Nova Lifestyle, Inc. - Quarter Report: 2010 March (Form 10-Q)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
10-Q
xQuarterly Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
For the
Quarterly Period Ended March 31, 2010
Or
oTransition Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
For the
transition period from ____________ to ____________
Commission
File Number 333-163019
STEVENS
RESOURCES, INC.
(Name of
Small Business Issuer in its charter)
Nevada
|
1090
|
75-3250686
|
(State
or jurisdiction of incorporation or organization)
|
(Primary
Standard Industrial Classification Code Number)
|
(I.R.S.
Employer ID No.)
|
1818 West
Francis, Ste. 196
Spokane,
Washington 99205
Phone
(509) 263-7442
(Address
and telephone number of principal executive offices)
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 o
|
Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). The registrant has not been
phased into the Interactive Data reporting system.
Yes o
|
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
definitions of “large accelerated filer,” “accelerated filer,” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check
one):
Large
accelerated filer o
|
Accelerated
filer o
|
|
Non-accelerated
filer o
|
Smaller
reporting company x
|
|
(Do
not check if a smaller reporting company)
|
1
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
|
As of May
15, 2010 there were 2,614,000 shares of Common Stock, par value $0.001 were
issued and outstanding.
2
STEVENS
RESOURCES, INC.
INDEX
Page
|
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PART I
- FINANCIAL INFORMATION
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Item
1 Condensed Financial Statements:
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4
|
|
Condensed
Balance Sheets as of March 31, 2010 (unaudited) and September
30, 2009
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F-1
|
|
Condensed
Statements of Operations for the three months ended March 31,
2010, the six months ended March 31, 2010, and the period of
September 9, 2009 (Inception) to March 31, 2010(unaudited)
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F-2
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Condensed
Statements of Cash Flows for the six months ended March 31,
2010, and the period of September 9, 2009 (Inception) to March 31,
2010(unaudited)
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F-3
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|
Notes
to Condensed Financial Statements
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F-4-5
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Item
2 Management’s Discussion and Analysis of Financial Condition and
Results of Operations
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5
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Item
3 Quantitative and Qualitative Disclosures About Market
Risk
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7
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Item
4T Controls and Procedures
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7
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PART
II – OTHER INFORMATION
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Item
1 Legal Proceedings
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9
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Item
1A. Risk Factors
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9
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Item
2 Unregistered Sales of Equity Securities and Use of
Proceeds
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9
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Item
3 Defaults upon Senior Securities
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9
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Item
4 Submission of Matters to a Vote of Security
Holders
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9
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Item
5 Other Information
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9
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Item
6 Exhibits
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10
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Signatures
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11
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3
PART
I ― FINANCIAL INFORMATION
Item
1.
|
Financial
Statements.
|
4
STEVENS
RESOURCES, INC.
(A
Development Stage Enterprise)
Condensed
Financial Statements
March 31,
2010
(Unaudited)
STEVENS
RESOURCES, INC.
(A
Development Stage Enterprise)
Condensed
Financial Statements
March 31,
2010
(Unaudited)
CONTENTS
Page(s)
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||
Condensed
Balance Sheets as of March 31, 2010 and September 30,
2009
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F-1
|
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Condensed
Statements of Operations for the three and six months ended March
31, 2010 and the period of September 9, 2009 (inception) to March 31,
2010
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F-2
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Condensed
Statements of Cash Flows for the six months ended March 31, 2010
and the period of September 9, 2009 (inception) to March 31,
2010
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F-3
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Notes
to the Condensed
Financial Statements
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F-4-5
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STEVENS
RESOURCES, INC.
