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TMXN Trimax Corporation (PK)

0.0014
0.00 (0.00%)
26 Jul 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Trimax Corporation (PK) USOTC:TMXN 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% 0.0014 0.0008 0.0015 0.00 21:00:01

- Amended Annual Report (10-K/A)

02/04/2009 9:10pm

Edgar (US Regulatory)


UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-KSB/A
 
(Mark one)
x ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the fiscal year ended September 30, 2007
 
OR
 
¨ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
 
Commission file number: 0-32749
 
TRIMAX CORPORATION
(Exact name of small business issuer in its charter)
 
 
Nevada
 
76-0616468
 
 
(State or other jurisdiction
 
(I.R.S. Employer
 
 
of incorporation or organization)
 
 Identification No.)
 
 
2 Lombard Street, Suite 204
Toronto, Ontario M5C-1M1
(Address of principal executive offices)
 
Issuer's telephone number: (416) 368-4060
 
Securities registered under Section 12(b) of the Exchange Act:
  None .
 
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, par value $0.001 per share
(Title of class)
 
Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act ¨

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 past 90 days.
Yes x No ¨ Yes x No ¨
 
Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB.
¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨   No x

State issuer’s revenues for its most recent fiscal year: 
Registrant’s revenues for its most recent fiscal year: $nil
 
As of December 15, 2007 the aggregate market value of the voting common equity held by non-affiliates of the registrant was approximately $509,668 based on the closing trade reported on the NASD Over-the-Counter Bulletin Board National Quotation System.
 
On December 15, 2007 the registrant had issued 63,469,766 shares of Common Stock , par value $0.001; and had issued nil shares of preferred stock , par value $0.001.
 
Documents incorporated by reference: None
 
Transitional Small Business Disclosure Format: Yes ¨ No x
 

 
Trimax Corporation
 
Index to 
Annual Report on Form 10-KSB
For the Year Ended September 30, 2007
 
 
 
 
Page
Part I
     
Item 1
Description of Business
 
3
Item 2
Description of Property
 
8
Item 3
Legal Proceedings
 
8
Item 4
Submission of Matters to a Vote of Security Holders
 
8
 
 
 
 
Part II
 
 
 
Item 5
Market for Common Equity and Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities
 
8
Item 6
Management's Discussion and Analysis or Plan of Operation
 
11
Item 7
Financial Statements
 
F-1
Item 8
Changes In and Disagreements With Accountants on Accounting and Financial Disclosure
 
15
Item 8A
Controls and Procedures
 
15
Item 8A(T)
Controls and Procedures
  16
Item 8B
Other Information
 
16
 
 
 
 
Part III
 
 
 
Item 9
Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance With Section 16(a) of the Exchange Act
 
16
Item 10
Executive Compensation
 
17
Item 11
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
 
18
Item 12
Certain Relationships and Related Transactions , and Director Independence
 
18
Item 13
Exhibits
 
18
Item 14
Principal Accountant Fees and Services
 
19
 
 
 
 
SIGNATURES
 
19
 

 
PART I
 
ITEM 1. DESCRIPTION OF BUSINESS
 
Nature of Operations
 
Urbanesq.com Inc. (“Urbanesq”) was incorporated August 25, 2000 under the laws of the Province of Ontario.
 
Effective October 18, 2001, Urbanesq completed a merger with Koala International Wireless Inc. (“Koala”), a public company incorporated in the State of Nevada on August 18, 1999. This merger constituted a reverse takeover of Urbanesq by Koala resulting in the operations of Urbanesq being reported by the Company from the commencement of operations of Urbanesq.
 
The Company changed its name to KIWI Network Solutions Inc. on December 23, 2003.
 
On November 4, 2004 the Company announced a reverse stock split of the Corporation’s common stock of one new share for each one hundred shares outstanding in the name of such shareholder; and authorized any fractional shares to be rounded to one share.
 
On February 11, 2005 the Company approved its Amended and Restated Articles of Incorporation, changed the name of the Company to Trimax Corporation (“Trimax”or the “Company”), and increased the number of its authorized stock to 100,000,000 shares of common stock and 20,000,000 shares of preferred stock, both with a par value of $0.001 per share.
 
On August 17, 2005, pursuant to a reorganization agreement by and among PLC Network Solutions Inc. (“PLC”), a private company incorporated in the Province of Ontario under the Ontario Business Corporations Act, and Trimax, Trimax Corporation acquired all of the outstanding common stock of PLC.
 
On July 29, 2005 the Company entered into an Exclusive Supply Agreement with a technology supplier (the "Partner"), a privately-held corporation based in Toronto, Ontario. This agreement provided the Company with the exclusive right to sell Switzerland based Ascom broadband over power line communication access products ("Products") in Canada and non-exclusive rights world wide, which Partner represented that it had secured itself from Ascom. In accordance with the agreement, Partner agreed not to sell or supply Products to any other person or legal entity in Canada with the exception of any hydro organizations. In consideration for these rights the Company paid the Partner an annual license fee of $100,000 in Canadian dollars for five years commencing on August 1, 2005.
 
Subsequent to the signing and the advancement of funds for the Exclusive Supply Agreement the Company was made aware that the technology supplier had no right to grant a sub-license from Ascom. Furthermore, the supplier was previously in default and was never in any position to grant any sub-license on its own license. Due to these events, Trimax has since developed relationships with other vendors for BPL products, whom the Company considers to be more cost effective while possessing similar performance characteristics. As well, no annual license fees are required to be paid by Trimax.  
 
On March 22, 2006 Trimax filed an action in The Superior Court of Ontario against Electrolinks Corporation alleging damages of $1,250,000, subsequently received a court ordered judgment in the Company’s favour of $132,000, received $25,000 and is awaiting payment of a further $107,000 plus applicable legal fees and interest.
 
On June 1, 2006, pursuant to a reorganization agreement by and among Multi-Source Inc. (“MSI”), a private company incorporated in the Province of Ontario under the Ontario Business Corporations Act, and Trimax, Trimax Corporation acquired all of the outstanding common stock of MSI.
Under the terms of the Reorganization Agreement, the shareholders of MSI conveyed all of the issued and outstanding shares of MSI to Trimax in exchange for up to 5,000,000 shares of Trimax’s common stock.
 
3

 
The acquisition of MSI was accounted for under the purchase method of accounting. Accordingly, the financial position and results of operations of MSI have been consolidated subsequent to the acquisition date. Trimax allocated the purchase price to the acquired tangible net assets and liabilities. In addition the company allocated $1,557,327 to the acquired intangible assets. The intangible assets have been amortized over a five year period on a straight-line basis. Of the exchange for up to 5,000,000 shares, 3,000,000 shares of common stock of Trimax were issued at closing on June 1, 2006. 750,000 shares of this 3,000,000 were issued to a third party subscriber for transaction costs. Up to 2,000,000 additional shares may be issued to the principal shareholder of MSI, subsequent to the acquisition, upon the achievement of certain milestones by the MSI business within 18 months of the closing date.
 
The purchase price was allocated as follows:
 
 
 
At June 1, 2006
 
Consideration exchanged:
 
 
 
3,000,000 shares of common stock valued at the average price two days before and after the measurement date
 
$
1,530,000
 
Transaction costs - 750,000 shares of common stock valued at the average price two days before and after the measurement date
   
(382,500
)
Purchase price
 
$
1,147,500
 
Liabilities assumed
   
(442,540
)
Estimated fair value of tangible assets acquired
   
32,713
 
Estimated fair value of identifiable intangible assets acquired— completed technology
   
1,557,327
 
Goodwill
 
$
-
 
 
 Intangible assets, net, consisted of the following:
 
 
 
Estimated Useful Life and Amortization Basis
 
Gross Intangible Asset
 
Accumulated Amortization
 
Net Intangible Asset
 
Completed technology
    5 years using straight-line basis  
$
1,557,327
 
$
103,822
 
$
1,453,505
 

In March of 2007, Trimax terminated its acquisition of Multi-Source on the grounds of Breach of Contract.

On August 14, 2007, pursuant to an asset purchase agreement by and between Cybersonics Broadcast Services Inc., a company incorporated in the Province Of Ontario under the Business Corporations Act, and Trimax, 2,000,000 shares of Trimax common stock were issued as a deposit towards the acquisition of assets known as Multi-Media Management Distribution Technology.
 
Overview
 
Trimax is a broadband over power line (“BPL”) integrator and service provider. Using existing powerline infrastructures, it delivers innovative data, voice and video communications to commercial, residential and other markets. BPL technology has evolved from 85 mbps to where new generation chip sets now deliver applications at 225 mbps transfer rates. New applications such as video streaming, online gaming and IPTV need sufficient bandwidth to operate. BPL’s fiber-like speeds are now considerably faster than cable or DSL without the corresponding costs. Utility companies have been slow to adopt the technology as further test pilots are required for any eventual broad scale deployment.
 
4


A hydro utilities main asset, its electrical distribution infrastructure, is in most cases used only to deliver power. New Millennium Research recently reported that approximately 20 percent of U.S. utilities are considering investments in BPL technology. Utilities are implementing Automatic Meter Reading (“AMR”) and other real-time performance monitoring services to create a ‘smart electrical grid’.
 
In pursuit of companies and technologies that can deliver a revenue base which will eventually allow it to be self sufficient, Trimax has entered into on going negotiations for BPL digital signage and content management technology with Cybersonics Broadcast Services Inc. Trimax hopes its efforts will lead to contracts for digital signage and content management.  
 
