SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended: August 31, 2007
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ________________ to __________________
Commission File Number 000-52639
CARLATERAL, INC.
___________________________________________________________
(Exact name of business issuer as specified in its charter)
Nevada 20-4158835
_________________________________ ___________________
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
112 North Currie Street
Carson City, Nevada, 89703
________________________________________
(Address of principal executive offices)
(775) 321-8243
__________________________
(Issuers telephone number)
Check whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act 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 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: As of August 31, 2007, the registrant
had 10,300,000 shares of common stock, $0.001 par value, issued and outstanding.
Transitional Small Business Disclosure Format (check one). Yes [ ] No [X]
TABLE OF CONTENTS
Page
Number
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements - Unaudited
Interim Balance Sheets as of August 31, 2007 and February 28, 2007........ 4
Interim Statements of Operations for the six months ended August 31, 2007;
the six months ended August 31, 2006 and the period from inception
(December 9, 2005) to August 31, 2007..................................... 5
Interim Statement of Stockholders Equity (Deficit) from
inception (December 9, 2005) to August 31, 2007 .......................... 6
Interim Statements of Cash Flows for the six months ended August 31, 2007;
the six months ended August 31, 2006 and the period from inception
(December 9, 2005) to August 31, 2007..................................... 7
Notes to Interim Financial Statements August 31, 2007..................... 8
Item 2. Management's Discussion and Analysis and Plan of Operation........ 11
Item 3. Controls and Procedures........................................... 14
PART II - OTHER INFORMATION
Item 1. Legal Proceedings................................................. 14
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds ...... 14
Item 3. Defaults Upon Senior Securities .................................. 14
Item 4. Submission of Matters to a Vote of Security Holders .............. 15
Item 5. Other Information ................................................ 14
Item 6. Exhibits ......................................................... 15
2
CARLATERAL, INC.
(A DEVELOPMENT STAGE COMPANY)
INTERIM FINANCIAL STATEMENTS
AUGUST 31, 2007
INTERIM BALANCE SHEETS
INTERIM STATEMENTS OF OPERATIONS
INTERIM STATEMENT OF STOCKHOLDERS' EQUITY
INTERIM STATEMENTS OF CASH FLOWS
NOTES TO THE INTERIM FINANCIAL STATEMENTS
3
CARLATERAL, INC.
(A DEVELOPMENT STAGE COMPANY)
INTERIM BALANCE SHEET
August 31, February 28
2007 2007
(Audited)
____________________________________________________________________________________________
ASSET
CURRENT ASSET
Cash $ 2,690 $ 4,145
Loan Receivable - 3,010
____________________________________________________________________________________________
2,690 7,155
============================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 4,441 $ 6,358
Due to Shareholder (Note 6) 6,338 4,475
____________________________________________________________________________________________
10,799 10,833
____________________________________________________________________________________________
STOCKHOLDERS' EQUITY (DEFICIT )
Capital stock (Note 4)
Authorized
75,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
10,300,000 shares of common stock 10,300 10,300
Additional paid-in capital 13,200 13,200
Deficit accumulated during the development stage (31,589) (27,177)
____________________________________________________________________________________________
Total Equity (Deficit) (8,089) (3,677)
____________________________________________________________________________________________
Total Liabilities & Equity $ 2,690 $ 7,155
============================================================================================
The accompanying notes are an integral part of these financial statements
4
CARLATERAL, INC.
