-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, B8QBhrAjk2mjP7xs6sErBBC+snVisE4FOlFMVoTRRO6kcsGAJptDONAFuXYuFzI6 PA3c8xCyMaY6OAfXdAw9Aw== 0001002014-08-000182.txt : 20080314 0001002014-08-000182.hdr.sgml : 20080314 20080314124129 ACCESSION NUMBER: 0001002014-08-000182 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080131 FILED AS OF DATE: 20080314 DATE AS OF CHANGE: 20080314 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Henix Resources Inc. CENTRAL INDEX KEY: 0001371310 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-52747 FILM NUMBER: 08688504 BUSINESS ADDRESS: STREET 1: 19 WEST 60TH AVE CITY: VANCOUVER STATE: A1 ZIP: V5X 1Z3 BUSINESS PHONE: 778-322-3191 MAIL ADDRESS: STREET 1: 19 WEST 60TH AVE CITY: VANCOUVER STATE: A1 ZIP: V5X 1Z3 10-Q 1 hri10q013108.htm HENIX RESOURCES, INC. FORM 10-Q FOR JANUARY 31, 2008 Henix Resources, Inc. Form 10-Q for January 31, 2008

 
UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X]     QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES 
  EXCHANGE ACT OF 1934 
  FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2008 
 
OR   
 
[  ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
  EXCHANGE ACT OF 1934 

Commission file number 000-52747

HENIX RESOURCES, INC.
(Exact name of registrant as specified in its charter)

NEVADA
(State or other jurisdiction of incorporation or organization)

19 West 60th Avenue
Vancouver, British Columbia
Canada V5X 1Z3
(Address of principal executive offices, including zip code.)

(778) 322-3191
(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 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: 2,009,000 as of March 13, 2008
 


PART I – FINANCIAL INFORMATION

ITEM 1.      FINANCIAL STATEMENTS

Henix Resources, Inc.
(An Exploration Stage Company)

January 31, 2008

 

  Index 
 
Balance Sheets  F–1 
 
Statements of Operations  F–2 
 
Statements of Cash Flows  F–3 
 
Notes to the Financial Statements  F–4 

 

 

 

 

 

 

 

 

 

 

 

-2-


Henix Resources, Inc.         
(An Exploration Stage Company)         
Balance Sheets         
(Expressed in U.S. dollars)         
 
  January 31,   April 30,  
  2008   2007  
  $   $  
  (unaudited)      
ASSETS         
 
Current Assets         
 
Cash  39,490   75,546  
 
Total Assets  39,490   75,546  
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY         
 
Current Liabilities         
 
   Due to related party (Note 3(a))  25,554   35,554  
 
Total Liabilities  25,554   35,554  
 
Contingencies (Note 1)         
 
Stockholders’ Equity         
 
 
Preferred Stock, 100,000,000 shares authorized, $0.00001 par value;     
 
 
Common Stock, 100,000,000 shares authorized, $0.00001 par value;  20   20  
 
Additional Paid-in Capital  100,890   100,890  
 
Donated Capital (Note 3(b))  18,000   11,250  
 
Deficit Accumulated During the Exploration Stage  (104,974 )  (72,168 )
 
Total Stockholders’ Equity  13,936   39,992  
 
Total Liabilities and Stockholders’ Equity  39,490   75,546  

 

 

 

(The Accompanying Notes are an Integral Part of These Financial Statements)
F-1

-3-


Henix Resources, Inc.                     
(An Exploration Stage Company)                     
Statements of Operations                     
(Expressed in U.S. dollars)                     
(Unaudited)                     
 
 
                  Accumulated from  
  Three Months   Three Months   Nine Months   Nine Months   January 26, 2006  
  Ended   Ended   Ended   Ended   (Date of Inception)  
  January 31,   January 31,   January 31,   January 31,   to January 31,  
  2008   2007   2008   2007   2008  
  $   $   $   $   $  
 
Revenue           
 
Expenses                     
 
General and administrative                     
   (Note 3(b))  7,817   7,242   32,806   39,242   101,474  
Impairment of mineral property costs                     
   (Note 4)          3,500  
 
Total Expenses  7,817   7,242   32,806   39,242   104,974  
 
Net Loss  (7,817 )  (7,242 )  (32,806 )  (39,242 )  (104,974 )
 
Net Loss Per Share – Basic and Diluted      0   0      
 
Weighted Average Shares Outstanding  2,009,000   1,834,000   2,009,000   1,281,000      

