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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Essential Innovations Technology Corporation (CE) | USOTC:ESIV | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.0001 | 0.00 | 01:00:00 |
Essential Innovations Technology Corp.
|
(Exact name of registrant as specified in its charter)
|
Nevada
|
88-0492134
|
|
(State or other jurisdiction of
|
(I.R.S. Employer
|
|
incorporation or organization)
|
Identification No.)
|
15/F, Radio City
|
||
505-511 Hennessy Road, Causeway Bay, Hong Kong
|
||
(Address of principal executive offices)
|
(Zip Code)
|
+852 2910-7828
|
(Registrant’s telephone number, including area code)
|
Securities registered pursuant to Section 12(b) of the Act:
|
|
Title of each class
|
Name of each exchange on which registered
|
n/a
|
n/a
|
Securities registered pursuant to Section 12(g) of the Act:
|
Common Stock, Par Value $0.001
|
(Title of Class)
|
Large accelerated filer
|
o |
Accelerated filer
|
o |
Non-accelerated filer
|
o |
Smaller reporting company
|
þ |
ITEM 1.
|
BUSINESS
|
2 | |||
ITEM 1A.
|
RISK FACTORS
|
8 | |||
ITEM1B.
|
UNRESOLVED STAFF COMMENTS
|
16 | |||
ITEM 2.
|
PROPERTIES
|
16 | |||
ITEM 3.
|
LEGAL PROCEEDINGS
|
16 | |||
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
16 | |||
ITEM 5.
|
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
17 | |||
ITEM 6.
|
SELECTED FINANCIAL DATA
|
18 | |||
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
18 | |||
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
21 | |||
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
21 | |||
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTSON ACCOUNTING AND FINANCIAL DISCLOSURE
|
35 | |||
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
35 | |||
ITEM 9B.
|
OTHER INFORMATION
|
37 | |||
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
37 | |||
ITEM 11.
|
EXECUTIVE COMPENSATION
|
39 | |||
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
41 | |||
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
42 | |||
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
43 | |||
ITEM 15.
|
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
|
44 |
●
|
$100,000 cash on or before January 1, 2013, to be used for further prototyping and completion of proof of concept testing along with patent search, analysis and patent filing costs;
|
●
|
$400,000 cash on or before June 1, 2013, but not earlier than April 30, 2013, in order to then complete their required R&D, and engage a full field-test program with no less than 3 separate sites in 3 different global geographic locations.
|
●
|
continued research and development of the technologies with field-testing and concurrent market entry strategies for our two proprietary technologies targeted towards active implementation of multiple pilot projects in the next 12 – 24 months;
|
●
|
development of synergistic industry relationships and alliances with other technology companies or manufacturers of equipment which could be improved through the use of our technologies;
|
●
|
providing of project design and consultative services to governments (primarily in Asia) and particularly large builders and developers that recognize environmental sensitivity and energy and water conservation as an important feature of land planning and infrastructure development; and
|
●
|
execution of product licensing and distribution agreements for our proprietary technologies with such efforts initially directed towards key Asian markets of China, India, the Philippines, Vietnam, Thailand, as well as in the Middle East region, North, Central and parts of South America.
|
●
|
build out our board of directors and executive management team with skilled and proficient professionals;
|
●
|
continue to develop and acquire highly innovative technologies that can be considered of a disruptive nature to those conventional technologies applied in the current marketplace
|
●
|
provide a comprehensive range of environmental project and design consultative services;
|
●
|
provide marketing and promotion services for the public awareness and reputation of sustainability initiatives.
|
●
|
lack of sufficient independent directors to form a separate audit committee;
|
●
|
insufficient corporate governance policies; and
|
●
|
segregation of duties in the accounting and finance department.