(A DEVELOPMENT STAGE COMPANY)
INTERIM STATEMENTS OF OPERATIONS
Cumulative results
of operations from
December 9, 2005(date
Six months ended Six months ended of inception) to
August 31, 2007 August 31, 2006 August 31, 2007
__________________________________________________________________________________________________________
INCOME
Loans revenue - - 886
EXPENSES
Office and general $ 3,412 $ 2,050 $ 8,764
Professional fees 1,000 7,350 23,711
__________________________________________________________________________________________________________
NET LOSS $ (4,412) $ (9,400) $ (31,589)
==========================================================================================================
BASIC AND DILUTED NET LOSS PER SHARE $ (0.00) $ (0.00)
============================================================================
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING 10,300,000 10,300,000
============================================================================
The accompanying notes are an integral part of these financial statements
5
CARLATERAL, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
FROM INCEPTION (DECEMBER 9, 2005) TO AUGUST 31, 2007
Deficit
Common Stock Accumulated
______________________ Additional Share During the
Number of Paid-in Subscription Development
shares Amount Capital Receivable Stage Total
===========================================================================================================================
Balance, December 9, 2005 - $ - $ - $ - $ - $ -
Common stock issued for cash at
$0.001 per share
- December 15, 2005 7,000,000 7,000 - - - 7,000
Common stock issued for cash at
$0.005 per share
- December 23, 2005 3,300,000 3,300 13,200 - - 16,500
Net loss February 28, 2006 - - - - (6,122) (6,122)
___________________________________________________________________________________________________________________________
Balance February 28,2007 10,300,000 10,300 13,200 - (21,055) (21,055)
Net loss August 31, 2007 - - - - (4,412) (4,412)
===========================================================================================================================
Balance, August 31, 2007 10,300,000 $10,300 $ 13,200 $ - $ (31,589) $ (8,089)
===========================================================================================================================
All share amounts have been restated to reflect the 10:1 forward split in February 2006. (Refer to Note 4)
The accompanying notes are an integral part of these financial statements
6
CARLATERAL, INC.
(A DEVELOPMENT STAGE COMPANY)
INTERIM STATEMENTS OF CASH FLOWS
Cumulative results
of operations from
inception (December
Six months ended Six months ended 9, 2005) to
August 31, 2007 August 31, 2006 August 31, 2007
==========================================================================================================
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (4,412) $ (9,400) $ (31,589)
Adjustment to reconcile net loss to net
cash used in operating activities
Loans Receivable 3,010 (263) -
-accounts payable and accrued
liabilities (1,916) 3,000 4,441
__________________________________________________________________________________________________________
NET CASH USED IN OPERATING ACTIVITIES (3,318) (6,663) (27,148)
__________________________________________________________________________________________________________
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of common stock - 23,500 23,500
Advance from Shareholder ( Note 6) 1,863 4,475 6,338
Retained Earnings (6,122)
__________________________________________________________________________________________________________
NET CASH PROVIDED BY FINANCING ACTIVITIES - 17,378 29,838
__________________________________________________________________________________________________________
NET INCREASE (DECREASE) IN CASH (1,455) 15,190 2,690
CASH, BEGINNING OF PERIOD 4,145 - -
__________________________________________________________________________________________________________
CASH, END OF PERIOD $ 2,690 $ 15,190 $ 2,690
==========================================================================================================
Supplemental cash flow information and
noncash financing activities:
Cash paid for:
Interest $ - $ - $ -
==========================================================================================================
Income taxes $ - $ - $ -
==========================================================================================================
The accompanying notes are an integral part of these financial statements
7
CARLATERAL, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
AUGUST 31, 2007
================================================================================
NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION
________________________________________________________________________________
Carlateral, Inc. (the "Company") is in the initial development stage and has
incurred losses since inception totaling $31,589 The Company was incorporated on
December 9 2005 in the State of Nevada. The fiscal year end of the Company is
February 28. The Company was organized to establish itself as a finance company,
specializing in sub-prime title loans, primarily using automobiles as a form of
loan collateral, but will also include boats, recreational vehicles, machinery
and other equipment. Carlateral intends to open regional and branch offices in
metropolitan areas throughout the United States and Canada. The target market is
individuals needing short term loans.
On February 15, 2006 the Company completed a forward stock split of the
Company's common stock by the issuance of 10 new shares for each 1 outstanding
share of the Company's common stock.
The ability of the Company to continue as a going concern is dependent on
raising capital to fund its business plan and ultimately to attain profitable
operations. Accordingly, these factors raise substantial doubt as to the
Company's ability to continue as a going concern. The Company is funding its
initial operations by way of issuing Founders' shares and entering into a
private placement offering for 4,000,000 shares at $0.005 per share. As of
August 31, 2007, the Company had sold 10,300,000 shares and had received $23,500
in proceeds from the sale of the Company's common stock of which 7,000,000
Founders shares were issued at $0.001 per share for net proceeds of $7,000 and
3,300,000 shares were issued at $0.005 per share for net proceeds of $16,500
pursuant to the Private Placement Offering.