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||||||||
(A
Development Stage Enterprise)
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||||||||
Condensed
Balance Sheets
|
||||||||
March
31, 2010
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September
30, 2009
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|||||||
(Unaudited)
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||||||||
ASSETS
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||||||||
Current
assets
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||||||||
Cash
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$ | 5,870 | $ | 4,000 | ||||
Prepaid
expenses
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- | 2,000 | ||||||
Total
current assets
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5,870 | 6,000 | ||||||
Total
assets
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$ | 5,870 | $ | 6,000 | ||||
LIABILITIES
AND STOCKHOLDERS' EQUITY
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||||||||
Current
liabilities
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||||||||
Accounts
payable and accrued liabilities
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$ | 1,500 | $ | 525 | ||||
Total
current liabilities
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1,500 | 525 | ||||||
Stockholders'
Equity
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||||||||
Common
stock, $0.001 par value; 75,000,000 shares authorized; 2,614,000 and
2,100,000 issued and outstanding at March 31, 2010 and September 30,
2009
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2,614 | 2,100 | ||||||
Additional
paid in capital
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13,666 | 3,900 | ||||||
Deficit
accumulated during the development stage
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(11,910 | ) | (525 | ) | ||||
Total
stockholders' equity
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4,370 | 5,475 | ||||||
Total
liabilities and stockholders' equity
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$ | 5,870 | $ | 6,000 | ||||
See
accompanying notes to condensed financial statements.
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F-1
STEVENS
RESOURCES, INC.
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||||||||||||
(A
Development Stage Enterprise)
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||||||||||||
Condensed
Statements of Operations
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||||||||||||
(Unaudited)
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||||||||||||
Period
of September 9, 2009 (Inception) to March 31, 2010
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||||||||||||
Three
months ended March 31, 2010
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Six
months ended March 31, 2010
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|||||||||||
Revenue
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$ | - | $ | - | $ | - | ||||||
Expenses
|
||||||||||||
Professional
fees
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5,289 | 11,133 | 11,658 | |||||||||
General
and administrative
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205 | 252 | 252 | |||||||||
Total
expenses
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5,494 | 11,385 | 11,910 | |||||||||
Net
loss
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$ | (5,494 | ) | $ | (11,385 | ) | $ | (11,910 | ) | |||
Basic
and diluted loss per common share
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$ | (0.00 | ) | $ | (0.01 | ) | ||||||
Weighted
average shares outstanding
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2,305,600 | 2,201,670 | ||||||||||
See
accompanying notes to condensed financial statements.
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F-2
STEVENS
RESOURCES, INC.
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||||||||
(A
Development Stage Enterprise)
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||||||||
Condensed
Statements of Cash Flows
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||||||||
(Unaudited)
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||||||||
Six
months ended March 31, 2010
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Period
of September 9, 2009 (Inception) to March 31, 2010
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|||||||
Cash
flows from operating activities
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||||||||
Net
loss
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$ | (11,385 | ) | $ | (11,910 | ) | ||
Adjustments
to reconcile net loss to net cash used in operating
activities
|
||||||||
Common
stock issued for services
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- | 2,000 | ||||||
Changes
in operating assets and liabilities
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||||||||
Prepaid
expenses
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2,000 | - | ||||||
Accounts
payable
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975 | 1,500 | ||||||
Net
cash used in operating activities
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(8,410 | ) | (8,410 | ) | ||||
Net
cash used in investing activities
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- | - | ||||||
Cash
flows from financing activities
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||||||||
Proceeds
from common stock issuances
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10,280 | 14,280 | ||||||
Net
cash provided by financing activities
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10,280 | 14,280 | ||||||
Net
change in cash
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1,870 | 5,870 | ||||||
Cash
at beginning of period
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4,000 | - | ||||||
Cash
at end of period
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$ | 5,870 | $ | 5,870 | ||||
Supplemental
disclosure of non-cash financing activities
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||||||||
Issuance
of 100,000 shares of common stock for professional and legal
services
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$ | - | $ | 2,000 | ||||
Supplemental
cash flow information
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||||||||
Cash
paid for interest
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$ | - | $ | - | ||||
Cash
paid for income taxes
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$ | - | $ | - | ||||
See
accompanying notes to condensed financial statements.
|
F-3
STEVENS
RESOURCES, INC.
(A
Development Stage Enterprise)
Notes
to the Condensed Financial Statements
March
31, 2010
NOTE 1 -
CONDENSED FINANCIAL STATEMENTS
The
accompanying financial statements have been prepared by the Company without
audit. In the opinion of management, all adjustments (which include
only normal recurring adjustments) necessary to present fairly the financial
position, results of operations and cash flows as of and for the periods ended
March 31, 2010 and for all periods presented have been made.
Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the
United States of America have been condensed or omitted. It is suggested that
these condensed financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's September 30, 2009
audited financial statements dated October 26, 2009 as reported in Form
S-1. The results of operations for the period ended March 31, 2010
are not necessarily indicative of the operating results for the full year ended
September 30, 2010.
NOTE 2 –
SIGNIFICANT ACCOUNTING POLICIES
Recent Accounting
Pronouncements
We have
adopted all recently issued accounting pronouncements. The adoption of the
accounting pronouncements, including those not yet effective, is not anticipated
to have a material effect on our financial position or results of
operations.
In
February 2010, the FASB issued amended guidance on subsequent events to
alleviate potential conflicts between FASB guidance and SEC requirements. Under
this amended guidance, SEC filers are no longer required to disclose the date
through which subsequent events have been evaluated in originally issued and
revised financial statements. This guidance was effective immediately and we
adopted these new requirements for the period ended March 31, 2010. The
adoption of this guidance did not have a material impact on our financial
statements.
In
January 2010, the FASB issued guidance to amend the disclosure requirements
related to recurring and nonrecurring fair value measurements. The guidance
requires a roll forward of activities on purchases, sales, issuance, and
settlements of the assets and liabilities measured using significant
unobservable inputs (Level 3 fair value measurements). The guidance will become
effective for the Company with the reporting period beginning July 1, 2011. The
adoption of this guidance will not have a material impact on the Company’s
consolidated financial statements.
F-4
STEVENS
RESOURCES, INC.
(A
Development Stage Enterprise)
Notes
to the Unaudited Financial Statements
March
31, 2010
NOTE 2 –
SIGNIFICANT ACCOUNTING POLICIES (continued)
Going
Concern
The
Company's financial statements are prepared using accounting principles
generally accepted in the United States of America applicable to a going
concern, which contemplates the realization of assets and liquidation of
liabilities in the normal course of business. The Company has not yet
established an ongoing source of revenues sufficient to cover its operating
costs and allow it to continue as a going concern. The ability of the
Company to continue as a going concern is dependent on the Company obtaining
adequate capital to fund operating losses until it becomes
profitable. If the Company is unable to obtain adequate capital, it
could be forced to cease operations.
In order
to continue as a going concern, the Company will need, among other things,
additional capital resources. Management's plans to obtain such
resources for the Company include (1) obtaining capital from management and
significant stockholders sufficient to meet its minimal operating expenses, and
(2) as a last resort, seeking out and completing a merger with an existing
operating company. However, management cannot provide any assurances that the
Company will be successful in accomplishing any of its plans.
The
ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described in the preceding
paragraph and eventually secure other sources of financing and attain profitable
operations. The accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going
concern.
NOTE 3 –
COMMON STOCK
On
January 13, 2010, the Company filed a Prospectus Pursuant to 424(b)(3) as part
of the S-1 deemed effective on January 12, 2010. Pursuant to the
prospectus, the Company sold 514,000 shares at $0.02 per share for a total of
$10,280 cash.
F-5
Item
2.
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations.
|
Caution
Regarding Forward-Looking
Information
|
Certain
statements contained in this quarterly filing, including, without limitation,
statements containing the words "believes", "anticipates", "expects" and words
of similar import, constitute forward-looking statements. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors that
may cause the actual results, performance or achievements of the Company, or
industry results, to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements.
Such
factors include, among others, the following: international, national and local
general economic and market conditions: demographic changes; the ability of the
Company to sustain, manage or forecast its growth; the ability of the Company to
successfully make and integrate acquisitions; raw material costs and
availability; existing government regulations and changes in, or the failure to
comply with, government regulations; adverse publicity; competition;
fluctuations and difficulty in forecasting operating results; changes in
business strategy or development plans; business disruptions; the ability
to attract and retain qualified personnel; the ability to protect technology;
and other factors referenced in this and previous filings.
Given
these uncertainties, readers of this Form 10-Q and investors are cautioned not
to place undue reliance on such forward-looking statements. The Company
disclaims any obligation to update any such factors or to publicly announce the
result of any revisions to any of the forward-looking statements contained
herein to reflect future events or developments.