|
OTC Bulletin Board
(1)
|
||||||||
Quarter Ended
|
High
|
Low
|
||||||
October 31, 2012
|
$ | 0.0012 | $ | 0.0012 | ||||
July 31, 2012
|
$ | 0.0012 | $ | 0.0011 | ||||
April 30, 2012
|
$ | 0.002 | $ | 0.001 | ||||
January 31, 2012
|
$ | 0,012 | $ | 0.002 | ||||
October 31, 2011
|
$ | 0.011 | $ | 0.002 | ||||
July 31, 2011
|
$ | 0.03 | $ | 0.011 | ||||
April 30, 2011
|
$ | 0.05 | $ | 0.001 | ||||
January 31, 2011
|
$ | 0.0065 | $ | 0.0004 | ||||
October 31, 2010
|
$ | 0.0045 | $ | 0.0003 |
●
|
continued research and development of the technologies with field-testing and concurrent market entry strategies for our two proprietary technologies targeted towards active implementation of multiple pilot projects in the next 12 – 24 months;
|
●
|
on-going development of synergistic industry relationships and alliances with other technology companies or manufacturers of equipment which could be improved through the use of our technologies;
|
●
|
providing of project design and consultative services to governments (primarily in Asia) and particularly large builders and developers that recognize environmental sensitivity and energy and water conservation as an important feature of land planning and infrastructure development; and
|
●
|
execution of product licensing and distribution agreements for our proprietary technologies with such efforts initially directed towards key Asian markets of China, India, the Philippines, Vietnam, Thailand, as well as in the Middle East region, North, Central and parts of South America.
|
Expense Item
|
Cost
|
|||
General and administrative expenses
|
$ | 250,000 | ||
Legal and accounting fees
|
$ | 50,000 | ||
Sales and marketing expenses
|
$ | 200,000 | ||
Consulting fees and expenses
|
$ | 150,000 | ||
Research and development expenses
|
$ | 350,000 | ||
Total
:
|
$ | 1,000,000 |
ESSENTIAL INNOVATIONS TECHNOLOGY CORP
|
|||||
(a development stage enterprise)
|
|||||
Balance Sheets
|
|||||
October 31, 2012 and 2011
|
2012
|
2011
|
|||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash
|
$ | 146 | $ | - | ||||
Total current assets
|
146 | - | ||||||
Intellectual property
|
260,068 | - | ||||||
Total assets
|
$ | 260,214 | $ | - | ||||
Liabilities and Stockholders' Deficiency
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$ | 345,920 | $ | 466,501 | ||||
Accrued expenses
|
22,500 | - | ||||||
Accrued compensation
|
90,000 | - | ||||||
Advances for subscriptions
|
- | 13,977 | ||||||
Amounts due to stockholders
|
7,645 | 3,650 | ||||||
Current portion of long term debt
|
491,299 | 491,299 | ||||||
Total current liabilities
|
957,364 | 975,427 | ||||||
Stockholders' Deficiency
|
||||||||
Preferred stock:
|
||||||||
$0.001 par value, authorized 10,000,000 shares,
|
||||||||
issued and outstanding nil shares (2011 - nil)
|
- | - | ||||||
Common stock:
|
||||||||
$0.001 par value, authorized 500,000,000 shares,
|
||||||||
issued and outstanding 17,332,445 shares (2011 - 11,622,560)
|
17,333 | 11,622 | ||||||
Additional paid-in capital
|
2,617,922 | 1,218,588 | ||||||
Accumulated deficit
|
(1,849,309 | ) | (1,849,309 | ) | ||||
Deficit accumulated during development stage
|
(1,483,096 | ) | (356,328 | ) | ||||
Total stockholders' deficiency
|
(697,150 | ) | (975,427 | ) | ||||
Total liabilities and stockholders' deficiency
|
$ | 260,214 | $ | - |
ESSENTIAL INNOVATIONS TECHNOLOGY CORP
|
|||||||
(a development stage enterprise)
|
|||||||
Statements of Operations
|
|||||||
For the Years Ended October 31, 2012 and 2011 and for the period
|
|||||||
from commencement of development stage, November 1, 2009,
|
|||||||
to October 31, 2012
|
2012
|
2011
|
cumulative from commencement of development stage, November 1, 2009, to October 31, 2012
|
||||||||||