The Company has since been involved in several projects with an assortment of potential clients for BPL enhanced digital signage screens and content management. These projects have not yet become revenue generating and remain at the demonstrational stage. Trimax has been showcasing a complete digital signage solution, including content management software and remote management tools for administrators to manage larger scale deployments which can be further enhanced and be made more cost effective with the use of BPL technology.
 
As a result of its efforts, Trimax has purchased 126 digital signage screens for an anticipated initial order totalling $226,000. Trimax has further invested thus far $90,000 to Cybersonics Sound Technologies Inc. in the effort to further the Company’s business .

Risk Factors
 
The risks and uncertainties described below are those that the Company currently deems to be material and that it believes are specific to the Company and the industry in which it competes. In addition to these risks, the Company’s business may be subject to risks currently unknown to the Company.
 
The Company has a history of operating losses and an accumulated deficit and expects to continue to incur losses for the foreseeable future.
 
Since inception through September 30, 2007 the Company has incurred cumulative losses of $15,643,066 and has never generated enough funds through operations to support its business. The Company expects to continue to incur operating losses through 2008.
The Company’s losses to date have resulted principally from:
 
 
-
research and development costs relating to the development of its previous technologies which was categorized as a Personal Digital Assistance device

 
-
costs and expenses associated with distribution and marketing of the Company’s products;

 
-
Costs associated with the marketing and acceptance of its products within developed and emerging markets 

 
-
Costs associated with deploying test pilots for potential customers and clients within various markets around the world;

 
-
general and administrative costs relating to the Company’s operations;
 
The Company has not yet generated any meaningful revenues from the sale of its products, is currently unprofitable and the possibility exists that it may never become profitable. Since inception, the Company has funded its research and development activities primarily from private placements of equity and debt securities, a bank loan and short term shareholder advances from certain executive officers. As a result of its substantial research and development expenditures and limited product revenues, the Company has incurred substantial net losses. The Company’s ability to achieve profitability will depend primarily on its ability to successfully commercialize its BPL solutions.
 
5

 
Potential fluctuations in operating results could have a negative effect on the price of the Company’s common stock.
 
The Company’s operating results may fluctuate significantly in the future as a result of a variety of factors, most of which are outside the Company’s control, including:
 
 
-
The level of use of the Internet;

 
-
the acceptance of BPL to be a viable alternative to existing technologies;

 
-
the demand for high-tech goods; and

 
-
the amount and timing of capital expenditures and other costs relating to the expansion of the Company’s operations.
 
Ninety six percent of the world’s population is connected by a common ubiquitous network - the electric powerline infrastructure. BPL is an alternative to communications technology for the Telecommunications and Cable communications sectors that use Digital Subscriber Line (“DSL”) and cable modem technologies for last mile delivery of high-speed internet. Trimax is attempting to position itself to gain first-to-market traction in this relatively untapped new market place in both the developed and developing world.
 
Trimax is attempting to expand by growing its operations and by way of partnerships and acquisitions.
Trimax is well positioned to capture market share in the expanding Broadband over Powerline (“BPL”) application and equipment markets through digital signage and content management. Investments have been made into Cybersonics Sound Technologies, and the acquisition of various assets known as Multi-Media Management Distribution Technology through Cybersonics Broadcast Services Inc.

Restatement of Financial Statements
 
The Company has restated its comparative consolidated financial statements for the year ended September 30, 2005 due to an accounting change based on new events and transactions during the quarter ended March 31, 2006.
 
On August 17, 2005 Trimax acquired all of the outstanding common stock of PLC Network Solutions Inc. (“PLC”) whereby each share of the 21,900,000 issued and outstanding common stock of PLC were converted into the right to receive one share of Trimax stock. Originally for accounting purposes the acquisition was treated as a recapitalization of PLC with PLC as the acquirer (reverse acquisition).

However, on March 16, 2006 the Company effectively cancelled 16,000,000 common shares for reason of non payment and no consideration. Enough shares were cancelled so that the remaining shareholders were not sufficient enough to take control of Trimax and therefore the original accounting treatment for the acquisition as a reverse merger was no longer appropriate. Consequently, the Company has restated its comparative figures and accounted for the acquisition using the purchase method whereby Trimax acquired 100% of PLC.
 
As a result of the restatement of the September 30, 2005 consolidated financial statements, additional paid-in capital and accumulated deficit balances have been reclassified to include the historical financial statements of Trimax since August 25, 2000 (inception). The historical financial statements initially reported were those of PLC.
 
The effect on the consolidated balance sheet as of September 30, 2005 was to increase additional paid-in capital by $9,230,593 and to increase the accumulated deficit by $9,202,808. The effect on the consolidated statements of operations for the period from inception (August 25, 2000) to September 30, 2005 was an increase in the net loss of $9,830,312. This change had no effect on the earnings subsequent to the acquisition and had no effect on the earnings per share for the year ended September 30, 2005.
 
6

 
Acquisitions
 
3One Networks Inc.
 
On May 17, 2006, Trimax entered into a purchase and sale agreement with 3One Networks Inc. (“3One”). 3One is a technology and service company that has commercialized BPL technologies that transmit digital signals through the electrical power line infrastructure.
 
3One markets products for (Industrial) Power Grid Management and (Commercial) In-building Broadband Access. 3One’s energy saving BPL Power Grid Management Solutions combine advanced hardware and software to enable the remote and real- time monitoring and control of electrical power grids. 3One’s BPL In-Building Access products provide low cost methods to deliver broadband Internet to end-users within commercial and multi-tenant buildings.
 
Trimax has made a deposit towards the purchase of a High Speed Internet Access (“HSIA”) service business, including a portfolio of 50 Hotels consisting of approximately 4,600 rooms and all existing service contracts and related assets for providing HSIA services to these hotels, motels and resorts. The acquisition would allow for the potential to upgrade the services, technology, IP applications and broadband provisioning to these hotel sites. The purchase price was $220,230 CDN. Trimax has paid initial deposits and payments totalling $94,600 USD. The company has halted further payments while in negotiations with 3One for possible mutually beneficial changes in its relationship on a going forward basis. Therefore, remaining, payments pertaining to the purchase and sale agreement have yet to be fulfilled and the rights to these assets do not transfer to the company until fully paid, the deposits and payments paid as of September 30, 2006 have been reflected in the balance sheet under prepaid expenses and deposits. No additional deposits and payments have been paid subsequent to year end. The agreement also provides for 3One to deliver certain BPL equipment based on normal distribution pricing.

Multi-Media Management Distribution Technology
 
On August 14, 2007, pursuant to an asset purchase agreement by and between Cybersonics Broadcast Services Inc., a company incorporated in the Province Of Ontario under the Business Corporations Act, and Trimax, 2,000,000 shares of Trimax common stock were issued as a deposit towards the acquisition of assets known as Multi-Media Management Distribution Technology and issued 1,200,000 shares of common stock pursuant to a supply chain agreement to purchase certain digital signage screens.
As a result of its efforts, Trimax has purchased 126 digital signage screens for an anticipated initial order totalling $226,000. Trimax has further invested thus far $90,000 to Cybersonics Sound Technologies Inc. in the effort to further the Company’s business .

Intellectual Property
 
The nature of patent and trademark registration is very complex and requires legal expertise. To date, no applications have been prepared to patent any of the Company’s assets or concepts.
 
Government Regulation
 
The FCC has ruled that BPL-enabled internet access services have been classified as an information service in the US instead of its previous telecommunications service label. The CRTC in Canada has taken a similar stance with telecommunication regulation with the intent to reduce barriers to competition. This promotes Trimax's BPL technology and applications on an equal regulatory footing as enjoyed by the cable and DSL companies.

7


Employees
 
The Company currently has no employees. The Company looks to its directors and officers for their combined entrepreneurial skills and talents, and to outside subcontracted consultants. Management plans to use consultants, attorneys and accountants as necessary.
A portion of any future employee compensation package likely would include the right to acquire stock in the Company, which would dilute the ownership interest of holders of existing shares of the Company's common stock.
 
ITEM 2. DESCRIPTION OF PROPERTY
 
The Company has for the past year been leasing a 2,000 square foot office facility with principal address located at 2 Lombard Street, Suite 204, Toronto, Ontario, M5C-1M1. Currently the lease is month-to-month and there is no commitment.
 
ITEM 3. LEGAL PROCEEDINGS
 
On March 22, 2006 Trimax filed an action in The Superior Court of Ontario against Electrolinks Corporation alleging damages of $1,250,000. Subsequently, Trimax received a court ordered judgment, and is awaiting payment of $107,000 plus applicable legal fees and interest.
 
On May 22, 2006 Trimax was notified of an action out of the district court of Clark County Nevada whereby 16 plaintiffs registered an action for $120,000 against the Company. Both parties have agreed to a settlement. The proposed settlement will consist of a payment of $25,000 from Electrolinks Corporation (see prior paragraph) in exchange for a full release by Trimax. Trimax will then proceed to pay $25,000 to have the action in Nevada dropped. This settlement is expected to be finalized no later than March 2008.
 
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
None.
 
PART II
 
ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES
 
The Company's common shares, par value $0.001 (the “Shares”) were approved for quotation on the Over-the-Counter Bulletin Board (OTC-BB) under the symbol KTLR on August 24, 2001. In connection with the change of the Company's name to Koala International Wireless Inc., the Company's trading symbol was changed to KIWI on December 10, 2001. The Company changed its name in January 2004 to Trimax Corporation. The Company completed a 1 for 100 reverse split on November 5, 2004 at which time the Company’s trading symbol was changed to TXMO.
 