UNAUDITED INTERIM FINANCIAL STATEMENTS
The accompanying unaudited interim financial statements have been prepared in
accordance with the generally accepted accounting principals for interim
financial information and with the instructions to Form 10-QSB of the regulation
S-B. They do not include all information and footnotes required by United States
generally accepted accounting principles for complete financial statements.
However, except as disclosed herein, there has not been any material changes in
the information disclosed in the notes to the financial statements for the year
ended August 31, 2006 included in the Company's Report on Form SB-2 filed with
the Securities and Exchange Commission. The interim unaudited financial
statements should be read in conjunction with those financial statements
included in the Form SB-2. In the opinion of the management, all adjustments
considered necessary for a fair presentation, consisting solely of normal
recurring adjustments, have been made. Operating results for the nine months
ended November 30, 2006 are not necessarily indicative of the results that
August be expected for the year ended August 31, 2007.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
________________________________________________________________________________
BASIS OF PRESENTATION
These financial statements are presented in United States dollars and have been
prepared in accordance with accounting principles generally accepted in the
United States.
8
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
________________________________________________________________________________
USE OF ESTIMATES AND ASSUMPTIONS
Preparation of the financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
INCOME TAXES
The Company follows the liability method of accounting for income taxes in
accordance with Statements of Financial Accounting Standards ("SFAS") No.109,
"Accounting for Income Taxes." Under this method, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax balances. Deferred tax assets and
liabilities are measured using enacted or substantially enacted tax rates
expected to apply to the taxable income in the years in which those differences
are expected to be recovered or settled. The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the date of enactment or substantive enactment.
NET LOSS PER SHARE
Basic loss per share includes no dilution and is computed by dividing loss
available to common stockholders by the weighted average number of common shares
outstanding for the period. Dilutive loss per share reflects the potential
dilution of securities that could share in the losses of the Company. Because
the Company does not have any potentially dilutive securities, the accompanying
presentation is only of basic loss per share.
FOREIGN CURRENCY TRANSLATION
The financial statements are presented in United States dollars. In accordance
with SFAS No. 52, "Foreign Currency Translation", foreign denominated monetary
assets and liabilities are translated to their United States dollar equivalents
using foreign exchange rates which prevailed at the balance sheet date.
Non-monetary assets and liabilities are translated at exchange rates prevailing
at the transaction date. Revenue and expenses are translated at average rates of
exchange during the period. Related translation adjustments are reported as a
separate component of stockholders' equity (deficit), whereas gains or losses
resulting from foreign currency transactions are included in results of
operations.
STOCK-BASED COMPENSATION
The Company has not adopted a stock option plan and has not granted any stock
options. Accordingly no stock-based compensation has been recorded to date.
RECENT ACCOUNTING PRONOUNCEMENTS
In December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 153, "Exchanges of Non-monetary Assets - An Amendment of APB Opinion No.
29". The guidance in APB Opinion No. 29, "Accounting for Non-monetary
Transactions", is based on the principle that exchanges of non-monetary assets
should be measured based on the fair value of the assets exchanged. The guidance
in that opinion, however, included certain exceptions to that principle. SFAS
No. 153 amends Opinion No. 29 to eliminate the exception for non-monetary
exchanges of similar productive assets and replaces it with a general exception
for exchanges of non-monetary assets that do not have commercial substance. A
non-monetary exchange has commercial substance if the future cash flows of the
entity are expected to change significantly as a result of the exchange. The
provisions of SFAS No. 153 are effective for non-monetary asset exchanges
occurring in fiscal periods beginning after June 15, 2005. Early application is
permitted and companies must apply the standard prospectively. The adoption of
this standard is not expected to have a material effect on the Company's results
of operations or financial position.