 

 

 

 

 

 

(The Accompanying Notes are an Integral Part of These Financial Statements)
F-2

-4-


Henix Resources, Inc.         
(An Exploration Stage Company)         
Statements of Cash Flows         
(Expressed in U.S. dollars)         
(Unaudited)         
 
  Nine Months   Nine Months  
  Ended   Ended  
  January 31,   January 31,  
  2008   2007  
  $   $  
Operating Activities         
 
Net loss  (32,806 )  (39,242 )
 
Adjustments to reconcile net loss to net cash used in operating         
activities:         
 
Donated rent  2,250   2,250  
Donated services  4,500   4,500  
 
Changes in operating assets and liabilities:         
 
   Accrued liabilities    1,250  
   Due to related party  (510 )  10,147  
 
Net Cash Used In Operating Activities  (26,566 )  (21,095 )
 
Financing Activities         
 
Advances from related party    5,595  
Repayment to related party  (9,490 )   
Proceeds from common stock subscriptions    100,900  
 
   Net Cash Provided By (Used In) Financing Activities  (9,490 )  106,495  
 
   Increase (Decrease) in Cash  (36,056 )  85,400  
 
   Cash - Beginning of Period  75,546   4,380  
 
   Cash - End of Period  39,490   89,780  
 
Supplemental Disclosures         
 
Interest paid     
Income taxes paid     

(The Accompanying Notes are an Integral Part of These Financial Statements)
F-3

-5-


Henix Resources, Inc.
(An Exploration Stage Comapny)
Notes to the Financial Statements
January 31, 2008
(Expressed in U.S. dollars)
(Unaudited)

1.     

Nature of Operations and Continuance of Business

 
 

The Company was incorporated in the State of Nevada on January 26, 2006. The Company is an Exploration Stage Company, as defined by Statement of Financial Accounting Standard (“SFAS”) No.7 “Accounting and Reporting by Development Stage Enterprises”. The Company’s principal business is the acquisition and exploration of mineral properties. The Company has not presently determined whether its properties contain mineral reserves that are economically recoverable.

 
 

These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has never generated revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, confirmation of the Company’s interests in the underlying properties, and the attainment of profitable operations. As at January 31, 2008, the Company has never generated any revenues and has accumulated losses of $104,974 since inception. These factors raise substantial doubt regarding the Company’s ability to continue a s a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

 
 
2.     

Summary of Significant Accounting Policies

 
  a)     

Basis of Presentation

 
   

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in U.S. dollars. The Company’s fiscal year-end is April 30.

 
  b)     

Interim Financial Statements

 
   

These interim unaudited financial statements have been prepared on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period.

 

 

F-4

-6-


Henix Resources, Inc.
(An Exploration Stage Comapny)
Notes to the Financial Statements
January 31, 2008
(Expressed in U.S. dollars)
(Unaudited)

2.     

Summary of Significant Accounting Policies (continued)

 
  c)     

Use of Estimates

 
   

The preparation of financial statements in conformity with U.S. 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. The Company regularly evaluates estimates and assumptions related to donated expenses and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

 
  d)     

Basic and Diluted Net Income (Loss) Per Share

 
   

The Company computes net income (loss) per share in accordance with SFAS No. 128, "Earnings per Share". SFAS No. 128 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive pot ential shares if their effect is anti dilutive.

 
  e)     

Comprehensive Loss

 
   

SFAS No. 130, “Reporting Comprehensive Income,” establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at January 31, 2008 and 2007, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

 
  f)     

Cash and Cash Equivalents

 
   

The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents.

 

F-5

-7-


Henix Resources, Inc.
(An Exploration Stage Comapny)
Notes to the Financial Statements
January 31, 2008
(Expressed in U.S. dollars)
(Unaudited)

2.     

Summary of Significant Accounting Policies (continued)

 
  g)     

Mineral Property Costs

 
   

The Company has been in the exploration stage since its inception on January 26, 2006 and has not yet realized any revenues from its planned operations. It is primarily engaged in the acquisition and exploration of mining properties. Mineral property exploration costs are expensed as incurred. Mineral property acquisition costs are initially capitalized when incurred using the guidance in EITF 04-02, “Whether Mineral Rights Are Tangible or Intangible Assets”. The Company assesses the carrying costs for impairment under SFAS No. 144, “Accounting for Impairment or Disposal of Long Lived Assets” at each fiscal quarter end. When it has been determined that a mineral property can be economically developed as a result of establis hing proven and probable reserves, the costs then incurred to develop such property, are capitalized. Such costs will be amortized using the units-of-production method over the estimated life of the probable reserve. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.