Revenue
|
$ | - | $ | - | $ | - | ||||||
Expenses:
|
||||||||||||
General and administrative
|
115,373 | 205,250 | 467,023 | |||||||||
Marketing
|
1,041,000 | - | 1,041,000 | |||||||||
Total operating expenses
|
1,156,373 | 205,250 | 1,508,023 | |||||||||
Loss from operations
|
(1,156,373 | ) | (205,250 | ) | (1,508,023 | ) | ||||||
Interest expense
|
(25,395 | ) | (26,760 | ) | (77,366 | ) | ||||||
Gain on debt forgiveness
|
55,000 | 47,293 | 102,293 | |||||||||
Net Loss
|
$ | (1,126,768 | ) | $ | (184,717 | ) | $ | (1,483,096 | ) | |||
Net loss per share
|
||||||||||||
Basic and diluted net loss per share
|
$ | (0.07 | ) | $ | (0.05 | ) | ||||||
Weighted average number of shares outstanding
|
||||||||||||
Basic and diluted
|
16,125,707 | 3,802,627 |
ESSENTIAL INNOVATIONS TECHNOLOGY CORP
|
|||||||||||||||
(a development stage enterprise)
|
|||||||||||||||
Statements of Stockholders' Equity (Deficiency) and Comprehensive Loss
|
|||||||||||||||
From commencement of development stage (November 1, 2009) to October 31, 2012
|
Common Stock
|
Additional Paid-in Capital
|
Accumulated Deficit
|
Deficit Accumulated during Development Stage
|
Total Stockholders' Equity (Deficiency)
|
||||||||||||||||||||
Number of Shares
|
Amount
|
|||||||||||||||||||||||
Balance October 31, 2009
|
3,444,120 | $ | 3,444 | $ | 19,245,950 | $ | (21,095,259 | ) | $ | - | $ | (1,845,865 | ) | |||||||||||
Effect of quasi-reorganization
|
(19,245,950 | ) | 19,245,950 | - | ||||||||||||||||||||
Net loss
|
- | - | - | - | (171,611 | ) | (171,611 | ) | ||||||||||||||||
Balance October 31, 2010
|
3,444,120 | 3,444 | - | (1,849,309 | ) | (171,611 | ) | (2,017,476 | ) | |||||||||||||||
Net loss
|
- | - | - | (184,717 | ) | (184,717 | ) | |||||||||||||||||
Common stock issued on October 15, 2011
|
||||||||||||||||||||||||
-for settlement of advances due to related parties
|
1,112,273 | 1,112 | 165,729 | - | - | 166,841 | ||||||||||||||||||
-for accrued remuneration
|
5,706,167 | 5,706 | 850,219 | - | - | 855,925 | ||||||||||||||||||
-for services received
|
800,000 | 800 | 119,200 | - | - | 120,000 | ||||||||||||||||||
-for services received from related parties
|
560,000 | 560 | 83,440 | 84,000 | ||||||||||||||||||||
Balance October 31, 2011
|
11,622,560 | $ | 11,622 | $ | 1,218,588 | $ | (1,849,309 | ) | $ | (356,328 | ) | $ | (975,427 | ) | ||||||||||
Net loss
|
- | - | - | - | (1,126,768 | ) | (1,126,768 | ) | ||||||||||||||||
Common stock issued for services received
|
||||||||||||||||||||||||
- November 12, 2011
|
625,000 | 625 | 155,375 | - | - | 156,000 | ||||||||||||||||||
- December 15, 2011
|
1,440,000 | 1,440 | 358,560 | - | - | 360,000 | ||||||||||||||||||
- January 15, 2012
|
1,250,000 | 1,250 | 310,750 | - | - | 312,000 | ||||||||||||||||||
- January 31, 2012
|
37,500 | 38 | 7,462 | - | - | 7,500 | ||||||||||||||||||
- February 5, 2012
|
375,000 | 375 | 92,625 | - | - | 93,000 | ||||||||||||||||||
- February 15, 2012
|
500,000 | 500 | 119,500 | - | - | 120,000 | ||||||||||||||||||
Issuances on January 15, 2012 for intellectual property acquired
|
||||||||||||||||||||||||
-Common stock
|
1,000,000 | 1,000 | 199,000 | - | - | 200,000 | ||||||||||||||||||
-Options
|
- | - | 60,068 | - | - | 60,068 | ||||||||||||||||||
Common stock issued January 31, 2012 to related parties for services received
|
150,000 | 150 | 29,850 | - | - | 30,000 | ||||||||||||||||||
Common stock issued July 30, 2012 for funds received
|
244,885 | 245 | 48,732 | - | - | 48,977 | ||||||||||||||||||
Common stock issued July 30, 2012 for settlement of amounts owing
|
87,500 | 88 | 17,412 | - | - | 17,500 | ||||||||||||||||||
Balance October 31, 2012
|
17,332,445 | $ | 17,333 | $ | 2,617,922 | $ | (1,849,309 | ) | $ | (1,483,096 | ) | $ | (697,150 | ) |