The Company has not paid dividends in prior years and has no plans to pay dividends in the near future. The Company intends to reinvest its earnings, if any are achieved, in the continued development and operation of its business. Any payment of dividends would depend upon the Company's pattern of growth, profitability, financial condition, and such other factors as the Board of Directors may deem relevant.
 
8


RECENT SALES OF UNREGISTERED SECURITIES
 
In September 2004, the Board of Directors approved a 1-for-100 reverse stock split of our outstanding shares of capital stock. The reverse stock split became effective on 5 November 2004. All share and per share information included in these consolidated financial statements have been adjusted to reflect this reverse stock split.
 
On 20 July 2005 the Company issued 21,900,000 of common shares at par value to the Company's founders.
 
On 17 August 2005 Trimax acquired the net liabilities of PLC. This was accounted for as a recapitalization of PLC into Trimax and resulted in the issuance of 19,183,718 shares, further described in note 1.
 
In August 2005 the Company's Board of Directors approved the issuance 100,000 common stock in exchange for the settlement of $18,446 in debt of the Company.
 
On 31 August 2005 the Company issued 50,000 common shares to a former director of the Company as compensation for his services and sundry costs as a director of Trimax. The common shares issued have been valued at their market value of $25,000 or $.50 per share, which is the amount that would have been received if the shares had been issued for cash. Management believes that the fair market value of the services received from the former director approximates this value.
 
On 21 November 2005 the Company's Board of Directors approved the issuance of 358,529 common shares to various investors. The funds were raised through a non-brokered private placement of common stock at an average price of $0.75 per share from a group of accredited non-US investors.
 
On 11 January 2006 the Company issued 55,300 private placement restricted common shares to various shareholders at issue prices between $0.65 and $0.80 per share.
 
On 11 January 2006 the Company issued 164,247 private placement restricted common shares to various shareholders at issue prices between $0.65 and $0.80 per share.
 
On 6 February 2006 the Company issued 75,000 shares in settlement of a civil court case in which the Company was a defendant. The common shares issued have been valued at their market value of $59,407, which is the amount that would have been received if the shares had been issued for cash. Management believes that the fair market value of the services received from the former director approximates this value.
 
From 10 February 2006 to 15 March 2006, the Company issued a total of 113,177 various private placement restricted common shares for $0.50 to $0.57 per share.

On 16 March 2006 the Company’s Board of Directors approved the cancellation of 16,000,000 common shares. These shares which were originally issued in July 2005 to the former shareholders of PLC in consideration for their shares in PLC, however due to non payment and no consideration of the subscribing shares they were cancelled.
 
From 11 April 2006 to 15 May 2006, the Company issued a total of 433,819 various private placement restricted common shares between $0.42 to $0.60 per share.
 
On 1 June 2006 pursuant to Reorganization agreement, the Company issued 2,250,000 restricted common shares for $0.01 par value in exchange for 100% the common stock of Multi-Source Inc.
 
9

 
On 1 June 2006 pursuant to Reorganization agreement, the Company issued 750,000 common shares for $0.01 par value in consideration to a company for brokering the Multi-Source Inc. acquisition. These transaction costs have been charged as a reduction of additional paid-in capital.
 
On 1 June 2006 the Company issued 2,275,985 private placement restricted common shares in settlement of certain debts.
 
From 29 June 2006 to September 2006, the Company issued a total of 581,012 various private placement restricted common shares between $0.16 to $0.40 per share.

On 19 October 2006 the Company's Board of Directors approved the issuance of 750,000 restricted common shares in exchange for a draw down payment of $150,000 from the convertible debenture described above. These shares were issued as a result of an amending agreement in October 2006 to the convertible debenture agreement which outlined the simultaneous issuance of 750,000 restricted common shares and warrants for an additional 750,000 common shares exercisable at $0.20 upon making the first draw down payment from the convertible debenture to the Company.

On November 16, 2006 the Company's Board of Directors approved the issuance of 2,000,000 private placement restricted common shares in exchange for $100,000 of services provided to the Company.
 
On January 24, 2007 the Company issued 10,000,000 restricted common shares to the officers of the company for of services provided to the Company. The fair value was measured at the value of the Company's common stock on the date that the commitment for performance had been reached. This valuation date was January 24, 2007 at which time the stock was valued at $0.17.  The fair value of the equity instrument has been charged directly to compensation expense and additional paid-in capital.

On January 27, 2007 the Company issued 8,300,000 restricted common shares in settlement of accounts payable of $148,400.

On January 22, 2007 the Company filed a Form S-8 Registration Statement ‘Securities to be offered to Employees in Employee Benefit Plans’.  Under the terms of this filing the company registered 1,369,286 shares of common stock with a par value of $.001 per share for settlement of amounts payable by the company to the employees. The fair value was measured at the value of the Company's common stock on the date on the registration. This valuation date was January 22, 2007 at which time the stock was valued at $0.16.  The fair value of the equity instrument has been charged directly to the related amounts due to the respective parties and additional paid-in capital.

On March 3, 2007 the company issued 1,000,000 private placement restricted common shares in exchange for $155,000 of services provided to the Company at which time the stock was valued at $0.15.  The fair value of the equity instrument has been charged directly to the income statement and additional paid-in capital.

During the quarter ended March 31, 2007, the Company issued 588,461 private placement common shares to various investors at an issue price of between $0.10 and $0.13 per share.

On April 17, 2007 the Company cancelled the 3,000,000 common shares related to the legal circumstances surrounding the acquisition of MSI. Trimax terminated the agreement to acquire MSI.

On April 25, 2007 the Company cancelled 122,222 shares of common stock originally issued at $0.16 per share for services.

10


On May 9, 2007 the Company adopted the 2007 Equity Incentive Plan the purpose of which is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company. The total number of shares reserved and available for grant and issuance pursuant to the Plan is 5,000,000 shares. 

On May 14, 2007 the Company issued 3,200,000 shares of common stock for deposits on contracts and issued 1,263,000 shares of common stock for services from consultants, all issued at $0.16 per share.

On May 16, 2007 the Company issued 233,000 shares of common stock for services from consultants at $0.15 per share and issued 200,000 for cash pursuant to a private placement at $0.10 per share.

On May 24, 2007 the Company issued 233,000 shares of common stock for services from consultants at $0.14 per share.

On July 10, 2007 the Company issued 1,700,000 shares of common stock for management services and issued 3,550,000 shares of common stock for services from consultants, all issued at $0.12 per share.

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
 
Certain statements in this report and elsewhere (such as in other filings by the Company with the Securities and Exchange Commission ("SEC"), press releases, presentations by the Company of its management and oral statements) may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," and "should," and variations of these words and similar expressions, are intended to identify these forward-looking statements. Actual results may materially differ from any forward-looking statements. Factors that might cause or contribute to such differences include, among others, competitive pressures and constantly changing technology and market acceptance of the Company's products and services. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
 
The following discussion should be read in conjunction with the consolidated financial statements included herein. Certain statements contained herein may constitute forward-looking statements, as discussed above. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Several factors that could cause or contribute to such differences include those discussed in the "Risk Factors" section of this Form 10-KSB.
 
PLAN OF OPERATIONS
 
Trimax and its wholly owned subsidiary, PLC Network Solutions Inc., are providers of broadband over power lines (‘BPL’) communication technologies. Trimax specializes in the development, distribution, implementation, and servicing technologies that use the power grid to deliver 128-bit encrypted high-speed symmetrical broadband for data, voice and video transmission.

BPL is a communications technology that turns the existing power line infrastructure and electrical wiring in commercial and residential buildings into a high-bandwidth network. Broadband is delivered to every electrical outlet throughout the home or business. To connect, users plug a modem into any electrical outlet and plug their computer, phone or IP device into the modem.  There is no need to install any new wiring in the walls. The company's technologies use the existing electrical wiring as a "smart" network to deliver broadband access to computers, video on demand (“VOD”), VOIP phones, surveillance cameras, elevator applications, IPTVs, AMR, etc. as well as connect printers, faxes, entertainment systems, etc. on the hotel, office or home network.

11

 
Installation is usually implemented in a matter of hours or days instead of weeks or months and avoids the expense and disruption to the business of burying cables or opening walls and ceilings to run new cables, which is necessary for other hard wired broadband access technologies. This technology has been successfully deployed by others around the globe, in hotels, homes, apartments, office towers, schools, hospitals, museums and government buildings.

To date, Trimax has generated nil revenues from sales of its products.
 
The Company and its BPL devices are presently Federal Communications Commission (“FCC”) certified. No further research and development is needed in order for the Company to be able to sell and market its products. The Company is undergoing pilot projects, deployed test equipment and been in negotiations with various parties and anticipates an increase in interest for deployment of its devices and bundled services in the 2008 calendar year. The Company anticipates securing some contracts in 2008 for its devices and bundled services in emerging markets.

For the fiscal year ended September 30, 2007 the Company incurred a loss in the amount of $4,959,595. Most of the expenses incurred during this period were for basic monthly Company expenses including marketing and technological expenses. These expenditures were principally due to costs related to the development of marketing strategies and costs associated with deploying pilot projects for potential customers and clients. Also included are salary and travel costs related to increased sales and marketing functions. Operation costs over the next year will depend on a number of factors, including the costs attributed to the various products acquired from third party suppliers, as well as the cost of marketing, research and executing its marketing campaign. These expenditures are expected to be financed mainly through a convertible debenture agreement and through various private placements. No sources of funds are currently in place or available to the Company.
 
