0001165527-11-000253.txt : 20110317 0001165527-11-000253.hdr.sgml : 20110317 20110317170713 ACCESSION NUMBER: 0001165527-11-000253 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20110131 FILED AS OF DATE: 20110317 DATE AS OF CHANGE: 20110317 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WIRED ASSOCIATES SOLUTIONS INC CENTRAL INDEX KEY: 0001245841 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-DIRECT MAIL ADVERTISING SERVICES [7331] IRS NUMBER: 371458557 STATE OF INCORPORATION: NV FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-53161 FILM NUMBER: 11695781 BUSINESS ADDRESS: STREET 1: 711 S CARSON STREET 2: SUITE 4 CITY: CARSON CITY STATE: NV ZIP: 89701 BUSINESS PHONE: 888-991-3336 MAIL ADDRESS: STREET 1: 711 S CARSON STREET 2: SUITE 4 CITY: CARSON CITY STATE: NV ZIP: 89701 10-Q 1 g4923.txt QTRLY REPORT FOR THE QTR ENDED 1-31-11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2011 Commission file number 333-142324 WIRED ASSOCIATES SOLUTIONS INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization) 711 South Carson St., Suite 4 Carson City, NV 89701 (Address of principal executive offices, including zip code) (888) 991-3336 (Telephone number, including area code) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 last 90 days. YES [X] NO [ ] 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 (ss.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). Yes [ ] No [ ] 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," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [X] NO [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 1,950,000 shares as of March 16, 2011 ITEM 1. FINANCIAL STATEMENTS The un-audited financial statements for the quarter ended January 31, 2011, prepared by the company, immediately follow. 2 WIRED ASSOCIATES SOLUTIONS INC. (A Development Stage Company) Balance Sheets --------------------------------------------------------------------------------
As of As of January 31, October 31, 2011 2010 ---------- ---------- (Unaudited) ASSETS CURRENT ASSETS Cash $ -- $ -- ---------- ---------- TOTAL CURRENT ASSETS -- -- ---------- ---------- TOTAL ASSETS $ -- $ -- ========== ========== LIABILITIES & STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable and accrued liabilities $ 12,382 $ 8,752 Advances payable 25,819 25,819 ---------- ---------- TOTAL CURRENT LIABILITIES 38,201 34,571 TOTAL LIABILITIES 38,201 34,571 STOCKHOLDERS' EQUITY Common stock, ($0.001 par value, 50,000,000 shares authorized; 1,950,000 shares issued and outstanding as of January 31, 2010 and October 31, 2009 1,950 1,950 Additional paid-in capital 69,550 69,550 Deficit accumulated during development stage (109,701) (106,071) ---------- ---------- TOTAL STOCKHOLDERS' EQUITY (38,201) (34,571) ---------- ---------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ -- $ -- ========== ==========
See Notes to Financial Statements 3 WIRED ASSOCIATES SOLUTIONS INC. (A Development Stage Company) Statements of Operations (Unaudited) --------------------------------------------------------------------------------
February 14, 2003 Three Months Three Months (inception) ended ended through January 31, January 31, January 31, 2011 2010 2011 ---------- ---------- ---------- REVENUES Income $ -- $ -- $ 11,412 ---------- ---------- ---------- TOTAL REVENUES -- -- 11,412 OPERATING EXPENSES Accounting and audit fees 3,000 3,000 60,406 Bank charges -- -- 941 Communications -- -- 4,373 Consulting fees 630 -- 16,866 Filing fees -- -- 7,288 Foreign exchange -- -- 649 Legal fees -- -- 2,000 Office and miscellaneous -- -- 8,148 Rent -- -- 12,066 Website costs -- -- 5,124 Write-down of prepaid expense -- -- 3,250 ---------- ---------- ---------- TOTAL OPERATING EXPENSES 3,630 3,000 121,111 ---------- ---------- ---------- OTHER EXPENSES Interest paid 2 -- 2 ---------- ---------- ---------- TOTAL OTHER EXPENSES 2 -- 2 ---------- ---------- ---------- NET INCOME (LOSS) $ (3,630) $ (3,000) $ (109,701) ========== ========== ========== BASIC EARNINGS PER SHARE $ 0.00 $ 0.00 ========== ========== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 1,950,000 1,950,000 ========== ==========
See Notes to Financial Statements 4 WIRED ASSOCIATES SOLUTIONS INC. (A Development Stage Company) Statements of Cash Flows (unaudited) --------------------------------------------------------------------------------
February 14, 2003 Three Months Three Months (inception) ended ended through January 31, January 31, January 31, 2011 2010 2011 ---------- --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $ (3,630) $ (3,000) $(109,701) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Changes in operating assets and liabilities: Accounts payable and accrued liabilities 3,630 3,000 12,382 ---------- --------- --------- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES -- -- (97,319) CASH FLOWS FROM INVESTING ACTIVITIES NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES -- -- -- CASH FLOWS FROM FINANCING ACTIVITIES Advances payable -- -- 25,819 Issuance of common stock -- -- 71,500 ---------- --------- --------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES -- -- 97,319 ---------- --------- --------- NET INCREASE (DECREASE) IN CASH -- -- -- CASH AT BEGINNING OF PERIOD -- -- -- ---------- --------- --------- CASH AT END OF PERIOD $ -- $ -- $ -- ========== ========= ========= SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during period for: Interest $ -- $ -- $ -- ========== ========= ========= Income Taxes $ -- $ -- $ -- ========== ========= =========