ESSENTIAL INNOVATIONS TECHNOLOGY CORP
|
||||||||
(a development stage enterprise)
|
||||||||
Statements of Cash Flows
|
||||||||
For the Years Ended October 31, 2012 and 2011 and for the period
|
||||||||
from commencement of development stage, November 1, 2009,
|
||||||||
to October 31, 2012
|
2012
|
2011
|
cumulative from commencement of development stage, November 1, 2009, to October 31, 2012
|
||||||||||
Cash flows from operating activities:
|
||||||||||||
Net loss
|
$ | (1,126,768 | ) | $ | (184,717 | ) | $ | (1,483,096 | ) | |||
Adjustments to reconcile net loss for the period to
|
||||||||||||
net cash used in operating activities:
|
||||||||||||
Common stock issued to related parties for services received
|
30,000 | 84,000 | 114,000 | |||||||||
Common stock issued for services received
|
1,048,500 | 120,000 | 1,168,500 | |||||||||
Gain on forgiveness of debt
|
(55,000 | ) | (47,293 | ) | (102,293 | ) | ||||||
Changes in assets and liabilities:
|
||||||||||||
Accounts payable
|
(65,581 | ) | 26,760 | (13,610 | ) | |||||||
Accrued expenses
|
22,500 | - | 82,500 | |||||||||
Accrued compensation
|
90,000 | - | 174,000 | |||||||||
Net cash used in operating activities
|
(56,349 | ) | (1,250 | ) | (59,999 | ) | ||||||
Cash provided by financing activities:
|
||||||||||||
Proceeds received for common stock
|
35,000 | - | 35,000 | |||||||||
Advances from stockholders, net
|
21,495 | 1,250 | 25,145 | |||||||||
Net cash provided by financing activities
|
56,495 | 1,250 | 60,145 | |||||||||
Increase in cash during the period
|
146 | - | 146 | |||||||||
Cash at beginning of the period
|
- | - | - | |||||||||
Cash at end of the period
|
$ | 146 | $ | - | $ | 146 |
2012
|
2011
|
cumulative from commencement of development stage, November 1, 2009, to October 31, 2012
|
||||||||||
Cash paid for:
|
$ | - | $ | - | $ | - | ||||||
Income taxes
|
$ | - | $ | - | $ | - | ||||||
Interest
|
||||||||||||
Non-cash transactions:
|
||||||||||||
Common stock issued for settlement of amounts owing
|
$ | 17,500 | $ | 166,841 | $ | 184,341 | ||||||
Common stock issued for accrued remuneration
|
- | 855,925 | 855,925 | |||||||||
Intellectual property acquired for common stock and options
|
260,068 | - | 260,068 | |||||||||
Common stock issued for settlement of subscriptions received in prior periods
|
13,977 | - | 13,977 |
●
|
150,000 shares of common stock to a related party for services provided with a fair value of $30,000
|
●
|
4,227,500 shares of common stock for services received with a fair value of $1,048,500
|
●
|
1,000,000 shares of common stock for the acquisition of intellectual property with a fair value of $200,000
|
●
|
87,500 shares of common stock as settlement for advances of $17,500
|
●
|
244,885 shares of common stock for $48,977 for funds received
|
●
|
issued 1,112,273 shares of common stock of the Company in settlement of amounts owing to related parties in the amount of $166,841
|
●
|
issued 4,866,167 shares of common stock of the Company in settlement of amounts owing to current and former employees of the Company in the amount of $729,925
|
●
|
issued 2,200,000 shares of common stock of the Company in settlement of amounts owing to consultants in the amount of $330,000
|
Number of warrants
|
Exercise Price
|
Expiry
|
||||||||
66,494 | $ | 0.02 | 2050 | |||||||
50,000 | 2.00 | 2012 | ||||||||
178,063 | 2.00 | 2013 | ||||||||
294,557 |
Number of Options
|
Weighted Average Exercise Price
|
|||||||
Outstanding at October 31, 2010
|
334,994 | $ | 11.15 | |||||
Options expired
|
(233,744 | ) | (8.44 | ) | ||||
Outstanding at October 31, 2011
|
101,250 | 17.41 | ||||||
Options expired
|
(101,250 | ) | (17.41 | ) | ||||
Options issued
|