9
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
________________________________________________________________________________
In December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 123R, "SHARE-BASED PAYMENT." SFAS No. 123R establishes standards for the
accounting for transactions in which an entity exchanges its equity instruments
for goods or services. It also addresses transactions in which an entity incurs
liabilities in exchange for goods or services that are based on the fair value
of the entity's equity instruments or that August be settled by the issuance of
those equity instruments. SFAS No. 123R focuses primarily on accounting for
transactions in which an entity obtains employee services in share-based payment
transactions. SFAS No. 123R requires that the compensation cost relating to
share-based payment transactions be recognized in financial statements. That
cost will be measured based on the fair value of the equity or liability
instruments issued. Public entities that file as small business issuers will be
required to apply SFAS No. 123R in the first interim or annual reporting period
that begins after December 15, 2005. Management is currently evaluating the
impact of the adoption of this standard on our results of operations and
financial position.
In March 2005, the SEC staff issued Staff Accounting Bulletin ("SAB") No. 107,
"SHARE-BASED PAYMENT," to give guidance on the implementation of SFAS No. 123R.
Management will consider SAB No. 107 during the implementation of SFAS No. 123R.
In August 2005, the FASB issued SFAS 154, "Accounting Changes and Error
Corrections." This Statement replaces APB Opinion No. 20, "Accounting Changes,"
and SFAS No. 3, "Reporting Accounting Changes in Interim Financial Statements,"
and changes the requirements for the accounting for and reporting of a change in
accounting principle. This Statement applies to all voluntary changes in
accounting principle. Management believes this Statement will have no impact on
the financial statements of the Company.
In March 2005, the FASB issued FASB Interpretation ("FIN") No. 47, "Accounting
for Conditional Asset Retirement Obligations, an interpretation of FASB
Statement No. 143." Asset retirement obligations (AROs) are legal obligations
associated with the retirement of long-lived assets that result from the
acquisition, construction, development and/or normal operation of a long-lived
asset, except for certain obligations of lessees. FIN No.47 clarifies that
liabilities associated with asset retirement obligations whose timing or
settlement method are conditional on future events should be recorded at fair
value as soon as fair value is reasonably estimable. FIN No.47 also provides
guidance on the information required to reasonably estimate the fair value of
the liability. FIN No.47 is intended to result in more consistent recognition of
liabilities relating to AROs among companies, more information about expected
future cash outflows associated with those obligations stemming from the
retirement of the asset(s) and more information about investments in long-lived
assets because additional asset retirement costs will be recognized by
increasing the carrying amounts of the assets identified to be retired. FIN
No.47 is effective for fiscal years ending after December 15, 2005. Management
believes this Statement will have no impact on the financial statements of the
Company.
NOTE 3 - FAIR VALUE OF FINANCIAL INSTRUMENTS
________________________________________________________________________________
In accordance with the requirements of SFAS No. 107and SFAS No. 157, the Company
has determined the estimated fair value of financial instruments using available
market information and appropriate valuation methodologies. The fair value of
financial instruments classified as current assets or liabilities approximate
their carrying value due to the short-term maturity of the instruments.
10
NOTE 4 - CAPITAL STOCK
________________________________________________________________________________
The Company's capitalization is 75,000,000 common shares with a par value of
$0.001 per share. No preferred shares have been authorized or issued.
As of August 31, 2007, the Company has not granted any stock options and has not
recorded any stock-based compensation.
As of August 31, 2007, the sole Director had purchased 7,000,000 shares of the
common stock in the Company at $0.001 per share with the proceeds of the Company
totalling $7,000.
PRIVATE PLACEMENT
On December 23, 2005, the Company authorized a Private Placement Offering of up
to 4,000,000 shares of common stock at a price of $0.005 per share. The total
amount to be raised in this financing is $20,000. As of November 30, 2006 the
Company had issued 3,300,000 common shares and had received $16,500 in proceeds
from the sale of its stock.
On February 15, 2006, the majority shareholder and the director of the Company
approved a special resolution to undertake a forward split of the common stock
of the Company on a 10 new shares for 1 old share basis.