 
  h)     

Asset Retirement Obligations

 
   

The Company follows the provisions of SFAS No. 143 "Accounting for Asset Retirement obligations," which establishes standards for the initial measurement and subsequent accounting for obligations associated with the sale, abandonment or other disposal of long-lived tangible assets arising from the acquisition, construction or development and for normal operations of such assets.

 
  i)     

Long-lived Assets

 
   

In accordance with SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets”, the carrying value of long-lived assets is reviewed on a regular basis for the existence of facts or circumstances that may suggest impairment. The Company recognizes impairment when the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset. Impairment losses, if any, are measured as the excess of the carrying amount of the asset over its estimated fair value.

 
  j)     

Financial Instruments

 
   

The fair values of financial instruments, which include cash, and due to related party, were estimated to approximate their carrying values due to the immediate or short-term maturity of these financial instruments. The Company’s operations are in Canada, which results in exposure to market risks from changes in foreign currency rates. The financial risk is the risk to the Company’s operations that arise from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk.

 

F-6

-8-


Henix Resources, Inc.
(An Exploration Stage Comapny)
Notes to the Financial Statements
January 31, 2008
(Expressed in U.S. dollars)
(Unaudited)

2.     

Summary of Significant Accounting Policies (continued)

 
  k)     

Income Taxes

 
   

The Company accounts for income taxes using the asset and liability method in accordance with SFAS No. 109, “Accounting for Income Taxes”. The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.

 
  l)     

Foreign Currency Translation

 
   

The Company’s functional and reporting currency is the United States dollar. Occasional transactions may occur in Canadian dollars and management has adopted SFAS No. 52 “Foreign Currency Translation”. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Non-monetary assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the date of the transaction. Average monthly rates are used to translate revenues and expenses. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income. The Company has not, to the date of these financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

 
  m)     

Recent Accounting Pronouncements

 
   

In December 2007, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 141 (revised 2007), “Business Combinations”. SFAS No. 141 (revised 2007) establishes principles and requirements for how the acquirer of a business recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree. The statement also provides guidance for recognizing and measuring the goodwill acquired in the business combination and determines what information to disclose to enable users of the financial statements to evaluate the nature and financial effects of the business combination. SFAS No. 141 (revised 2007) applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. The adoption of this st atement is not expected to have a material effect on the Company's future reported financial position or results of operations.

 

 

F-7

-9-


Henix Resources, Inc.
(An Exploration Stage Comapny)
Notes to the Financial Statements
January 31, 2008
(Expressed in U.S. dollars)
(Unaudited)

2.     

Summary of Significant Accounting Policies (continued)

 
  m)     

Recent Accounting Pronouncements (continued)

 
   

In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements-an amendment of ARB No. 51”. SFAS No. 160 establishes accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. SFAS No. 160 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

 
   

In February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities – Including an Amendment of FASB Statement No. 115”. This statement permits entities to choose to measure many financial instruments and certain other items at fair value. Most of the provisions of SFAS No. 159 apply only to entities that elect the fair value option. However, the amendment to SFAS No. 115 “Accounting for Certain Investments in Debt and Equity Securities” applies to all entities with available-for-sale and trading securities. SFAS No. 159 is effective as of the beginning of an entity’s first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year that begins on or before November 15, 2 007, provided the entity also elects to apply the provision of SFAS No. 157, “Fair Value Measurements”. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

 
   

In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements”. The objective of SFAS No. 157 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements. SFAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS No. 157 applies under other accounting pronouncements that require or permit fair value measurements and does not require any new fair value measurements. The provisions of SFAS No. 157 are effective for fair value mea surements made in fiscal years beginning after November 15, 2007. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

         

 

   

In June 2006, the FASB issued FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statements No. 109” (“FIN 48”). FIN 48 clarifies the accounting for uncertainty in income taxes by prescribing a two-step method of first evaluating whether a tax position has met a more likely than not recognition threshold and second, measuring that tax position to determine the amount of benefit to be recognized in the financial statements. FIN 48 provides guidance on the presentation of such positions within a classified statement of financial position as well as on derecognition, interest and penalties, accounting in interim periods, disclosure, and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. The adoption of this statement did not have a material effect on the Company's reported financial position or results of operations.