See Notes to Financial Statements 5 WIRED ASSOCIATES SOLUTIONS INC. (An Development Stage Company) Notes to Financial Statements January 31, 2011 -------------------------------------------------------------------------------- NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS Wired Associates Solutions Inc. (the Company) was incorporated under the laws of the State of Nevada on February 14, 2003. The Company was formed as a multimedia/marketing company that specializes in the design and creation of effective marketing products and services, primarily internet based. The Company is in the development stage. Due to the lack of results in its attempt to implement its original business plan, management determined it was in the best interests of the shareholders to look for other potential business opportunities that might be available to the Company. Management has begun the process of analyzing the various alternatives that may be available to ensure the survival of the company and to preserve its shareholder's investment. NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A. BASIS OF ACCOUNTING The Company's financial statements are prepared using the accrual method of accounting. The Company has elected an October 31 year-end. B. BASIC EARNINGS PER SHARE ASC No. 260, "Earnings Per Share", specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. The Company has adopted the provisions of ASC No. 260. Basic net loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company. C. CASH EQUIVALENTS The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. D. USE OF ESTIMATES AND ASSUMPTIONS 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. In accordance with ASC No. 250 all adjustments are normal and recurring. 6 WIRED ASSOCIATES SOLUTIONS INC. (An Development Stage Company) Notes to Financial Statements January 31, 2011 -------------------------------------------------------------------------------- NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) E. INCOME TAXES Income taxes are provided in accordance with ASC No. 740, Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carryforwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. F. REVENUE The Company records revenue on the accrual basis when all goods and services have been performed and delivered, the amounts are readily determinable, and collection is reasonably assured. The Company has not generated any revenue since its inception. G. ADVERTISING The Company will expense its advertising when incurred. There has been no advertising since inception. H. RECENT ACCOUNTING PRONOUNCEMENTS The Company has evaluated all the recent accounting pronouncements through the date the financial statements were issued and filed with the Securities and Exchange Commission and believe that none of them will have a material effect on the Company's financial statements. NOTE 3. GOING CONCERN 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 January 31, 2011, the Company had not yet achieved profitable operations, has accumulated losses of $109,701 since its inception, has a working capital deficiency of $38,201 and 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 7 WIRED ASSOCIATES SOLUTIONS INC. (An Development Stage Company) Notes to Financial Statements January 31, 2011 -------------------------------------------------------------------------------- NOTE 3. GOING CONCERN (CONTINUED) 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 has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available. NOTE 4. WARRANTS AND OPTIONS There are no warrants or options outstanding to acquire any additional shares of common stock. NOTE 5. INCOME TAXES As of January 31, 2011 ---------------------- Deferred tax assets: Net operating tax carryforwards $ 109,701 Tax Rate 34% --------- Gross deferred tax assets 37,298 Valuation allowance (37,298) --------- Net deferred tax assets $ 0 ========= Realization of deferred tax assets is dependent upon sufficient future taxable income during the period that deductible temporary differences and carryforwards are expected to be available to reduce taxable income. As the achievement of required future taxable income is uncertain, the Company recorded a valuation allowance. NOTE 6. NET OPERATING LOSSES As of January 31, 2011, the Company has a net operating loss carryforwards of approximately $109,701. Net operating loss carryforward expires twenty years from the date the loss was incurred. NOTE 7. STOCK TRANSACTIONS Transactions, other than employees' stock issuance, are in accordance with ASC No. 505. Thus issuances shall be accounted for based on the fair value of the consideration received. Transactions with employees' stock issuance are in accordance with ASC No. 718. These issuances shall be accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, or whichever is more readily determinable. 