All references in these financial statements to number of shares, price per
share and weighted average number of common shares outstanding prior to the
forward split have been adjusted to record the effect of the forward split on a
retroactive basis.
NOTE 5 - INCOME TAXES
________________________________________________________________________________
As of August 31, 2007 the Company had net operating loss carry forwards of
approximately $31,589 that August be available to reduce future years' taxable
income and will expire commencing in 2025. Availability of loss usage is subject
to change of ownership limitations under Internal Revenue Code 382. Future tax
benefits which August arise as a result of these losses have not been recognized
in these financial statements, as their realization is determined not likely to
occur and accordingly, the Company has recorded a full valuation allowance for
the deferred tax asset relating to these tax loss carryforwards.
NOTE 6 - RELATED PARTY TRANSACTION
________________________________________________________________________________
As of August 31, 2007, the Company received advances from a director of the
Company in the amount of $6,338. The amount due to the related party is
unsecured and non-interest bearing with no set terms of repayment.
11
ITEM 2: MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Overview
Carlateral, Inc. ("Carlateral" the "Company," "we," "us" ) is a development
stage company, incorporated on December 9, 2005, in the State of Nevada, to
establish itself as a finance company specializing in sub prime title loans
secured primarily by automobiles (but also boats, recreational vehicles,
machinery and other equipment) as collateral.
The Company did not generate any revenue during the quarter ended August 31,
2007.
Total expenses for the quarter ending August 31, 2007 were $4,412 resulting in
an operating loss for the fiscal quarter of $4,412. The operating loss for the
period is a result of professional, office and general expenses. Professional,
office and general expenses for the same period in 2006 were $9,400
Accounts payable for the quarter ended August 31, 2007 are $4,441 and were
$3,000 for the quarter ended August 31, 2006.
As of August 31, 2007 the Director of the Company has advanced $6,338 to
maintain the company's operations. This amount is unsecured, non-interest
bearing and without specific terms of repayment.
Net cash provided through financing for the quarter ending August 31, 2007 was $
nil. As of August 31, 2007shareholder advances are $6,338.
As at the quarter ended August 31, 2007 the Company had $2,690 of cash. At the
end of the same quarter in 2006 it had $15,190.
On October 20, 2006 the Company filed a registration form SB-2 with the SEC. The
form SB-2 was deemed effective as of December 8, 2006.
Plan of Operation
We anticipate that our current cash and cash equivalents and cash generated from
operations will not be sufficient to satisfy our liquidity requirements for the
next 12 months. We will require additional funds prior to such time and will
seek to sell additional capital through private equity placements or debt
securities or seek alternative sources of financing. If we are unable to obtain
this additional financing, we may be required to reduce the scope of our
business plan, which could harm our business, financial condition and operating
results. Additional funding may not be available on favorable terms, if at all.
Should we be unable to raise funding under our current business plan we may
elect to seek other assets or businesses that would assist in creating
additional share holder value and possibly increase share holder equity.
During the next twelve months we will focus on applying a variety of strategies
to enable us to further our business objectives. These strategies include
identifying potential office locations in metropolitan areas throughout Canada
and the US, researching the legal and regulatory obligations in each
jurisdiction in which we may operate and determining the types and roles of
support staff that would be required to run the business.
12
From inception our business operations have been primarily focused on preparing
our registration statement and developing our business model and marketing
strategy. We have been conducting industry market research and doing an analysis
of our competitor's business models and business methodologies. We have placed
two loans to evaluate our business processes and marketing strategy. We have
also initiated our search for suitable business locations and plan to continue
our research so as to identify the best locations for our initial office, both
in terms of client demographics and the regulatory environment.
We will engage the services of an attorney to create a loan agreement that meets
the local jurisdiction's laws and requirements. We will need to have a valid
loan agreement created prior to opening our business outlets and will expend
approximately $4,000 on this activity.
Concurrently with creating the loan agreement, we will search for a suitable
office space in the preferred locale based on the results of our demographic
research. To offset expenses incurred during this period, we may look at
securing a shared space in an office with another non-competing business. Upon
finding the appropriate location, we will enter into a lease or sub-lease
agreement. We expect that we will have to expend approximately $5,000 to secure
our initial office lease.