500,000 | 0.25 | ||||||
Outstanding at October 31, 2012
|
500,000 | $ | 0.25 |
Exercise Price
|
Number Outstanding at
October 31, 2012 |
Average Remaining
Contractual Life (Years) |
Number
Exercisable at
October 31, 2012
|
|||||||||||
$0.25 | 500,000 | 4.2 | 500,000 |
2011
|
2011
|
|||||||
Deferred tax assets:
|
||||||||
Net operating loss carryforwards (expiring through 2031)
|
$ | 4,123,000 | $ | 3,740,000 | ||||
Valuation allowance
|
(4,123,000 | ) | (3,740,000 | |||||
Net deferred tax assets
|
$ | -- | $ | -- |
2012
|
2011
|
|||||||
Benefit computed using statutory rate (34%)
|
$ | (383,000 | ) | $ | (63,000 | ) | ||
Change in valuation allowance
|
383,000 | 63,000 | ||||||
Net deferred tax assets
|
$ | -- | $ | -- |
(i)
|
The application of accounting principles to a specific transaction, either completed or proposed;
|
(ii)
|
The type of audit opinion that might be rendered on our company’s consolidated financial statements, and none of the following was provided to our company: (a) a written report, or (b) oral advice that Ingenium Accounting Associates concluded was an important factor considered by our company in reaching a decision as to accounting, auditing or financial reporting issue; or
|
(iii)
|
Any matter that was subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K.
|
Name
|
Age
|
Position Held with our Company
|
Date First Elected or Appointed
|
|||
Jason McDiarmid
|
42 |
President, Chief Executive Officer, Chief Financial Office, Treasurer, Secretary and Director
|
November 1, 2001
|
1.
|
been convicted in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offences);
|
2.
|
had any bankruptcy petition filed by or against the business or property of the person, or of any partnership, corporation or business association of which he was a general partner or executive officer, either at the time of the bankruptcy filing or within two years prior to that time;
|
3.
|
been subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction or federal or state authority, permanently or temporarily enjoining, barring, suspending or otherwise limiting, his involvement in any type of business, securities, futures, commodities, investment, banking, savings and loan, or insurance activities, or to be associated with persons engaged in any such activity;
|
4.
|
been found by a court of competent jurisdiction in a civil action or by the SEC or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated;
|
5.
|
been the subject of, or a party to, any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated (not including any settlement of a civil proceeding among private litigants), relating to an alleged violation of any federal or state securities or commodities law or regulation, any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order, or any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or
|
6.
|
been the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.
|
Name and Principal Position
|
Year
Ended
Dec. 31
|
Salary
($)
|
Bonus
($)
|
Stock
Award(s)
($)
|
Option
Awards ($)
|
Non-
Equity
Incentive
Plan
Compen-
sation
|
Change in
Pension
Value and
Non-
Qualified
Deferred
Compen-
sation
Earnings ($)
|
All Other
Compen-
sation ($)
|
Total ($)
|
|||||||||||||||||||||||||
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
(f)
|
(g)
|
(h)
|
(i)
|
(j)
|
|||||||||||||||||||||||||
Jason McDiarmid (1) President, Chief Executive Officer, Chief Financial Officer, Treasurer and Director | 2012 | 120,000 | - | - | - | - | - | - | 120,000 | |||||||||||||||||||||||||
2011 | 84,000 | - | - | - | - | - | - | 84,000 |
(1)
|
Jason McDiarmid was appointed president, chief executive officer, treasurer and director on November 1, 2001 and chief financial officer in September 2007.