Company
History
Stevens
Resources, Inc. was incorporated in the State of Nevada on September 9,
2009. We intend to commence operations as an exploration stage
company. We will be engaged in the exploration of mineral properties with a view
to exploiting any mineral deposits we discover. We own an option to
acquire an undivided 100% beneficial interest in a mineral claim located in
Stevens County, Washington State; known as the Young American Claim
Group. The claims are about 80 acres of lode claims. The property is
located in northwestern Stevens County, northeastern Washington. Young America
is 4 en bloc unpatented
claims originally located in 1886 and is within the Bossburg Mining District.
Young America is a lead (Pb)-zinc (Zn) prospect with minor silver and gold
potential. We do not have any current plans to acquire interests in additional
mineral properties, though we may consider such acquisitions in the
future.
Business
Development
To date,
our business activities have been limited to completing the registration of our
common stock on Form S-1, maintaining our reporting requirements, and securing
our option to acquire the Young American Claim Group described
above. We have recently applied for quotation of our common stock for
listing on the OTCBB, as of the date of this report a ticker symbol has been
assigned for our common stock (“STVS”), but no market currently
exists. Investors should be fully aware that there can be no
guarantee or assurance that a market will ever develop for our common stock in
the future.
5
Liquidity
and Capital Resources
On
January 12, 2010 the Securities and Exchange Commission (“SEC”) deemed our Form
S-1 Registration Statement (Commission File Number 333-163019) effective on
January 12, 2010. The Company offered 5,000,000 shares of common
stock at a price of $0.02 per share. As of the date of this report we
sold 514,000 shares of common stock through our registered
offering. Management intends to continue to focus its efforts on
selling common shares for the next six months and utilize these funds to
maintain its status as a Reporting Company as defined under the Exchange Act of
1934 as amended, begin the initial development of the Company, and pay for
administrative expenses. If the Company is unable to secure adequate
financing its business will fail and any investment made into the Company will
be completely lost.
As of
March 31, 2010, we had total cash available of $5,870; we have liabilities
in the form of accounts payable in the amount of $1,500. We have a
cumulative net loss of $11,910 since inception. We have not generated
any revenues and we cannot provide any assurance that we will ever generate
revenues in the future. We are currently dependent upon raising
proceeds in order to continue as a going concern. There can be no
guarantee or assurance that the Company will be able to secure adequate
financing within the next three to six months and failure to do so would result
in a complete loss of any investment made into the Company.
Product
Research and Development
The
Company has not incurred any expense for product research and development since
its inception and does not anticipate any costs or expenses to be incurred for
product research and development within the next twelve months.
The
Company does not plan any purchase of significant equipment in the next twelve
months.
Employees
There are
no employees of the Company, excluding the current Officers of the Company, Mr.
Miller and Mr. Silva. The Company does not anticipate hiring any
additional employees within the next six months.
Principal
Office
The
principal offices are located at 1818 West Francis, Ste 196 Spokane, WA
99205. The telephone number is (509) 263-7442 the fax number is (509)
327-9792. Stevens’ management does not currently have policies regarding the
acquisition or sale of real estate assets primarily for possible capital gain or
primarily for income. Stevens does not presently hold any investments or
interests in real estate, investments in real estate mortgages or securities of
or interests in persons primarily engaged in real estate
activities.
We own an
option to the mineral exploration rights relating to the three mineral claims in
the Young America Mine claim group. We do not own any real property
interest in the claims or any other property.
Stevens’
management does not currently have policies regarding the acquisition or sale of
real estate assets primarily for possible capital gain or primarily for
income. Stevens does not presently hold any investments or interests
in real estate, investments in real estate mortgages or securities of or
interests in persons primarily engaged in real estate activities.
Recently
Issued Accounting Pronouncements
We do not
expect the adoption of any recently issued accounting pronouncements to have a
significant impact on our net results of operations, financial position, or cash
flows.
6
Critical
Accounting Policies
|
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, revenue 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.