 

F-8

-10-


Henix Resources, Inc.
(An Exploration Stage Comapny)
Notes to the Financial Statements
January 31, 2008
(Expressed in U.S. dollars)
(Unaudited)

2.     

Summary of Significant Accounting Policies (continued)

 
  m)     

Recent Accounting Pronouncements (continued)

 
   

In March 2006, the FASB issued SFAS No. 156, "Accounting for Servicing of Financial Assets, an amendment of FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities". This statement requires all separately recognized servicing assets and servicing liabilities be initially measured at fair value, if practicable, and permits for subsequent measurement using either fair value measurement with changes in fair value reflected in earnings or the amortization and impairment requirements of Statement No. 140. The subsequent measurement of separately recognized servicing assets and servicing liabilities at fair value eliminates the necessity for entities that manage the risks inherent in servicing assets and servicing liabilities with derivatives to qualify for hedge accounting treatment and eliminates the characterization of declines in fair value as impairments or direct write-downs. SFAS No. 156 is effective for an entity's first fiscal year beginning after September 15, 2006. The adoption of this statement did not have a material effect on the Company's reported financial position or results of operations.

 
   

In February 2006, the FASB issued SFAS No. 155, "Accounting for Certain Hybrid Financial Instruments-an amendment of FASB Statements No. 133 and 140", to simplify and make more consistent the accounting for certain financial instruments. SFAS No. 155 amends SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities", to permit fair value re- measurement for any hybrid financial instrument with an embedded derivative that otherwise would require bifurcation, provided that the whole instrument is accounted for on a fair value basis. SFAS No. 155 amends SFAS No. 140, "Accounting for the Impairment or Disposal of Long-Lived Assets", to allow a qualifying special-purpose entity to hold a derivative financial instrument that pertains to a beneficial interest other than another derivative financial instrument. SFAS No. 155 applies to all financial instruments acquired or issued after the beginning of an entity's first fiscal year that begins after September 15, 2006, with earlier application allowed. The adoption of this statement did not have a material effect on the Company's reported financial position or results of operations.

 
3.     

Related Party Transactions

 
  a)     

As at January 31, 2008, the Company is indebted to the President of the Company in the amount of $25,554 (April 30, 2007 - $35,554), representing cash advances and expenses paid on behalf of the Company. This amount is non-interest bearing, unsecured and due on demand.

 
  b)     

During the nine months ended January 31, 2008, the Company recognized $2,250 (2006 - $2,250) for donated rent ($250 per month), and $4,500 (2006 - $4,500) for donated services ($500 per month), for office space and services provided by the President of the Company. These amounts were charged to operations and recorded as donated capital.

 

F-9

-11-


Henix Resources, Inc.
(An Exploration Stage Comapny)
Notes to the Financial Statements
January 31, 2008
(Expressed in U.S. dollars)
(Unaudited)

4.     

Mineral Property

 
 

In January 2006, the Company acquired a 100% interest in a mineral claim located in the Province of British Columbia, Canada for $3,500. The claim is registered in the name of the President of the Company, who has executed a trust agreement whereby the President agreed to hold the claim in trust on behalf of the Company. The cost of the mineral property was initially capitalized. As at April 30, 2006, the Company recognized an impairment loss of $3,500, as it had not yet been determined whether there were proven or probable reserves on the property.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-10

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ITEM 2.      MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

     This section of the report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

Plan of Operation

     We are a start-up, exploration-stage corporation and have not yet generated or realized any revenues from our business operations. We have completed our public offering and raised $100,900. We believe that the additional cash flows are sufficient for us to perform further exploration activities on the mineral property we currently have and to meet our routine operational needs in the next twelve months.

     We will be conducting research in the form of exploration of the property. Our exploration program is explained in as much detail as possible in the business section of our prospectus filed with the U.S. Securities and Exchange Commission on September 13, 2006. We are not going to buy or sell any plant or significant equipment during the next twelve months.

     The property is accessible by traveling southwest of Vernon, British Columbia, along the Okanagan Lake westside road for 15 miles on a good all weather, paved road to the confluence of Whiteman Creek and Okanagan Lake. An all weather, gravel road is then taken for 11 miles to the west along the Whiteman Creek valley and then south for 3 miles along the southerly trending Hooknose Creek logging road to the center of the HRI mineral claim.

     Our exploration target is to find an ore body containing gold. Our success depends upon finding mineralized material. This includes a determination by our consultant if the property contains reserves. We have raised capital for exploration activities to be conducted in the near future, weather permitting. We have selected and engaged a consultant, Diamond S. Holdings Ltd., to perform surface work including reconnaissance, prospecting, and a sampling program to further confirm our exploration opportunities in the mineral property.