We will purchase a computer system and other office equipment and supplies for
our initial store location. We estimate that these equipment expenditures for
the business office will be $9,500. We will also design and have printed all of
the necessary forms and agreements to be used in our operations, at an estimated
cost of $3,000.
We also plan to identify and hire a commission sales person to staff the initial
office.
We will research local advertising possibilities, including community
newspapers, radio, yellow pages and established local websites to determine the
most advantageous media for our advertising campaigns. We expect that that our
initial advertising program will cost approximately $8,500 to develop and
implement.
We will research, purchase and implement a loans management system that will be
capable of being customized in order to suit our needs and is scalable so that
we will be able to manage multiple branches from a central location. The system
will be installed at the initial store location and will be capable of being
expanded to any additional locations as they come on line. We expect to spend
about $28,000 to research and implement the loan management system.
We intend to be fully operational within twelve months.
Should the Company find that its business model is subject to undue scrutiny
from regulators or breeches the criminal code on usury the Company may elect to
seek out other business opportunities to increase shareholder equity.
We do not expect to purchase or sell plant or significant equipment in the next
12 months. We do expect to hire employees as necessary to manage our offices as
they are established.
Off Balance Sheet Arrangements.
As of the date of this quarterly report, the current funds available to the
Company will not be sufficient to continue operations. The cost to establish the
Company and begin operations has been estimated at $48,000 over the next twelve
months and the cost of maintaining its reporting status is estimated to be
$15,000 over the same period. Our officer and director, Mr. Cameron has
13
undertaken to provide the Company with initial operating and loan capital to
sustain our business over the next twelve month period, as the expenses are
incurred, in the form of a non-secured loan. However, there is no contract in
place or written agreement securing this agreement. Management believes if the
Company cannot raise sufficient revenues or maintain our reporting status with
the SEC we will have to cease all efforts directed towards the Company. As such,
any investment previously made would be lost in its entirety.
Other than the above described situation the Company does not have any
off-balance sheet arrangements that have or are reasonably likely to have a
current or future effect on the Company's financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that are material to investors. The
term "off-balance sheet arrangement" generally means any transaction, agreement
or other contractual arrangement to which an entity unconsolidated with the
Company is a party, under which the Company has (i) any obligation arising under
a guarantee contract, derivative instrument or variable interest; or (ii) a
retained or contingent interest in assets transferred to such entity or similar
arrangement that serves as credit, liquidity or market risk support for such
assets.
ITEM 3. CONTROLS AND PROCEDURES
Based on their most recent evaluation, which was completed within 90 days of the
filing of this Form 10-QSB, the Company's Chief Executive Officer and Treasurer
believe the Company's disclosure controls and procedures (as defined in Exchange
Act Rules 13a-14 and 15d-14) are effective to ensure that information required
to be disclosed by the Company in this report is accumulated and communicated to
the Company's management, including its principal executive officer and
principal financial officer, as appropriate, to allow timely decisions regarding
required disclosure. There were no significant changes in the Company's internal
controls or other factors that could significantly affect these controls
subsequent to the date of their evaluation and there were no corrective actions
with regard to significant deficiencies and material weaknesses.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any pending legal proceedings, and no such
proceedings are known to be contemplated.
No director, officer, or affiliate of the Company and no owner of record or
beneficial owner of more than 5.0% of the securities of the Company, or any
associate of any such director, officer or security holder is a party adverse to
the Company or has a material interest adverse to the Company in reference to
pending litigation.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
14
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
31.1 Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer
31.2 Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer *
32.1 Section 1350 Certification of Chief Executive Officer
32.2 Section 1350 Certification of Chief Financial Officer **
* Included in Exhibit 31.1
** Included in Exhibit 32.1
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CARLATERAL, INC.
By: /s/ DON CAMERON
____________________________________________________________
Don Cameron
President, Secretary Treasurer, Principal Executive Officer,
Principal Financial Officer and sole Director
Dated: September 26, 2007
15