Our
significant accounting policies are summarized in Note 2 of our financial
statements. While all these significant accounting policies impact
our financial condition and results of operations, we view certain of these
policies as critical. Policies determined to be critical are those policies that
have the most significant impact on our financial statements and require
management to use a greater degree of judgment and estimates. Actual
results may differ from those estimates. Our management believes that given
current facts and circumstances, it is unlikely that applying any other
reasonable judgments or estimate methodologies would cause effect on our
consolidated results of operations, financial position or liquidity for the
periods presented in this report.
Off-Balance
Sheet Arrangements
As of the
date of this Quarterly Report, the Company does not have any off-balance sheet
arrangements that have or are reasonably likely to have a current or future
effect on the Company's financial condition, changes in financial condition,
revenues or expenses, results of operations, liquidity, capital expenditures or
capital resources that are material to investors. The term "off-balance sheet
arrangement" generally means any transaction, agreement or other contractual
arrangement to which an entity unconsolidated with the Company is a party, under
which the Company has (i) any obligation arising under a guarantee contract,
derivative instrument or variable interest; or (ii) a retained or contingent
interest in assets transferred to such entity or similar arrangement that serves
as credit, liquidity or market risk support for such assets.
Item
3.
|
Quantitative
and Qualitative Disclosures about Market
Risk.
|
The
exposure of market risk associated with risk-sensitive instruments is currently
not material to the Company. The Company transacts its services in U.S. dollars
and plans to continue to transact its sales for medical staffing services and
all other transactions denominated in U. S. dollars. The Company has no
intentions of entering into hedging transactions. We believe that
there have been no significant changes in our market risk exposures for the six
months ended March 31, 2010.
Item
4T.
|
Controls
and Procedures
|
Appearing
immediately following the Signatures section of this Quarterly Report there are
two separate forms of "Certifications" of the CEO/CFO, Justin Miller. The
first form of Certification is required in accordance with Section 302 of the
Sarbanes-Oxley Act of 2002 (the Section 302 Certification). This section
of the Quarterly Report, which you are currently reading is the information
concerning the Controls Evaluation referred to in the Section 302 Certifications
and this information should be read in conjunction with the Section 302
Certifications for a more complete understanding of the topics
presented.
(a)
|
Evaluation of Disclosure Controls and
Procedures
|
Our
management, on behalf of the Company, has considered certain internal control
procedures as required by the Sarbanes-Oxley Act of 2002 (“SOX”) Section
404 A which accomplishes the following:
7
· Internal
controls are mechanisms to ensure objectives are achieved and are under the
supervision of the Company’s Chief Executive Officer and Chief Financial
Officer, being Justin Miller. Good controls encourage efficiency, compliance
with laws and regulations, and sound information, and seek to eliminate fraud
and abuse.
· These control
procedures provide reasonable assurance regarding the reliability of financial
reporting and the preparation of the Company’s financial statements for external
purposes in accordance with U.S. generally accepted accounting
principles.
· Internal
control is "everything that helps one achieve one's goals - or better still, to
deal with the risks that stop one from achieving one's
goals."
· Internal
controls are mechanisms that are there to help the Company manage risks to
success.
· Internal
control is about getting things done (performance) but also about ensuring that
they are done properly (integrity), and that this can be demonstrated and
reviewed (transparency and accountability).
· Control
activities are the policies and procedures that help ensure the Company’s
management directives are carried out. They help ensure that necessary actions
are taken to address risks to achievement of the Company’s objectives. Control
activities occur throughout the Company, at all levels and in all functions.
They include a range of activities as diverse as approvals, authorizations,
verifications, reconciliations, reviews of operating performance, security of
assets and segregation of duties.
As of
March 31, 2010 the management of the Company assessed the effectiveness of the
Company’s internal control over financial reporting based on the criteria for
effective internal control over financial reporting established in Internal
Control—Integrated Framework issued by the Committee of Sponsoring Organizations
of the Treadway Commission (“COSO”) and SEC guidance on conducting such
assessments. Management concluded, during the quarter ended
March 31, 2010, internal controls and procedures were not effective to detect
the inappropriate application of US GAAP rules. Management realized
there are deficiencies in the design or operation of the Company’s internal
control that adversely affected the Company’s internal controls which management
considers being material weaknesses.
