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 JUNE 30, 2011
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from _____________ to _____________
COMMISSION FILE NUMBER 333-151867
JETPADS, INC.
(Exact name of Registrant as specified in its charter)
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NEVADA | 26-2347451 |
(State or other jurisdiction of incorporation or | (IRS Employer Identification Number) |
organization) |
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650 S. HILL ST. #J-4, LOS ANGELES, CA 90014
(Address of principal executive offices)
(310) 728-6579
(Registrant's telephone number)
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 checkmark 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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
[x] Yes
[ ]
No
Indicate by check mark whether the Registrant is a larger accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of larger accelerated filer, accelerated filer, and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ]
Accelerated filer [ ]
Non-accelerated filer [ ] (Do not check if a smaller reporting company) 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 [ ] No [X]
Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date. As at June 30, 2011, there were 10,000,000 common shares issued and outstanding.
1
EXPLANATORY NOTE
This Amendment No. 1 to the Quarterly Report on Form 10-Q/A (the Amendment) amends the Quarterly Report on Form 10-Q of Jetpads, Inc. (the Company) for the quarter ended June 30, 2011 (the Original Filing), that was originally filed with the U.S. Securities and Exchange Commission on April 4, 2012. The Amendment is being filed to submit Exhibits 101. The amendment revises the exhibit index included in Part II, Item 6 of the Original Filing and Exhibit 101 (XBRL interactive data) is included as an exhibit to the Amendment.
Except as described above, the Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way. Those sections of the Original Filing that are unaffected by the Amendment are not included herein. The Amendment continues to speak as of the date of the Original Filing. Furthermore, the Amendment does not reflect events occurring after the filing of the Original Filing. Accordingly, the Amendment should be read in conjunction with the Original Filing, as well as the Companys other filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act subsequent to the filing of the Original Filing.
ITEM 6. EXHIBITS
The following exhibits are included with this 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 S-1 Registration Statement, filed under SEC File Number 333-151867, at the SEC website at www.sec.gov:
Exhibit
Number
Description
31
Rule 13a-14(a)/15d-14a(a) Certifications
32
Section 1350 Certifications
101.INS*
XBRL Instance
101.SCH*
XBRL Taxonomy Extension Schema
101.CAL*
XBRL Taxonomy Extension Calculation
101.DEF*
XBRL Taxonomy Extension Definition
101.LAB*
XBRL Taxonomy Extension Labels
101.PRE*
XBRL Taxonomy Extension Presentation
* XBRL Information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
2
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.
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| JETPADS, INC. | |
| (Registrant) | |
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April 13, 2012 | BY: | /s/ Robert Kanaat |
Date |
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| Robert Kanaat |
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| President, Chief Executive Officer, Principal Financial Officer, Principal Accounting Officer, and member of the Board of Directors |
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3
Exhibit 31.1
Certification of Chief Executive Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act
I, Robert Kanaat, certify that:
1. I have reviewed this quarterly report on Form 10-Q of jetPADS, 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 registrants 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 registrants 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 registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and
5. The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants 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 registrants 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 registrants internal controls over financial reporting.
Date: April 13, 2012.
/s/ Robert Kanaat
Chief Executive and Financial Officer
1
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 amended Quarterly Report of jetPADS, Inc. (the Company) on Form 10-Q for the period ended June 30, 2011, as filed with the Securities and Exchange Commission on the date hereof (the Report), I, Robert Kanaat, Chief Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §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 results of operations of the Company.
IN WITNESS WHEREOF, the undersigned has executed this certification as of 13th day of April, 2012.
/s/ Robert Kanaat
Chief Executive Officer and
Chief Financial Officer
1
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Related Party Disclosures
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3 Months Ended |
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Jun. 30, 2011
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Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 7 Related Party Transactions
As of June 30, 2011 and March 31, 2011, the Company has a balance payable to related parties totaling $70,940 and $50,948, respectively. The loans are non-interest bearing, due on demand and as such are included in current liabilities. Imputed interest has been charged to additional paid-in capital at an annual rate of 6%, resulting in $762 and $928 in interest expense for the three month periods ended June 30, 2011 and 2010, respectively.