|
Name and Address of Beneficial Owner
|
Title of Class
|
Amount and Nature of Beneficial Ownership
|
Percent of Class
(1)
|
|||||||
Principal Stockholders:
|
||||||||||
Named Executive Officers and Directors:
|
||||||||||
Jason McDiarmid
|
Common Stock
|
777,632 | 4.5 | % | ||||||
3F Shun Feng, International Centre, 182 Queens Road East,
Hong Kong, SAR, China
|
||||||||||
All Executive Officers and
Directors as a Group (5 persons):
|
Common Stock
|
777,632 | 4.5 | % |
(1)
|
Based on 17,332,445 shares of common stock issued and outstanding as of February 4, 2013. Except as otherwise indicated, we believe that the beneficial owners of the common shares listed above, based on information furnished by such owners, have sole investment and voting power with respect to such shares, subject to community property laws where applicable. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities. Shares of common stock subject to options or warrants currently exercisable or exercisable within 60 days, are deemed outstanding for purposes of computing the percentage ownership of the person holding such option or warrants, but are not deemed outstanding for purposes of computing the percentage ownership of any other person.
|
October 31, 2012
|
October 31, 2011
|
|||||||
Audit Fees
|
$ | 28,613 | $ | -- | ||||
Audit Related Fees
|
-- | -- | ||||||
Tax Fees
|
-- | -- | ||||||
All Other Fees
|
-- | -- | ||||||
Total Fees
|
$ | 28,613 | $ | -- |
(a)
|
Financial Statements
|
|
(1)
|
Financial statements for our company are listed in the index under Item 8 of this document
|
|
(2)
|
All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.
|
|
(b)
|
Exhibits
|
Exhibit Number
|
Description
|
|
(3)
|
Articles of Incorporation and Bylaws
|
|
3.1
|
Articles of Incorporation (
Incorporated by reference from our Registration Statement on Form SB-2 filed with the Securities and Exchange Commission on July 7, 2003)
|
|
3.2
|
Certificate of Amendment (
Incorporated by reference from our Registration Statement on Form S-1 filed with the Securities and Exchange Commission on September 26, 2012)
|
|
3.3
|
Bylaws (
Incorporated by reference from our Registration Statement on Form SB-2 filed with the Securities and Exchange Commission on July 7, 2003)
|
|
(4)
|
Instruments Defining the Rights of Security Holders, Including Debentures
|
|
4.1
|
Specimen Stock Certificate
(
Incorporated by reference from our Registration Statement on Form SB-2 filed with the Securities and Exchange Commission on July 7, 2003)
|
|
(10)
|
Material Contracts
|
|
10.1
|
Technology Agreement with
Vortex Energy Research Inc. entered into on January 15, 2012 (Incorporated by reference from our Registration Statement on Form S-1 filed with the Securities and Exchange Commission on September 26, 2012)
|
|
10.2
|
Mutual Understanding and Debt Agreement with Geofinity Manufacturing Inc., dated September 10, 2012 (
Incorporated by reference from our Registration Statement on Form S-1 filed with the Securities and Exchange Commission on November 5, 2012)
|
|
10.3*
|
Formal Addendum to Technology Agreement with Vortex Energy Research Inc. dated December 15, 2012
|
|
(31)
|
Rule 13a-14(a) / 15d-14(a) Certifications
|
|
31.1*
|
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
|
|
(32)
|
Section 1350 Certifications
|
|
32.1*
|
Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
|
|
101
**
|
Interactive Data Files
|
|
101.INS
|
XBRL Instance Document
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
*
|
Filed herewith.
|
**
|
Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of any registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under those sections.
|
ESSENTIAL INNOVATIONS TECHNOLOGY CORP.
|
|||
Date: February 13, 2013
|
By:
|
/s/ Jason McDiarmid | |
Jason McDiarmid
|
|||
President, Chief Executive Officer, Chief Financial Officer, Treasurer and Director
|
|||
(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
|
Dated: February 13, 2013 | |||
By:
|
/s/ Jason McDiarmid | ||
Jason McDiarmid
|
|||
President, Chief Executive Officer, Chief Financial Officer, Treasurer and Director
|
|||
(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer) |
1 Year Essential Innovations Te... (CE) Chart |
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