In the
light of management’s review of internal control procedures as they relate to
COSO and the SEC the following were identified:
●
|
The
Company’s Audit Committee does not function as an Audit Committee should,
since there is a lack of independent directors on the Committee and the
Board of Directors has not identified an “expert,” one who is
knowledgeable about reporting and financial statements requirements, to
serve on the Audit Committee.
|
●
|
The
Company has limited segregation of duties which is not consistent with
good internal control procedures.
|
●
|
The
Company does not have a written internal control procedures manual that
outlines the duties and reporting requirements of the Directors and any
staff to be hired in the future. This lack of a written
internal control procedures manual does not meet the requirements of the
SEC or good internal control.
|
●
|
There
are no effective controls instituted over financial disclosure and the
reporting processes.
|
Management
feels the weaknesses identified above, being the latter three, have not had any
effect on the financial results of the Company. Management will have to address
the lack of independent members on the Audit Committee and identify an “expert”
for the Committee to advise other members as to correct accounting and reporting
procedures.
8
The
Company and its management will endeavor to correct the above noted weaknesses
in internal control once it has adequate funds to do so. By
appointing independent members to the Audit Committee and using the services of
an expert on the Committee will greatly improve the overall performance of the
Audit Committee. With the addition of other Board Members and
staff the segregation of duties issue will be addressed and will no longer be a
concern to management. Having a written policy manual outlining the
duties of each of the officers and staff of the Company will facilitate better
internal control procedures.
Management
will continue to monitor and evaluate the effectiveness of the Company’s
internal controls and procedures and its internal controls over financial
reporting on an ongoing basis and is committed to taking further action and
implementing additional enhancements or improvements, as necessary and as funds
allow.
(b)
|
Changes in Internal
Controls
|
There
were no changes in the Company’s internal controls or in other factors that
could affect its disclosure controls and procedures subsequent to the Evaluation
Date, nor any deficiencies or material weaknesses in such disclosure controls
and procedures requiring corrective actions.
PART
II ― OTHER INFORMATION
Item
1.
|
Legal
Proceedings.
|
Stevens
is not currently a party to any legal proceedings. Stevens’ agent for service of
process in Nevada is InCorp, Services, Inc. 375 North Stephanie Street,
Suite 1411, Henderson, NV 89014. The telephone number is:
702.866.2500.
Stevens’
Officers and Director has not been convicted in a criminal proceeding nor has he
been permanently or temporarily enjoined, barred, suspended or otherwise limited
from involvement in any type of business, securities or banking
activities.
Mr.
Miller the Company’s Officer and Director has not been convicted of violating
any federal or state securities or commodities law.
Fernando
Olegário da Silva the Company’s Corporate Secretary has not been convicted of
violating any federal or state securities or commodities law.
There are
no known pending legal or administrative proceedings against Stevens Resources,
Inc.
Item 1A.
|
Risk
Factors.
|
There
have been no material changes to the risks to our business described in our
prospectus filed on Form 424B3 with the SEC on January 13, 2010.
Item
2.
|
Unregistered
Sales of Equity Securities and use of
Proceeds
|
None
Item
3.
|
Defaults
upon Senior Securities.
|
None
Item
4.
|
Submission
of Matters to a Vote of Security
Holders.
|
None
Item
5.
|
Other
Information.
|
None
9
Item
6.
|
Exhibits.
|
(a)
|
Exhibits
furnished as Exhibits hereto:
|
||
Exhibit No.
|
Description
|
31.1
|
8650
SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL
OFFICER
|
32.1
|
CERTIFICATION
PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF
THE SARBANES-OXLEY ACT OF 2002
|
10
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on
its
behalf by the undersigned, thereunto duly authorized.
Stevens
Resources, Inc.
|
||
Date:
May 15, 2010
|
By:
|
/s/
Justin Miller
|
Justin
Miller
|
||
Chief
Financial Officer and Treasurer
|
||
(principal
financial and accounting officer)
|
||
Date:
May 15, 2010
|
By:
|
/s/
Justin Miller
|
Justin
Miller
|
||
President
and Chief Executive Officer
|
11