 

 

 

-13-


     Mineralized material is a mineralized body, which has been delineated by appropriate spaced drilling or underground sampling to support sufficient tonnage and average grade of metals to justify removal. If we don' t find mineralized material or we cannot remove mineralized material, either because we do not have the money to do it or because it is not economically feasible to do it, we will cease operations and you will lose your investment. In addition, we may not have enough money to complete our whole exploration program of the property. If it turns out that we have not raised enough money to complete our exploration program, we will try to raise additional funds from a second public offering, a private placement or loans. At the present time, we have not made any plans to raise additional money and there is no assurance that we would be able to raise additional money in the future. In we need additional money and can’t raise it, we will have to suspend or cease operations.

     We must conduct exploration to determine what amount of minerals, if any, exist on our properties and if any minerals which are found can be economically extracted and profitably processed.

     The property is undeveloped raw land. To our knowledge, the property has never been mined. Before minerals retrieval can begin, we must explore for and find mineralized material. After that has occurred we have to determine if it is economically feasible to remove the mineralized material. Economically feasible means that the costs associated with the removal of the mineralized material will not exceed the price at which we can sell the mineralized material. We can't predict what that will be until we find mineralized material.

     We do not know if we will find mineralized material. We believe that activities occurring on adjoining properties are not material to our activities. The reason is that what ever is located under adjoining property may or may not be located under the property.

     We do not claim to have any minerals or reserves whatsoever at this time on any of the property.

     We intend to implement an exploration program which consists of core sampling. Core sampling is the process of drilling holes to a depth of up to 300 feet in order to extract a sample of earth. Mr. Shao, after confirming with our consultant, will determine where drilling will occur on the property. Mr. Shao will not receive fees for his services. The samples will be tested to determine if mineralized material is located on the property. Based upon the tests of the core samples, we will determine if we will terminate operations; proceed with additional exploration of the property; or develop the property. The proceeds from our public offering are designed to only fund the costs of core sampling and testing. We intend to take our core samples to analytical chemists, geochemists and registered assayers located in Vancouver, British Columbia. We have not selected any of the foregoing as of the date of this repo rt. We will only make the selections when the results of the surface work are done by Diamond S. Holdings Ltd. and the board decides the profitability potential and feasibility of any further exploration activities.

 

 

-14-


     We estimate the cost of drilling will be $20.00 per foot drilled. The amount of drilling will be predicated when the results of the surface work are done by Diamond S. Holdings Ltd. and the board decides the profitability potential and feasibility of any further exploration activities. If decided, we will drill approximately 3,000 linear feet or 8 holes to depth of 300 feet. We estimate that it will take up to three months to drill 8 holes to a depth of 300 feet each. We will pay a consultant up to a maximum of $5,000 per month for his services during the three month period or a total of $15,000. The total cost for analyzing the core samples will be $3,000.

     We do not intend to interest other companies in the property if we find mineralized materials. We intend to try to develop the reserves ourselves through the use of consultant. We have no plans to interest other companies in the property if we do not find mineralized material.

     If we are unable to complete any phase of exploration because we don't have enough money, we will cease operations until we raise more money. If we can't or don't raise more money, we will cease operations. If we cease operations, we don't know what we will do and we don't have any plans to do anything.

     We do not intend to hire additional employees at this time. All of the work on the property will be conduct by unaffiliated independent contractors that we will hire. The independent contractors will be responsible for surveying, geology, engineering, exploration, and excavation. The geologists will evaluate the information derived from the exploration and excavation and the engineers will advise us on the economic feasibility of removing any mineralized material.

Limited Operating History

     There is limited historical financial information about us upon which to base an evaluation of our performance. We are an exploration-stage corporation and have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, and possible cost overruns due to price and cost increases in services.

     To become profitable and competitive, we must conduct into more comprehensive research and exploration of our properties before we start production of any minerals we may find.

Results of Operations

     We raised $100,900 from our public offering. Of the proceeds, we have spent $68,361.

 

 

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Liquidity and Capital Resources

     To meet our need for cash we raised $100,900 from our public offering. As of January 31, 2008, we have $39,490 in cash available. If we find mineralized material and it is economically feasible to remove the mineralized material, we will attempt to raise additional money through a subsequent private placement, public offering or through loans. If we do not raise enough money to complete our exploration of the property, we will have to find alternative sources, like a second public offering, a private placement of securities, or loans from our officers or others.