During the three month period ended June 30, 2011, the Company booked one reservation for a property owned by the Companys President, totaling $8,000. This resulted in a cleaning fee and commission revenue of $250 and $8,000, respectively. As of June 30, 2011, there is no balance due to the property owner as a result of these bookings and $1,500 due to one customer representing a refundable deposit. |
Leases
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3 Months Ended |
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Jun. 30, 2011
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Leases [Abstract] | |
Leases of Lessor Disclosure [Text Block] | Note 6 Leases
During the year ended March 31, 2010, the Company entered into a lease for property which it intends to sub-lease to customers. The lease requires minimum monthly rental payments of $7,000 through March 2012. This property resulted in sub-lease revenues totaling $19,190 and $10,235 and deferred revenues totaling $16,829 and $10,235 during the periods ended June 30, 2011 and 2010, respectively. Total rent expense for the three month periods ended June 30, 2011 and 2010 was $23,418 and $21,286, respectively. |
Commitment and Contingencies
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3 Months Ended |
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Jun. 30, 2011
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Disclosure Text Block Supplement [Abstract] | |
Commitments Disclosure [Text Block] | Note 3 Rental Agent Contracts
During the year ended March 31, 2011 and subsequently through June 30, 2011, the Company has entered into various agreements with vacation property owners to act as a short-term rental agent on behalf of the owners. The agreements allow for the Company to retain a commission of 10% - 60% of the gross rental booking. Since rental contracts between the owners and renters are cancellable up to the point of use of the owners properties by the renters, commissions are deferred and recognized as revenue once the renters complete their use of the owners properties. The remaining 40%-90% of gross rental bookings, plus applicable taxes paid by the renters, are remitted to the owners upon the renters use of the owners properties. At the time of booking, renters are required to pay a security deposit that is refundable to them after ensuring no damage was done to the owners properties subsequent to use by the renters. |
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Income Taxes
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3 Months Ended |
---|---|
Jun. 30, 2011
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Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | Note 5 Income Taxes
The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes. Deferred taxes are normally provided in the financial statements under ASC Topic No. 740 to give effect to the resulting temporary differences which may arise from differences in the bases of fixed assets, depreciation methods, allowances, and start-up costs based on the income taxes expected to be payable in future years. Operating loss carry forwards generated during the three month periods ended June 30, 2011 and 2010 of $95,642 and $96,607, respectively, will begin to expire in 2030, and may be limited by the provisions of Internal Revenue Code Section 382 and other provisions as to their utilization. Deferred tax assets related to the net operating losses and temporary non-deductible deficiencies (if any) of approximately $33,475 and $33,812, respectively, have been completely offset by a valuation allowance.
The Company follows the provisions of uncertain tax positions as addressed in FASC 740-10-65-1.The Company recognized approximately no increase in the liability for unrecognized tax benefits.
The Company has no tax position at June 30, 2011 and March 31, 2011 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. No such interest or penalties were recognized during the periods presented. The Company had no accruals for interest and penalties at June 30, 2011 and March 31, 2011. The Companys utilization of any net operating loss carry forward may be unlikely as a result of its intended activities. |
Statements of Operations (USD $)
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3 Months Ended | |
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Jun. 30, 2011
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Jun. 30, 2010
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Revenue | ||
Revenue, net of discounts and refunds | $ 48,858 | $ 54,726 |
Cost of services | (32,357) | (21,286) |
Net revenue | 16,501 | 33,440 |
Professional fees | 14,150 | 55,019 |
Officer compensation | 29,071 | |
Bad debt recoveries | (44) | |
Advertising | 13,138 | 9,476 |
Travel | 31,735 | 43,445 |
Other general and administrative | 22,995 | 21,258 |
Total operating expenses | 111,045 | 129,198 |
Interest expense | (1,098) | (928) |
Interest income | 6 | |
Foreign currency transaction loss | 73 | |
Total other income (expense) | (1,098) | (849) |
Net loss available to common stockholders | (95,642) | (96,607) |
Foreign currency translation adjustment | (99) | |
Total comprehensive loss | $ (95,642) | $ (96,706) |
Basic and diluted loss per common share | $ (0.01) | $ (0.01) |
Weighted average shares outstanding | 10,000,000 | 10,000,000 |
Document and Entity Information
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3 Months Ended |
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Jun. 30, 2011
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Document and Entity Information | |
Entity Registrant Name | JetPads, Inc. |
Document Type | 10-Q |
Document Period End Date | Jun. 30, 2011 |
Amendment Flag | false |
Entity Central Index Key | 0001438392 |
Current Fiscal Year End Date | --03-31 |
Entity Common Stock, Shares Outstanding | 10,000,000 |
Entity Filer Category | Smaller Reporting Company |
Entity Current Reporting Status | Yes |
Entity Voluntary Filers | No |
Entity Well-known Seasoned Issuer | No |
Document Fiscal Year Focus | 2012 |
Document Fiscal Period Focus | Q1 |
Accounting Policies
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3 Months Ended |
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Jun. 30, 2011
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Accounting Policies [Abstract] | |
Basis of Accounting [Text Block] | 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 June 30, 2011 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 March 31, 2011 audited financial statements as reported in Form 10-K. The results of operations for the period ended June 30, 2011 are not necessarily indicative of the operating results for the full year ended March 31, 2012. |
Basis of Presentation and Significant Accounting Policies [Text Block] | Note 2- 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 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. |
Subsequent Events
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3 Months Ended |
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Jun. 30, 2011
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Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 4 Subsequent Events
The Company has evaluated subsequent events through the filing date of this document and determined there are no items to disclose. |