Recent Developments and Discussions
 
The company has been involved in several pilot projects with an assortment of potential clients for BPL enhanced digital signage screens and content management. These pilots thus far have yielded promising reactions and feedback. Trimax has been showcasing a complete digital signage solution, including content management software and professional remote management tools for administrators to manage larger-scale deployments which tools can be enhanced and more cost effective with the use of the Broadband over Power Lines technology (BPL).   Trimax has purchased 126 Digital Signage Screens for an anticipated initial order totalling $226,000usd and has invested thus far $90,000 to Cybersonics Sound Technologies Inc., a company established in the distribution of advertising content to off sight locations via radio and streaming video over the internet. The Company continues to negotiate with Cybersonics Sound Technologies for a mutually beneficial business arrangement .

Liquidity and Capital Resources
 
Since the consummation of the acquisition of PLC Network Solutions Inc. the Company has raised funds through a convertible debenture and private placement funds through various investors. The Company continues to attempt to raise funds through its convertible debenture and various small individual investors in the effort to keep its business operational until it can be self sufficient. The Company foresees a trend towards the adoption of BPL devices and the technology in general which will assist the Company in the prospects of being able to attract and procure revenue generating clients and contracts. Although the Company anticipates raising the finances necessary to allow it to fulfill its needs until revenues are received and the Company is self sufficient, there can be no assurance that any additional funds will be available on terms acceptable to the Company, or at all.
 
12

 
The forecast of the period of time through which the Company's financial resources will be adequate to support operations is a forward-looking statement that involves risks and uncertainties. The actual funding requirements may differ materially from this as a result of a number of factors including plans to expand its operations. There can be no guarantee that financing in amounts adequate to carry out the Company's business plan will be available on terms acceptable to the Company, or at all. No material commitments for capital expenditures were in place or made at September 30, 2007.
 
The forecasted expenses of implementing the Company's business plan will exceed the Company's current resources. The Company therefore will need to secure additional funding through an offering of its securities or through capital contributions from its stockholders.

No commitments to provide additional funds have been made by management; however, the Company hopes that it can draw down on funds through a previously executed convertible debenture agreement executed on May 15, 2006. This commitment is non binding; there can be no assurances that any additional funds will be available on terms acceptable to the Company, or at all. The agreement is with a private accredited group of investors. The commitment of $1,500,000 is available to be drawn down in $300,000 tranches at Trimax's option. The loans mature on May 14, 2009 and bear an annual interest rate of 12%. At the investor's option, the loan is convertible to common shares at the prior 20 day average price. Each common share has one purchase warrant attached, with each warrant exercisable for one common share at $1.25 until May 14, 2009. In October 2006 the Company and the investors agreed to allow the Company to draw down two increments of $150,000 of the available funds. The Company has drawn down a total of $300,000usd from this financing convertible debenture agreement. The finance group has elected to convert to equity, and as a result Trimax has issued shares for the funds received. There are presently no interest charges accruing or fees owed by Trimax.
 
The Company does not require any further research and development at this time in order to be able to market and sell its products although the Company requires financing and/or joint ventures with strategic partners in order to keep operational. To date the Company has raised funds to keep its business operational and to allow it to market its products and procure contracts. The availability of future financings will depend on market conditions.
 
Effect of Fluctuations in Foreign Exchange Rates
 
The Company's reporting and functional currency is the US dollar. Currently, most of the Company's assets are located in Canada. Transactions in Canadian dollars have been translated into U.S. dollars using the current rate method, such that assets and liabilities are translated at the rates of exchange in effect at the balance sheet date and revenue and expenses are translated at the average rates of exchange during the appropriate fiscal period. As a result, the carrying value of the Company's investments in Canada is subject to the risk of foreign currency fluctuations. Additionally, any revenues received from the Company's international operations in other than US dollars will be subject to foreign exchange risk. To date, there have been no international operations.
 
Critical Accounting Policies
 
The Company’s financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. These estimates and assumptions are affected by management’s application of accounting policies. The Company believes that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financial statements. We believe the following critical accounting policies require us to make significant judgments and estimates in the preparation of our financial statements:
 
13

 
Going Concern
 
The Company's financial statements are presented on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has experienced losses from operations since inception that raise substantial doubt as to its ability to continue as a going concern. The Company's ability to continue as a going concern is contingent upon its ability to obtain the financing and strategic alliances necessary to attain profitable operations. Management is pursuing various sources of financing and intends to raise equity financing through a private placement with a private group of investors in the near future.
 
The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.
 
Foreign Translation Adjustment
 
The accounts of the Company were translated into United States dollars in accordance with the provisions of SFAS No. 52, Foreign Currency Translation. In accordance with the provisions of SFAS No. 52 transaction gains and losses on these assets and liabilities are included in the determination of income for the relevant periods. Adjustments resulting from the translation of the financial statements from their functional currencies to United States dollars are accumulated as a separate component of accumulated other comprehensive income and have not been included in the determination of income for the relevant periods.
 
Intangible Assets
 
Intangible assets of acquired businesses are stated at cost. The intangibles have limited lives which the Company has determined to be five years. Other intangible assets include deferred financing fees. The Company evaluates intangible assets at least annually to determine whether events and circumstances continue to support a definite useful life.
 
Deferred Financing Costs
 
The costs of financing are capitalized and amortized by the straight-line method over the term of the related debt. If any or all of the related debt is repaid prior to its maturity date, a pro-rata share of the related deferred financing costs are written off and recorded as amortization expense in the period of the repayment in the consolidated statement of operations.
 
Use of Estimates
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the 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. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in earnings in the period in which they become known.
 
14

 
ITEM 7. FINANCIAL STATEMENTS
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
To the Board of Directors and Stockholders of  
Trimax Corporation and Subsidiaries
 
We have audited the accompanying consolidated balance sheet of Trimax Corporation and Subsidiaries (A Development Stage Company) as at   September 30, 2007 and the related consolidated statements of operations and comprehensive income , changes in stockholders' equity and cash flows for the   year then ended   and for the cumulative period from inception to September 30, 2007. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.   The financial statements of Trimax Corporation and Subsidiaries as of September 30, 2006 and 2005, were audited by other auditors whose report dated December 20, 2006, expressed an unqualified opinion on those statements.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation. We believe our audits provide a reasonable basis for our opinion.
 
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Trimax Corporation and Subsidiaries (A Development Stage Company) as at September 30, 2007 and the results of its operations, cash flows and changes in stockholders' deficit for the year then ended and for the cumulative period from inception to September 30, 2007 in accordance with accounting principles generally accepted in the United States of America.
 
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company has suffered losses from operations since inception that raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are described in note 3. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
/s/Chisholm, Bierwolf & Nilson
Chisholm, Bierwolf & Nilson, LLC        
Bountiful, Utah
December 17, 2007
 
F-1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and Stockholders of


Trimax Corporation and Subsidiaries

  

We have audited the accompanying consolidated balance sheet of Trimax Corporation and Subsidiaries (A Development Stage Company) as at 30 September 2006 and 2005 and the related consolidated statements of operations, changes in stockholders' equity and cash flows for the years ended 30 September 2006 and 2005 and for the cumulative period from inception to September 30, 2006. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation. We believe our audits provide a reasonable basis for our opinion.

 

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Trimax Corporation and Subsidiaries (A Development Stage Company) as at 30 September 2006 and 2005 and the results of its operations, cash flows and changes in stockholders' deficit for the years ended 30 September 2006 and 2005 and for the cumulative period from inception to September 30, 2006 in accordance with accounting principles generally accepted in the United States of America.

 

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in note 3 to the financial statements, the Company has suffered losses from operations since inception that raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are described in note 3. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

Since the accompanying consolidated financial statements have not been prepared and audited in accordance with generally accepted accounting principles and standards in Canada, they may not satisfy the reporting requirements of Canadian statutes and regulations.

 

As discussed in Note 2 to the financial statements, the Company restated its 2005 consolidated financial statements to correct the accounting treatment applied to a business combination.


 

“Walker & Company"

Chartered Accountants

Professional Corporation

 

Markham, Canada

20 December 2006

F-2

 
TRIMAX CORPORATION
(A Development Stage Company)
CONSOLIDATED BALANCE SHEETS
AS AT 30 SEPTEMBER
(Expressed in United States Dollars)
 
 
 
2007
 
2006
 
ASSETS
 
 
 
 
 
Current Assets
 
 
 
 
 
Cash
 
$
12,011
 
$
764
 
Prepaid expenses
   
-
   
107,027
 
Deposits on acquisitions
   
811,380
    -  
Total Current Assets
   
823,391
   
107,791
 
Long Term Assets
         
Equipment
   
9,863
   
17,654
 
Intangibles
   
-
   
1,463,483
 
Total Long Term Assets
   
9,863
   
1,481,137
 
Total Assets
 
$
833,254
 
$
1,588,928
 
 
         
LIABILITIES AND STOCKHOLDERS' EQUITY
         
Current Liabilities
         
Bank Indebtedness
   
-
   
20,622
 
Accounts payable and accrued liabilities
   
339,668
   
364,967
 
Payable to related parties
   
434,586
   
413,603
 
Other loans and advances payable
   
158,637
    -  
Long term debt - current portion
   
-
   
54,528
 
Total Current Liabilities
   
932,891
   
853,720
 
Long Term Liabilities
         
Long term debt
   
-
   
98,496
 
Total Liabilities
   
932,891
   
952,216
 
Commitment and Contingent Liability
             
 
Stockholders' Equity (Deficit)
 
 
 
 
 
Authorized
             
100,000,000 Common shares par value of $0.001 each
             
20,000,000 Preferred shares par value of $0.001 each
             
Issued and outstanding
             
63,469,766 (32,290,787 - 2006) Common shares
   
63,470
   
32,291
 
Nil preferred shares
   
-
   
-
 
Additional paid-in capital
   
15,399,248
   
11,311,180
 
Accumulated other comprehensive loss
   
80,711
   
(23,288
)
Deficit accumulated during the development stage
   
(15,643,066
)
 
(10,683,471
)
Total Stockholders' Equity (Deficit)
   
(99,637
)
 
636,712
 
Total Liabilities and Stockholders' Equity
 
$
833,254
 
$
1,588,928
 
 
The accompanying notes are an integral part of these financial statements.
 
