
| First Quantum Ventures, Inc. | |||
|
|
By:
|
/s/ Andrew Godfrey | |
| Andrew Godfrey | |||
|
Chief
Executive Officer,
President
and Chairman of the Board*
|
|||
* Andrew
Godfrey has signed both on behalf of
the registrant as a duly authorized
officer and as the Registrant's principal accounting officer.