     We acquired the rights to conduct exploration on one property containing 20 cells. As of the date of this report we have yet to generate any revenues.

     Since inception and up to January 31, 2008, we have issued 2,009,000 shares of our common stock and received $100,910.

     In January 2006, we issued 1,000,000 shares of common stock pursuant to the exemption from registration set forth in section 4(2) of the Securities Act of 1933. In November 2006, we issued 1,009,000 shares of common stock pursuant to our registration statement. The purchase price of the shares issued in January and November were $10 and $100,900, respectively. Both were accounted for as acquisitions of shares. James Shao covered our initial expenses covering incorporation, accounting and legal fees, and other operating expenses of $32,054 and $3,500 for staking, for a total of $35,554, all of which was paid directly to our staker, attorney, accountant, and other vendors. During the quarter ended July 31, 2007, $10,000 was repaid to Mr. Shao. The amount owed to Mr. Shao is non-interest bearing, unsecured and due on demand. Further the agreement with Mr. Shao is oral and there is no written document evidencin g the agreement.

     As of January 31, 2008, our total current assets were $39,490 and our total current liabilities were $25,554, for a working capital balance of $13,936.

 
ITEM 3.      QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISKS

     We are a smaller reporting company and are not required to furnish this material.

 
ITEM 4. CONTROLS AND PROCEDURES.

     Evaluation of Disclosure Controls and Procedures - Our Principal Executive Officer and Principal Financial Officer, after evaluating the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report, have concluded that, based on the evaluation of these controls and procedures, that our disclosure controls and procedures were effective.

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PART II. OTHER INFORMATION

ITEM 2.      UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

     On September 11, 2006, the Securities and Exchange Commission declared our Form SB-2 Registration Statement effective (File number 333-136688) permitting us to offer up to 2,000,000 shares of common stock at $0.10 per share. There was no underwriter involved in our public offering.

     On November 16, 2006, we completed our public offering by selling 1,009,000 shares of common stock at $0.10 per share and raised $100,900. Since completing our public offering we have spent $68,361 of the proceeds on the following:

Accounting  $  9,789 
Legal  $  16,356 
Transfer Agent  $  23,038 
Other Operating Expenses  $  19,178 
TOTAL  $  68,361 

 
ITEM 6.      EXHIBITS.

     The following documents are included herein:

Exhibit No.     Document Description 
 
31.1  Certification of Principal Executive Officer and Principal Financial Officer pursuant to 
  Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 
  1934, as amended. 
 
32.1  Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of 
  the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer). 

 

 

 

 

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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 14th day of March, 2008.

HENIX RESOURCES, INC. 
(Registrant) 
 
BY:    JAMES SHAO 
  James Shao 
  President, Principal Executive Officer, 
  Secretary/Treasurer, Principal Financial Officer, 
  and Principal Accounting Officer and a member of 
  the Board of Directors. 

 

 

 

 

 

 

 

 

 

 

 

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EXHIBIT INDEX

Exhibit No.     Document Description 
 
31.1  Certification of Principal Executive Officer and Principal Financial Officer pursuant to 
  Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 
  1934, as amended. 
 
32.1  Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of 
  the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer). 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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EX-31.1 2 exh311.htm SARBANES-OXLEY SECTION 302 CERTIFICATION OF CEO AND CFO Sarbanes-Oxley Section 302 Certification of CEO and CFO

Exhibit 31.1

SARBANES-OXLEY SECTION 302(a) CERTIFICATION

I, James Shao, certify that:

1.     

I have reviewed this 10-Q for the period ending January 31, 2008 of Henix 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.     

I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) 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.     

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

 
  c.     

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 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.

 
Date: March 14, 2008  JAMES SHAO 
  James Shao 
  Principal Executive Officer and Principal Financial Officer 
 


EX-32.1 3 exh321.htm SARBANES-OXLEY SECTION 906 CERTIFICATION OF CEO AND CFO Sarbanes-Oxley Section 906 Certification of CEO and CFO

Exhibit 32.1

CERTIFICATION 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 Henix Resources, Inc. (the "Company") on Form 10-Q for the period ended January 31, 2008 as filed with the Securities and Exchange Commission on the date here of (the "report"), I, James Shao, Chief Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 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 this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

          Dated this 14th day of March, 2008.

JAMES SHAO 
James Shao 
Chief Executive Officer and Chief Financial Officer 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


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