F-3

 
TRIMAX CORPORATION
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF OPERATIONS
(Expressed in United States Dollars)
 
 
 
For The Year Ended 30 September 2007
 
For The Year Ended 30 September 2006
 
For The Period From Inception to 30 September 2007
 
 
 
 
 
 
 
 
 
EXPENSES
 
 
 
 
 
 
 
Consultants and professional fees
 
$
913,640
 
$
276,469
 
$
7,392,954
 
Stock compensation expense
   
1,319,625
   
-
   
1,319,625
 
General and administrative
   
398,889
   
257,065
   
1,949,858
 
Management fees
   
100,957
   
231,438
   
1,019,395
 
License fees
   
-
   
50,523
   
64,953
 
Investor relations
   
155,000
   
-
   
155,000
 
Financial
   
85,927
   
8,379
   
181,319
 
(Gain) loss on exchange
   
(9,131
)
 
(9,565
   
(17,569
)
Stock based compensation
   
1,964,000
   
-
   
2,962,660
 
Product development
   
-
   
-
   
400,495
 
Selling and promotion
   
105,900
   
-
   
310,974
 
Depreciation of intangible assets
   
80,959
   
104,526
   
181,683
 
Depreciation of tangible assets
   
2,360
   
7,772
   
38,263
 
 
   
5,118,126
   
926,607
   
15,959,610
 
NET OPERATING LOSS
   
(5,118,126
)
 
(926,607
)
 
(15,959,610
)
GAIN ON DISPOSAL OF SUBSIDIARY
   
158,531
   
-
   
158,531
 
LEGAL SETTLEMENT
   
-
   
120,000
   
120,000
 
WRITE OFF MERGER GOODWILL
   
-
   
-
   
38,013
 
OPERATING LOSS BEFORE INCOME TAX
 
$  
(4,959,595
)
$  
(1,046,607
)
$
(15,643,066
)
Income Tax
    -     -     -  
NET LOSS
 
$
(4,959,595
)
$
(1,046,607
)
$
(15,643,066
)
FOREIGN CURRENCY TRANSLATION ADJUSTMENT
   
103,999
   
(17,929
)
 
80,711
 
COMPREHENSIVE LOSS
 
$
(4,855,596
)
$
(1,064,536
)
$
(15,562,355
)
 
             
LOSS PER WEIGHTED NUMBER OF SHARES OUTSTANDING - BASIC AND DILUTED
 
$
(0.09
)
$
(0.04
)
   
 
             
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING - BASIC AND DILUTED
   
53,243,903
   
27,836,636
     
 
The accompanying notes are an integral part of these financial statements.
 
F-4

 
TRIMAX CORPORATION
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE YEARS ENDED 30 SEPTEMBER 2007 AND 2006 AND FROM INCEPTION TO 30 SEPTEMBER 2007
(Expressed in United States Dollars)
 
   
Shares
 
  Common Stock
 
  Additional Paid-in Capital
 
Stock issuable
 
Accumulated Other Comprehensive Income (Loss)
 
Accumulated Deficit
 
Total Stockholders' Equity (Deficit)
 
                                 
25 August 2000
   
5,400
 
$
6
 
$
27,183
 
$
-
 
$
-
 
$
-
 
$
27,189
 
Foreign currency
   
-
   
-
   
-
   
-
   
(194
)
 
-
   
(194
)
Net loss
   
-
   
-
   
-
   
-
   
-
   
(45,676
)
 
(45,676
)
Stock subscribed for services and concept
   
-
   
-
   
-
   
40,192
   
-
   
-
   
40,192
 
Balance
30 September 2000
   
5,400
   
6
   
27,183
   
40,192
   
(194
)
 
(45,676
)
 
21,511
 
Foreign currency
   
-
   
-
   
-
   
-
   
8,643
   
-
   
8,643
 
Stock issued
   
8,142
   
8
   
187,397
   
(40,192
)
 
-
   
-
   
147,213
 
Net loss
   
-
   
-
   
-
   
-
   
-
   
(179,888
)
 
(179,888
)
Balance
30 September
2001
   
13,542
   
14
   
214,580
   
-
   
8,449
   
(225,564
)
 
(2,521
)
Stock issued to
acquire
subsidiary
   
111,458
   
111
   
(119,328
)
 
-
   
-
   
119,218
   
1
 
Stock cancelled
   
(5,000
)
 
(5
)
 
(3,810
)
 
-
   
-
   
3,815
   
-
 
Stock issued for settlement of debt
   
16,460
   
16
   
59,364
   
-
   
-
   
-
   
59,380
 
Stock issued for salaries
   
500
   
1
   
2,499
   
-
   
-
   
-
   
2,500
 
Stock option benefit
   
-
   
-
   
2,263,560
   
-
   
-
   
-
   
2,263,560
 
Foreign currency
   
-
   
-
   
-
   
-
   
(3,436
)
 
-
   
(3,436
)
Net loss
   
-
   
-
   
-
   
-
   
-
   
(3,137,115
)
 
(3,137,115
)
Balance
30 September 2002
   
136,690
   
137
   
2,416,865
   
-
   
5,013
   
(3,239,646
)
 
(817,631
)
Sock issued for debt
   
87,590
   
87
   
926,468
   
-
   
-
   
-
   
926,555
 
Stock issued on exercise of options
   
11,000
   
11
   
42,989
   
(7,100
)
 
-
   
-
   
35,900
 
Stock issued for services and technology
   
28,645
   
29
   
289,427
   
-
   
-
   
-
   
289,456
 
Stock issued for consulting
   
155,000
   
155
   
1,549,845
   
-
   
-
   
-
   
1,550,000
 
Stock compensation benefit
   
-
   
-
   
214,660
   
-
   
-
   
-
   
214,660
 
Stock compensation
   
95,000
   
95
   
949,905
   
-
   
-
   
-
   
950,000
 
Foreign currency
   
-
   
-
   
-
   
-
   
(162
)
 
-
   
(162
)
Net loss
   
-
   
-
   
-
   
-
   
-
   
(3,212,184
)
 
(3,212,184
)
Balance
30 September 2003
   
514,195
   
514
   
6,390,159
   
(7,100
)
 
4,851
   
(6,451,830
)
 
(63,406
)
Adjustment
   
23
   
-
   
123,031
   
-
   
-
   
(123,031
)
 
-
 
Stock issued for debt
   
378,000
   
378
   
188,622
   
-
   
-
   
-
   
189,000
 
Shares cancelled
   
(38,000
)
 
(38
)
 
(379,962
)
 
-
   
-
   
-
   
(380,000
)
Stock issued on exercise of options
   
3,000
   
3
   
14,997
   
7,100
   
-
   
-
   
22,100
 
Stock issued for services and technology
   
115,000
   
115
   
1,379,885
   
-
   
-
   
-/
   
1,380,000
 
Shares issued for consulting
   
189,000
   
189
   
1,330,811
   
-
   
-
   
-
   
1,331,000
 
Stock issued for compensation
   
1,500
   
2
   
23,998
   
-
   
-
   
-
   
24,000
 
Shares cancelled
   
(39,000
)
 
(39
)
 
(398,961
)
 
-
   
-
   
-
   
(399,000
)
Shares cancelled
   
(40,000
)
 
(40
)
 
(399,960
)
 
-
   
-
   
-
   
(400,000
)
Foreign currency
   
-
   
-
   
-
   
-
   
769
   
-
   
769
 
Net loss
   
-
   
-
   
-
   
-
   
-
   
(2,799,751
)
 
(2,799,751
)
Balance
30 September 2004
   
1,083,718
 
$
1,084
 
$
8,272,620
 
$
-
 
$
5,620
 
$
(9,374,612
)
$
(1,095,288
)
Acquisition of PLC Network Solutions Inc.
   
21,900,000
   
21,900
   
-
   
-
   
(5,620
)
 
(99,668
)
 
(83,388
)
Common stock issued for debt
   
18,200,000
   
18,200
   
937,554
   
-
   
-
   
-
   
955,754
 
Common stock issued for services
   
50,000
   
50
   
24,950
   
-
   
-
   
-
   
25,000
 
Common stock issuable - debt settlement
   
-
   
-
   
-
   
50,998
   
-
   
-
   
50,998
 
Common stock issuable - cash
   
-
   
-
   
-
   
166,316
   
-
   
-
   
166,316
 
Foreign
currency
   
-
   
-
   
-
   
-
   
(5,359
)
 
-
   
(5,359
)
Net loss
   
-
   
-
   
-
   
-
   
-
   
(162,584
)
 
(162,584
)
Balance
30 September 2005  
   
41,233,718
 
$
41,234
 
$
9,235,124
 
$
217,314
 
$
(5,359
)
$
(9,636,864
)
$
(148,551
)
Common stock issued for cash
   
1,706,084
   
1,706
   
760,700
   
(217,314
)
 
-
   
-
   
545,092
 
Cancellation of common stock
   
(16,000,000
)
 
(16,000
)
 
-
   
-
   
-
   
-
   
(16,000
)
Common stock issued for debt
   
2,275,985
   
2,276
   
111,523
   
-
   
-
   
-
   
113,799
 
Common stock issued in settlement of legal claim
   
75,000
   
75
   
59,333
   
-
   
-
   
-
   
59,408
 
Acquisition of Multi-Source Inc.
   