8 WIRED ASSOCIATES SOLUTIONS INC. (An Development Stage Company) Notes to Financial Statements January 31, 2011 -------------------------------------------------------------------------------- NOTE 7. STOCK TRANSACTIONS (CONTINUED) On February 14, 2003 the Company issued a total of 1,000,000 shares of common stock to two directors for cash in the amount of $0.0025 per share for a total of $2,500. During June 2003 the Company completed its Regulation "D" Rule 504 offering and issued a total of 700,000 shares of common stock to twenty five unrelated investors for cash in the amount of $0.05 per share for a total of $35,000. On March 23, 2007 the Company issued a total of 100,000 shares of common stock to a director for cash in the amount of $0.10 per share for a total of $10,000. On June 15, 2007 the Company issued a total of 50,000 shares of common stock to a director for cash in the amount of $0.10 per share for a total of $5,000. On January 31, 2008 the Company completed its SB-2 offering and issued a total of 100,000 shares of common stock to seven unrelated investors for cash in the amount of $0.20 per share for a total of $20,000. As of January 31, 2011 the Company had 1,950,000 shares of common stock issued and outstanding. NOTE 8. RELATED PARTY TRANSACTIONS At of January 31, 2011, a loan payable in the amount of $25,819 was due Jacqueline Winwood (a director) of which the loan is non-interest bearing with no specific repayment terms. The funds were advanced on behalf of the Company to pay outstanding invoices. Jacqueline Winwood, the sole officer and director of the Company may, in the future, become involved in other business opportunities as they become available, thus she may face a conflict in selecting between the Company and his other business opportunities. The Company has not formulated a policy for the resolution of such conflicts. NOTE 9. STOCKHOLDERS' EQUITY The stockholders' equity section of the Company contains the following classes of capital stock as of January 31, 2011: Common stock, $ 0.001 par value: 50,000,000 shares authorized; 1,950,000 shares issued and outstanding. 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION FORWARD LOOKING STATEMENTS Some of the statements contained in this Form 10-Q that are not historical facts are "forward-looking statements" which can be identified by the use of terminology such as "estimates," "projects," "plans," "believes," "expects," "anticipates," "intends," or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Form 10-Q, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events. All written forward-looking statements made in connection with this Form 10-Q that are attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by these cautionary statements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward-looking statements. RESULTS OF OPERATIONS We have generated $11,412 in revenues since inception and have incurred $121,111 in expenses through January 31, 2011. The following table provides selected financial data about our company for the three months ended January 31, 2011. Balance Sheet Data: 1/31/11 ------------------- ------- Cash $ 0 Total assets $ 0 Total liabilities $ 38,201 Shareholders' equity $(38,201) For the three months ended January 31, 2011 and 2010, respectively, we had no revenues and $3,630 and $3,000 in expenses. We received our initial funding of $2,500 through the sale of common stock to our officers and directors who purchased 1,000,000 shares of our common stock at $0.0025 per share on February 14, 2003. During June 2003, we sold 700,000 common shares at a per share price of $0.05 to 25 non-affiliated private investors for proceeds of $35,000. On March 23, 2007 we sold 100,000 common shares at a per share price of $0.10 to a director of the company for proceeds of $10,000. On August 1, 2007 we issued 50,000 common stock shares at a per share price of $0.10 to a director of the company for expenses he paid on behalf of the company. During the three months ended January 31, 2008 we completed our 10 offering pursuant to a Registration Statement on Form SB-2 filed with the Securities and Exchange Commission, issuing 100,000 shares of common stock at $0.20 per share for $20,000. LIQUIDITY AND CAPITAL RESOURCES Our cash balance at January 31, 2011 was $0 with $38,201 in outstanding liabilities. Of the outstanding liabilities there is $25,819 in advances payable to a former director. The amount is non-interest bearing with no specific terms of repayment. Total expenditures over the next 12 months are expected to be approximately $10,000. We are a development stage company and have generated $11,412 revenue since inception to January 31, 2011. We cannot continually incur operating losses in the future and management has decided that we can no longer continue with our business operations as detailed in our original business plan because of a lack of revenues and available financial resources. PLAN OF OPERATION We were incorporated in the State of Nevada in the United States of America on February 14, 2003. We are a development stage company, whose original business plan was web development, specializing in the design, creation and marketing of cost effective Internet products. We have not had any significant development of our business nor have we received