0001548123-19-000114.txt : 20190524 0001548123-19-000114.hdr.sgml : 20190524 20190524155800 ACCESSION NUMBER: 0001548123-19-000114 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20181231 FILED AS OF DATE: 20190524 DATE AS OF CHANGE: 20190524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: China Foods Holdings Ltd. CENTRAL INDEX KEY: 0001310630 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 910974149 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-32522 FILM NUMBER: 19854350 BUSINESS ADDRESS: STREET 1: SUITE 3102, EVERBRIGHT CENTER STREET 2: 108 GLOUCESTER ROAD CITY: WANCHAI STATE: K3 ZIP: 0000 BUSINESS PHONE: 852-3618-8608 MAIL ADDRESS: STREET 1: SUITE 3102, EVERBRIGHT CENTER STREET 2: 108 GLOUCESTER ROAD CITY: WANCHAI STATE: K3 ZIP: 0000 FORMER COMPANY: FORMER CONFORMED NAME: China Foods Holdings, Ltd. DATE OF NAME CHANGE: 20190513 FORMER COMPANY: FORMER CONFORMED NAME: Trafalgar Resources, Inc. DATE OF NAME CHANGE: 20041203 10-Q/A 1 f20181231tlfg10-q-aabbreviat.htm AMENDED QUARTERLY REPORT ON FORM 10Q/A FOR THE QUARTER ENDED DECEMBER 31, 2018 UNITED STATES

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q/A


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


For the quarterly period ended December 31, 2018 or


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


For the transition period from __________to _________


001-32522

Commission file number


Trafalgar Resources, Inc.

(Exact name of registrant as specified in its charter)

 

Utah

 

91-0974149

State or other jurisdiction of incorporation or organization 

 

(I.R.S. Employer Identification No.)

 

Everbright Center, Suite 3102

108 Gloucester Road

Wanchai, Hong Kong

 

0000

(Address of principal executive offices)

 

(Zip Code)

 

(852) 3618-8608

Registrant’s telephone number, including area code


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








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

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes [X] 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,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

[ ]

Accelerated filer

[ ]

Non-accelerated filer

[ ]

Smaller reporting company

[X]

(Do not check if a smaller reporting company)

 

Emerging growth company

[ ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [ ]


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

 

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.

 

Class

 

Outstanding February 12, 2019

Common Stock, no par value

 

5,251,309 shares

 








 EXPLANATORY NOTE

 

The Company is filing this abbreviated Amendment No. 1 (this “Form 10-Q/A”) to amend our Quarterly Report on Form 10-Q for the quarter ended December 31, 2018 filed with the Securities and Exchange Commission (the “SEC”) on February 13, 2019 (the “Original Filing”) for the purpose of amending Exhibit 31.1 to include inadvertently omitted language contained in the Chief Executive Officer certification.  


This abbreviated filing contains the cover page, an explanatory note, the signature page, and the CEO certifications pursuant to Except as described in this Explanatory Note, the information contained in the Original Filing has not been updated to reflect any subsequent events

 






SIGNATURES

 

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. 


 Trafalgar Resources, Inc.

 

 

 

Dated:  May 24, 2019

By:

 /s/ Kong Xiao Jun

 

 

Kong Xiao Jun

 

 

Chief Executive Officer & Principal Accounting

Officer







EX-31 2 ex31-1.htm 302 CERTIFICATION Exhibit 31

Exhibit 31.1

 

Rule 13a-14(a) Certification of the Chief Executive Officer

Pursuant to 18 U.S.C. 1350

 (Section 302 of the Sarbanes-Oxley Act of 2002)


I, Kong Xiao Jun, certify that:


1.

I have reviewed this report on Form 10-Q/A of Trafalgar Resources, 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 Rule 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.

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 the 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 controls 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.


Date:  May 24, 2019

 By:

/s/ Kong Xiao Jun

 

Kong Xiao Jun

 

Chief Executive Officer & Principal Accounting Officer






EX-31 3 ex32.htm 906 CERTIFICATION Exhibit 32

Exhibit 32.1

 

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

AND PRINCIPAL FINANCIAL OFFICER

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

 


I, Kong Xiao Jun, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly Report of Trafalgar Resources, Inc. on Form 10-Q/A for the period ended December 31, 2018, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in such Form 10-Q/A fairly presents, in all material respects, the financial condition and results of operations of Trafalgar Resources, Inc.




 

Date:  May 24, 2019

 

By:

 

 /s/ Kong Xiao Jun

 

Kong Xiao Jun

 

Chief Executive Officer & Principal Accounting Officer