3,000,000
   
3,000
   
1,144,500
   
-
   
-
   
-
   
1,147,500
 
Foreign
currency
   
-
   
-
   
-
   
-
   
(17,929
)
 
-
   
(17,929
)
Net loss
   
-
   
-
   
-
   
-
   
-
   
(1,046,607
)
 
(1,046,607
)
Balance
30 September 2006
   
32,290,787
 
$
32,291
 
$
11,311,180
 
$
-
 
$
(23,288
)
$
(10,683,471
)
$
636,712
 
Common stock issued for cash
   
1,538,461
   
1,538
   
227,308
   
-
               
228,846
 
Cancellation of common stock
   
(3,000,000
)
 
(3,000
)
 
(1,144,500
)
 
-
   
-
   
-
   
(1,147,500
)
Common stock issued for services
   
29,440,518
   
29,441
   
4,408,520
   
-
   
-
   
-
   
4,437,961
 
Common stock issued for deposits on acquisitions
   
3,200,000
   
3,200
   
508,800
   
-
   
-
   
-
   
512,000
 
Value of warrants issued
   
-
   
-
   
87,940
   
-
   
-
   
-
   
87,940
 
Net loss
   
-
   
-
   
-
   
-
   
-
   
(4,959,595
)
 
(4,959,595
)
Foreign exchange
   
-
   
-
   
-
   
-
   
103,999
   
-
   
103,999
 
                                             
Balance
30 September 2007
   
63,469,766
   
63,470
   
15,399,248
   
-
   
80,711
   
(15,643,066
)
 
(99,637
)
 
The accompanying notes are an integral part of these financial statements.
 
F-5

 
TRIMAX CORPORATION (A Development Stage Company)
CONSOLIDATED STATEMENT OF CASH FLOWS
(Expressed in United States Dollars)
 
   
For The Year Ended 30 September 2007
 
For The Year Ended 30 September 2006
 
For The Period From Inception to 30 September 2007
 
               
CASH FLOWS FROM OPERATING ACTIVITIES
 
 
 
 
 
 
 
Net loss
 
$
(4,959,595
)
$
(1,046,607
)
$
(15,643,066
)
Adjustment to reconcile net loss to net cash used:
             
Depreciation of tangible assets
   
2,360
   
7,772
   
38,263
 
Depreciation of intangible assets
   
80,959
   
107,024
   
181,683
 
Gain on disposal of subsidiary
   
158,531
   
-
   
158,531
 
Cancellation of common stock
   
-
   
(16,000
)
 
(16,000
)
Stock compensation expense - warrants
   
87,940
   
-
   
87,940
 
Common stock issued for debt
   
-
   
113,799
   
113,799
 
Common stock issued in settlement of legal claim
   
-
   
59,408
   
59,408
 
Accounts payable forgiven
   
-
   
-
   
(10,171
)
Common stock issued for services
   
4,437,961
   
-
   
11,894,037
 
Write off of salaries payable
   
-
   
-
   
(111,355
)
Write off of directors compensation
   
-
   
-
   
(200,000
)
Changes in operating assets and liabilities:
             
Stock subscriptions receivable
   
-
   
21,900
   
-
 
Prepaid expenses
   
107,027
   
(22,864
)
 
-
 
Accounts payable and accrued liabilities
   
(17,054
)
 
71,306
   
1,411,308
 
NET CASH USED IN OPERATING ACTIVITIES
   
(101,871
)
 
(704,262
)
 
(2,035,623
)
               
CASH FLOWS FROM INVESTING ACTIVITIES
 
 
 
 
 
 
 
Advances to Multi-Source Inc.
   
(240,696
)
 
14,016
   
(226,680
)
Deposits on acquisitions
   
(299,380
)
 
-
   
(299,380
)
Acquisition of equipment
   
(4,818
)
 
(7,110
)
 
(58,190
)
CASH FLOWS USED IN INVESTING ACTIVITIES
   
(544,894
)
 
6,906
   
(584,250
)
                     
CASH FLOWS FROM FINANCING ACTIVITIES
             
(Repayment) proceeds from long term debt
   
12,332
   
2,077
   
165,356
 
(Repayment) advances from related parties
   
312,729
   
105,095
   
456,917
 
Other loans and advances
   
158,637
   
-
   
910,452
 
Proceeds from the issuance of common stock
   
228,846
   
545,092
   
1,133,049
 
CASH FLOWS USED IN FINANCING ACTIVITIES
   
712,544
   
652,264
   
2,665,774
 
                     
EFFECT OF FOREIGN CURRENCY TRANSLATION
   
(54,532
)
 
26,001
   
(33,890
)
NET (DECREASE) INCREASE IN CASH
   
11,247
   
(19,091
)
 
12,011
 
CASH, BEGINNING OF YEAR
   
764
   
19,855
   
-
 
CASH, END OF YEAR
 
$
12,011
 
$
764
 
$
12,011
 
 
The accompanying notes are an integral part of these financial statements.
 
F-6

 
TRIMAX CORPORATION
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)
 
1.
NATURE OF OPERATIONS
 
On 11 February 2005 Kiwi Network Solutions Inc. approved its Amended and Restated Articles of Incorporation and changed its name to Trimax Corporation (“Trimax” or "the Company"), and increased the number of its authorized shares of common and preferred stock to 100,000,000 shares of common stock and 20,000,000 shares of preferred stock, both with a par value of $0.001 per share.
 
On 17 August 2005, pursuant to a reorganization agreement by and among PLC Network Solutions Inc. (“PLC”), a private company incorporated in the Province of Ontario under the Ontario Business Corporations Act and Trimax, Trimax acquired all of the outstanding common stock of PLC for the issuance of 5,900,000 shares of common stock.
 
Basis of Consolidation:
 
The consolidated financial statements include the accounts of PLC Network Solutions Inc. and the Company.  All inter-company accounts and transactions have been eliminated in the consolidation.

On 29 July 2005, the Company entered into an Exclusive Supply agreement with a technology partner (the "Partner"), a privately-held corporation based in Toronto, Ontario. This agreement provided the Company with the exclusive right to sell Switzerland based Ascom broadband over power line communication access products ("Products") in Canada and non-exclusive rights world wide, which the Partner represented that it had secured from Ascom for itself. In accordance with the agreement, the Partner agreed not to sell or supply Products to any other person or legal entity in Canada with the exception of any hydro organizations. In consideration for these rights the Company agreed to pay the Partner an annual license fee of $100,000 in Canadian dollars for five years commencing on 1 August 2005. Subsequent to the signing and advancement of funds for the “Exclusive Supply Agreement” the Company was made aware that the product supplier had no right to grant a sub-license from Ascom. Furthermore, the supplier was previously in default and was never in any position to grant any sub-license on its own license. Due to these events, Trimax has secured product from other vendors for BPL products, which it considers to be more cost effective and possessing similar performance characteristics and for which no annual license fees are required to be paid by Trimax.
 
On 22 March 2006 Trimax filed an action in The Superior Court of Ontario against Electrolinks Corporation alleging damages of $1,250,000. Subsequently, Trimax received $23,925 towards settlement and is awaiting further payment of $107,000 plus applicable taxes and legal fees.
 
On 17 May 2006 Trimax entered into a purchase and sale agreement with 3One Networks Inc. ("3One"), a broadband over powerline provider ("BPL"), for the purchase of their High Speed Internet Access ("HSIA") service business, including all existing service contracts and related assets for providing HSIA services to their client list of hotels, motels and resort customers. The purchase price was $220,230. Trimax has paid initial deposits and payments totalling $94,594, with the balance payable in equal monthly instalments ending 18 October 2006. As final payments pertaining to the purchase and sale agreement have yet to be fulfilled and the rights to these assets do not transfer to the Company until fully paid, the deposits and payments paid as at 30 September 2007 have been reflected in the balance sheet under ‘Deposits on Acquisitions’. No additional deposits and payments have been paid subsequent to year end. The agreement also provides for 3One to deliver certain BPL equipment based on normal distribution pricing. The agreement called for the acquisition of the service book for fifty hotels, which represents a recurring revenue stream from 4,600 rooms in total.
 
F-7

 
TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)
 
1.
NATURE OF OPERATIONS (Continued)

The 3One acquisition allows for the potential to upgrade the services by adding applications and Internet Service Provider provisioning to these hotel sites. The Company has halted further payments while in negotiations with 3One for possible mutually beneficial changes in its relationship on a going forward basis.

On 1 June 2006 Trimax entered into a Reorganization Agreement with the shareholders of Multi-Source Inc. ("MSI"), a company incorporated in the Province of Ontario, Canada.
 
Under the terms of the Reorganization Agreement the shareholders of MSI conveyed all of the issued and outstanding shares of MSI to Trimax in exchange for 3,000,000 shares of Trimax’s common stock. The acquisition was accounted for under the purchase method of accounting. Accordingly, the financial position and results of operations of MSI have been consolidated subsequent to the acquisition date. Trimax allocated the purchase price to the acquired tangible net assets and liabilities. The Company allocated an additional $1,557,327 to the acquired intangible assets. The intangible assets have been amortized over a five year period on a straight-line basis. Up to an additional 2,000,000 shares were eligible to be issued to the principal shareholder of MSI, subsequent to the acquisition, upon the achievement of certain milestones by the MSI business within 18 months.
 