any revenue since the year ended October 31, 2004. Due to the lack of results in our attempt to implement our original business plan, management determined it was in the best interests of the shareholders to look for other potential business opportunities that might be available to the Company. Our plan of operation for the next twelve months is for management to continue the process of analyzing the various alternatives that may be available to ensure the survival of the company and to preserve our shareholder's investment. This may include additional sources of financing to continue in the website development industry, or a change of business plan. We do not intend to purchase any significant property or equipment, nor incur any significant changes in employees during the next 12 months. OFF-BALANCE SHEET ARRANGEMENTS We have no off-balance sheet arrangements. ITEM 4. CONTROLS AND PROCEDURES EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES Under the supervision and with the participation of our management, including our principal executive officer and the principal financial officer, we have conducted an evaluation of the effectiveness of the design and operation of our 11 disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the end of the period covered by this report. Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were effective such that the material information required to be included in our Securities and Exchange Commission reports is accumulated and communicated to our management, including our principal executive and financial officer, recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, particularly during the period when this report was being prepared. CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING There have been no changes in our internal control over financial reporting that occurred during the last fiscal quarter ended January 31, 2011 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 12 PART II. OTHER INFORMATION ITEM 6. EXHIBITS The following exhibits are included with this quarterly filing. Those marked with an asterisk and required to be filed hereunder, are incorporated by reference and can be found in their entirety in our original Form SB-2 Registration Statement, filed under SEC File Number 333-142324, at the SEC website at: Exhibit No. Description ----------- ----------- 3.1 Articles of Incorporation* 3.2 Bylaws* 31.1 Sec. 302 Certification of Principal Executive Officer 31.2 Sec. 302 Certification of Principal Financial Officer 32.1 Sec. 906 Certification of Principal Executive Officer 32.2 Sec. 906 Certification of Principal Financial Officer SIGNATURES In accordance with the requirements of the Securities Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on March 16, 2011. Wired Associates Solutions Inc. /s/ Jacqueline Winwood ---------------------------------------------------------- By: Jacqueline Winwood (Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer & Director) In accordance with the requirements of the Securities Act of 1933, this registration statement was signed by the following persons in the capacities and dates stated. /s/ Jacqueline Winwood ---------------------------------------------------------- By: Jacqueline Winwood (Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer & Director) 13 EX-31.1 2 ex31-1.txt CEO SECTION 302 CERTIFICATION Exhibit 31.1 CERTIFICATION I, Jacqueline Winwood, certify that: 1. I have reviewed this report on Form 10-Q of Wired Associates Solutions Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /s/ Jacqueline Winwood Date: March 16, 2011 ------------------------------------- Jacqueline Winwood President and Chief Executive Officer EX-31.2 3 ex31-2.txt CFO SECTION 302 CERTIFICATION Exhibit 31.2 CERTIFICATION I, Jacqueline Winwood, certify that: 1. I have reviewed this report on Form 10-Q of Wired Associates Solutions Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /s/ Jacqueline Winwood Date: March 16, 2011 ------------------------------------ Jacqueline Winwood Chief Financial Officer EX-32.1 4 ex32-1.txt CEO SECTION 906 CERTIFICATION Exhibit 32.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Wired Associates Solutions Inc. (the "Company") on Form 10-Q for the period ending January 31, 2011 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Jacqueline Winwood, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to ss.906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. IN WITNESS WHEREOF, the undersigned has executed this certification as of the 16th day of March, 2011. /s/ Jacqueline Winwood ---------------------------------- Chief Executive Officer EX-32.2 5 ex32-2.txt CFO SECTION 906 CERTIFICATION Exhibit 32.2 CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Wired Associates Solutions Inc. (the "Company") on Form 10-Q for the period ending January 31, 2011 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Jacqueline Winwood, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to ss.906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. IN WITNESS WHEREOF, the undersigned has executed this certification as of the 16th day of March, 2011. /s/ Jacqueline Winwood -------------------------------- Chief Financial Officer