  The purchase price was allocated as follows:
 
 
 
At 1 June
2006
 
3,000,000 shares of common stock (valued at the average price two days before and after the measurement date)
   
1,530,000
 
Transaction costs (750,000 shares of common stock valued at the average price two days before and after the measurement date)
   
(382,500
)
Purchase price
   
1,147,500
 
Liabilities assumed
   
(442,540
)
Estimated fair value of tangible assets acquired
   
32,713
 
Estimated fair value of identifiable intangible assets acquired - completed technology
   
1,557,327
 
Goodwill
   
-
 
 
Due to legal circumstances surrounding the acquisition and effective April 1, 2007 Trimax terminated the agreement entered into with MSI and on April 17, 2007 Trimax cancelled the 3,000,000 shares issued to the shareholders of MSI as part of the original acquisition. As a result of these changes the assets and liabilities previously recognized through the acquisition of MSI have been written off by the Company and returned to the original owners at their current net book value. The Company has written off its investment in MSI as follows:
 
Disposal of the net liabilities of MSI due to cancellation of acquisition agreement

Intangible assets - net of amortization
 
$
(1,384,567
)
Fixed assets
   
(6,999
)
Loan payable
   
291,746
 
Bank loan payable
   
165,356
 
Accounts payable
   
28,941
 
Deficit
   
1,064,054
 
Gain on disposal
 
$
158,531
 
 
F-8

 
TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)

1.
NATURE OF OPERATIONS (Continued)

Intangible assets of MSI, net, consisted of the following:
 
 
 
  Estimated Useful Life and  Amortization Basis
 
  Gross Intangible Asset
 
  Accumulated Amortization
 
  Net Intangible Asset
 
Technology
   
5 years using straight-line basis
 
$
1,566,250
)
$
(181,683
)
$
1,384,567
 
Write off
       
$
(1,566,250
)
$
181,683
 
$
(1,384,567
)
Balance
       
$
-
 
$
-
 
$
-
 

2.
DEPOSITS ON ACQUISITIONS
 
Trimax continues to negotiate the purchase of a High Speed Internet Access (“HSIA”) service business, including a portfolio of 50 hotels consisting of approximately 4,600 rooms and all existing service contracts and related assets for providing HSIA services to these hotels. The purchase price was $220,230 CDN. Trimax has paid initial deposits and payments totaling $94,595 USD. The Company has halted further payments while in negotiations with 3One for possible mutually beneficial changes in its relationship on a going forward basis. Therefore, remaining payments pertaining to the purchase and sale agreement have yet to be fulfilled and the rights to these assets do not transfer to the Company until fully paid. The deposits and payments paid as of September 30, 2007 have been reflected in the balance sheet under prepaid expenses and deposits. The agreement also provides for 3One to deliver certain BPL equipment based on normal distribution pricing. The acquisition would allow for the potential to upgrade the services, technology, IP applications and broadband provisioning to these hotel sites. 

The Company has deposited or caused to be deposited $149,745 towards the acquisition of LCD monitors for the potential future use in advertising media distribution and has issued 3,200,000 shares of common stock valued at $512,000 as a deposit towards the acquisition of certain rights, agreements and contracts pertaining to the development of advertising media distribution.
 
3.
GOING CONCERN
 
The Company's financial statements are presented on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has experienced losses from operations since inception that raise substantial doubt as to its ability to continue as a going concern.
The Company's ability to continue as a going concern is contingent upon its ability to obtain the financing and strategic alliances necessary to attain profitable operations. Management is pursuing various sources of financing and intends to raise equity financings by private placements with a private group of investors in the near future.
The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.
 
F-9

 
TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)

4.
BASIS OF PRESENTATION
 
The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, PLC Network Solutions Inc., an Ontario corporation, and have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). All significant inter-company accounts and transactions are eliminated.
 
The Company has not earned any revenues from limited principal operations and accordingly, the Company's activities have been accounted for as those of a "Development Stage Enterprise" as set forth in SFAS No. 7, Accounting and Reporting by Development Stage Enterprises . Among the disclosures required by SFAS No. 7 are that the Company's financial statements be identified as those of a development stage company, and that the statements of operation, stockholders' equity and cash flows disclose activity since the date of the Company's inception.
 
5.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
The accounting policies of the Company are in accordance with accounting principles generally accepted in the United States of America. Outlined below are those policies considered particularly significant:
 
Cash and Cash Equivalents
 
Cash and cash equivalents consist of commercial accounts, trust accounts and interest-bearing bank deposits and are carried at cost, which approximates current value. Items are considered to be cash equivalents if the original maturity is three months or less.
 
Equipment and Depreciation
 
Equipment is stated at cost less accumulated depreciation. Depreciation, based on the estimated useful lives of the assets, is provided using the under noted annual rates and methods:
 
Equipment
 
20% straight line over five years
Furniture and fixtures
 
20% straight line over five years
Computer
 
30% straight line over four years
 
Income Taxes
 
The Company accounts for income taxes pursuant to SFAS No. 109, Accounting for Income Taxes . Deferred tax assets and liabilities are recorded for differences between the financial statements and tax basis of the assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is recorded for the amount of income tax payable or refundable for the period increased or decreased by the change in deferred tax assets and liabilities during the period.
 
F-10


TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)
 
5.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Fair Value of Financial Instruments
 
The carrying value of the Company's prepaid expenses and deposits on acquisitions, accounts payable and accrued liabilities, payables to related parties and other loans and advances payable approximates fair value because of the short-term maturity of these instruments.
 
Foreign Translation Adjustment
 
The accounts of the Company were translated into United States dollars in accordance with the provisions of SFAS No. 52, Foreign Currency Translation . In accordance with the provisions of SFAS No. 52, transaction gains and losses on these assets and liabilities are included in the determination of income for the relevant periods. Adjustments resulting from the translation of the financial statements from their functional currencies to United States dollars are accumulated as a separate component of accumulated other comprehensive income and have not been included in the determination of income for the relevant periods.
 
Comprehensive Income
 
The Company adopted SFAS No. 130, Reporting Comprehensive Income . SFAS No. 130 establishes standards for reporting and presentation of comprehensive income and its components in a full set of financial statements. Comprehensive income is presented in the statements of changes in stockholders' equity, and consists of net income (loss) and unrealized gains (losses) on available for sale marketable securities; foreign currency translation adjustments and changes in market value of future contracts that qualify as a hedge; and negative equity adjustments recognized in accordance with SFAS 87. SFAS No. 130 requires only additional disclosures in the financial statements and does not affect the Company's financial position or results of operations.
 
Intangible Assets
 
Intangible assets of acquired business is stated at cost. The intangibles have limited lives, which the Company has determined to be five years. Other intangible assets include deferred financing fees. The Company evaluates intangible assets at least annually to determine whether events and circumstances continue to support a definite useful life.
 
Deferred Financing Costs
 
The costs of financing are capitalized and amortized by the straight-line method over the term of the related debt. If any or all of the related debt is repaid prior to its maturity date, a pro-rata share of the related deferred financing costs are written off and recorded as amortization expense in the period of the repayment in the consolidated statement of operations.
 
F-11

 
TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)
 
5.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Earnings or Loss Per Share
 
The Company accounts for earnings per share pursuant to SFAS No. 128, Earnings per Share , which requires disclosure on the financial statements of "basic" and "diluted" earnings (loss) per share. Basic earnings or (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the year. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding plus common stock equivalents (if dilutive) related to stock options and warrants for each year. Warrants convertible into 750,000 shares of common stock were excluded from the calculation of diluted earnings per share as they would be anti dilutive. There were no dilutive financial instruments for the period ended 30 September 2007 or 2006. Earnings per share have been calculated as follows:

   
2007
 
2006
 
Numerator:  Net loss
 
$
4,959,595
 
$
1,046,647
 
Denominator: Weighted average number of shares issued
   
53,243,903
   
27,836,636
 
               
Earnings (loss) per share
 
$
(0.09
)
$
(0.04
)
 
Use of Estimates
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the 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. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in earnings in the period in which they become known.
 
Recent Accounting Pronouncements
 
In September 2006, the FASB issued SFAS No. 158, Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans. We will be required to fully recognize the assets and obligations associated with any defined benefit plan which we may put in place. Effective for our fiscal year ending 2008, we will be required to measure a plan’s assets and liabilities as of the end of the fiscal year instead of our current measurement date of September 30. Currently there is no impact from this standard on our consolidated financial statements.
 
 
In February 2007, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities, including an amendment of FASB Statement No. 115 (“SFAS 159”), which allows an entity the irrevocable option to elect fair value for the initial and subsequent measurement for certain financial assets and liabilities under an instrument-by-instrument election. Subsequent measurements for the financial assets and liabilities an entity elects to fair value will be recognized in earnings. SFAS 159 also establishes additional disclosure requirements. SFAS 159 is effective for fiscal years beginning after November 15, 2007, with early adoption permitted provided that the entity also adopts SFAS 157. We have not yet determined the impact this standard will have on our financial statements.
 
F-12

 
TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)
 
6.
EQUIPMENT
 
The details of equipment and the related accumulated depreciation are set forth below for the indicated periods:
 
 
 
Cost
 
Accumulated Depreciation
 
Net
 2007
 
Net
2006
 
 
 
 
 
 
 
 
 
 
 
Equipment
 
$
5,348
 
$
4,679
 
$
669
 
$
382
 
Furniture and fixtures
   
2,349
   
926
   
1,423
   
2,710
 
Computer
   
13,105
   
5,334
   
7,771
   
14,562
 
 
 
$
20,802
 
$
10,939
 
$
9,863
 
$
17,654
 
 
7.
INTANGIBLES
 
Intangible assets: see note 1
During the year ended September 30, 2007 the Company claimed depreciation on intangibles of $80,959 (2006 - $107,024)
 
8.
ADVANCES FROM RELATED PARTIES
 
The advances from directors of the Company, to facilitate the payment of debts, are non-interest bearing, unsecured and have no specific terms of repayment. The carrying value of the advances approximates their market value due to the short-term maturity of the financial instruments.
 

Owing to:
 
2007
 
Receipts
 
Repayments
 
2006
 
                   
D. Peppler, Director
 
$
7,343
 
$
7,343
 
$
-
 
$
-
 
R. Vivacqua, Director
   
12,573
   
12,573
   
-
   
-
 
Pegassus Investments, shareholder
   
9,985
   
9,985
   
-
   
-
 
Alliance Marketing, shareholder
   
100,000
   
100,000
   
-
   
-
 
Gateways International, shareholder
   
304,685
   
182,828
   
-
   
121,857
 
M Spasov, Director
   
-
   
-
   
(291,746
)
 
291,746
 
 
 
$
434,586
 
$
312,729
 
$
(291,746
)
$
413,603
 
 
F-13

 
TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)

9.
LONG TERM DEBT

 Liabilities of Multi-Source Inc. - see note 1
 
2007
 
2006
 
 
 
 
 
 
 
Bank loan, bearing interest at the Business Development Bank of Canada floating rate plus a variance of 2%, repayable in monthly principal payments of $835 plus interest, with the final payment due on 23 July 2009. The loan is personally guaranteed by a shareholder of the Company. This loan is in default and has been demanded to be paid in full by the Business Development Bank of Canada. As a result, the entire amount has been classified as a current liability.
 
$
-
 
$
30,927
 
Bank loan, bearing interest at the Bank of Montreal Canadian prime rate plus 3%, repayable in monthly principal payments of $1,778 plus interest, with the final payment due on 31 July 2012. The loan is secured by a general security agreement, chattel mortgage, assignment of insurance monies, $40,000 Canadian guaranteed by a shareholder of the Company and subrogation note and pledge of bills in the amount of $50,000 Canadian signed by a shareholder of the Company.
   
-
   
122,097
 
 
   
-
   
153,024
 
Less current portion
   
-
   
54,528
 
 
  $
-
 
$
98,496
 

10.
COMMITMENT AND CONTINGENT LIABILITY
 
In order to complete the acquisition of 3One, as described in note 2, the Company must complete the required payments of $125,636. The deposits are otherwise non-refundable.
 
The Company was sued in the State of Nevada, in a class action lawsuit involving multiple plaintiffs, all of whom are former shareholders to PLC Network Solutions Inc., a Canadian company. The Company has negotiated a settlement agreement with the plaintiffs, which has been accepted. The settlement is for a payment of $120,000 over a period of eight months. The Company has recorded this expense for the year ended 30 September 2006.
 
On May 15, 2006 Trimax secured financing from a private accredited group of investors. The commitment of $1,500,000 is available to be drawn down in $150,000 tranches. Any loans advanced are to mature on May 14, 2009 and bear an annual interest rate of 12%. At the investor's option, any loan is convertible to common shares at their twenty day average trading price. Each common share has one purchase warrant attached, with each warrant exercisable for one common share at $1.25 until May 14, 2009. In October of 2006 the company signed an amendment to the convertible financing agreement which encompasses pricing changes and more flexible terms to Trimax. On 10 October 2006 the Company drew down $150,000 of the available loan under the terms of the supplementary and amending agreement to the convertible debenture and simultaneously converted the debenture to equity for the issuance of 750,000 restricted common shares plus warrants for an additional 750,000 common shares exercisable at $0.20 per share.
 
F-14

 
TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)

10.
COMMITMENT AND CONTINGENT LIABILITY (C ontinued)

The following table summarizes the Company's warrant activity for the years ended September 30, 2007 and 2006:

   
Number of Shares
 
Exercise Price per Share
 
Weighted Average Exercise Price
 
               
Balance, September 30, 2006
   
-
   
-
   
-
 
Granted during the year
   
750,000
 
$
0.20
 
$
0.20
 
Cancelled/Expired
   
-
   
-
   
-
 
                     
Balance, September 30, 2007
   
750,000
 
$
0.20
 
$
0.20
 
                     
 
11.
CAPITAL STOCK
 
Authorized
 
 
100,000,000 
 
common stock, par value $0.001
20,000,000 
 
preferred stock, par value $0.001

 
 
2007
 
2006
 
Issued
 
 
 
 
 
63,469,766
 
 
common stock
 
$
63,470
 
$
32,291
 
 
In September 2004, the Board of Directors approved a 1 new - for -100 old reverse stock split of our outstanding shares of capital stock effective on 5 November 2004. All share and per share information included in these consolidated financial statements have been adjusted to reflect this reverse stock split.
 
On 20 July 2005 the Company issued 21,900,000 common shares at par value to the Company's founders.
 
On 17 August 2005 Trimax acquired the net liabilities of PLC. This was accounted for as a recapitalization of PLC into Trimax and resulted in the issuance of 19,183,718 shares, further described in note 1.
 
In August 2005 the Company's Board of Directors approved the issuance 100,000 shares of common stock in exchange for the settlement of $18,446 in debt of the Company.
 
On 31 August 2005 the Company issued 50,000 common shares to a former director of the Company as compensation for his services and sundry costs as a director of Trimax. The common shares issued have been valued at their market value of $25,000 or $.50 per share, which is the amount that would have been received if the shares had been issued for cash. Management believes that the fair market value of the services received from the former director approximates this value.
 
F-15

 
TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)

11.
CAPITAL STOCK (Continued)

On 21 November 2005 the Company's Board of Directors approved the issuance of 358,529 common shares to various investors. The funds were raised through a non-brokered private placement of common stock at an average price of $0.75 per share from a group of accredited non-US investors.
 
On 11 January 2006 the Company issued 55,300 private placement restricted common shares to various shareholders at issue prices between $0.65 and $0.80 per share.
 
On 11 January 2006 the Company issued 164,247 private placement restricted common shares to various shareholders at issue prices between $0.65 and $0.80 per share.
 
On 6 February 2006 the Company issued 75,000 shares in settlement of a civil court case in which the Company was a defendant. The common shares issued have been valued at their market value of $59,407, which is the amount that would have been received if the shares had been issued for cash. Management believes that the fair market value of the services received from the former director approximates this value.
 
From 10 February 2006 to 15 March 2006, the Company issued a total of 113,177 various private placement restricted common shares between $0.50 to $0.57 per share.
 
On 16 March 2006 the Company’s Board of Directors approved the cancellation of 16,000,000 common shares. These shares which were originally issued in July 2005 to the former shareholders of PLC in consideration for their shares in PLC, however due to non payment and no consideration of the subscribing shares they were cancelled.
 
From 11 April 2006 to 15 May 2006, the Company issued a total of 433,819 various private placement restricted common shares between $0.42 to $0.60 per share.
 
On 1 June 2006 pursuant to Reorganization agreement, the Company issued 2,250,000 restricted common shares for $0.01 par value in exchange for 100% the common stock of Multi-Source Inc.
 
On 1 June 2006 pursuant to Reorganization agreement, the Company issued 750,000 common shares for $0.01 par value in consideration to a company for brokering the Multi-Source Inc. acquisition. These transaction costs have been charged as a reduction of additional paid-in capital.
 
On 1 June 2006 the Company issued 2,275,985 private placement restricted common shares in settlement of certain debts.
 
From 29 June 2006 to September 2006, the Company issued a total of 581,012 various private placement restricted common shares for between $0.16 and $0.40 per share.
 
On 19 October 2006 the Company's Board of Directors approved the issuance of 750,000 restricted common shares in exchange for a draw down payment of $150,000 from the convertible debenture described above.

F-16


TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)

11.
CAPITAL STOCK (Continued)

These shares were issued as a result of an amending agreement in October 2006 to the convertible debenture agreement which outlined the simultaneous issuance of 750,000 restricted common shares and warrants for an additional 750,000 common shares exercisable at $0.20 upon making the first draw down payment from the convertible debenture to the Company.

On November 16, 2006 the Company's Board of Directors approved the issuance of 2,000,000 private placement restricted common shares in exchange for $100,000 of services provided to the Company. 

On January 24, 2007 the Company issued 10,000,000 restricted common shares to the officers of the company for of services provided to the Company. The fair value was measured at the value of the Company's common stock on the date that the commitment for performance had been reached. This valuation date was January 24, 2007 at which time the stock was valued at $0.17.  The fair value of the equity instrument has been charged directly to compensation expense and additional paid-in capital.

On January 27, 2007 the Company issued 8,300,000 restricted common shares in settlement of accounts payable of $1,393,400 or approximately $0.17 per share.

On January 22, 2007 the Company filed a Form S-8 Registration Statement ‘Securities to be offered to Employees in Employee Benefit Plans’.  Under the terms of this filing the company registered 1,369,286 shares of common stock with a par value of $.001 per share for settlement of amounts payable by the company to the employees. The fair value was measured at the value of the Company's common stock on the date on the registration. This valuation date was January 22, 2007 at which time the stock was valued at $0.16.  The fair value of the equity instrument has been charged directly to the related amounts due to the respective parties and additional paid-in capital.

On March 3, 2007 the company issued 1,000,000 private placement restricted common shares in exchange for $155,000 of services provided to the Company. The fair value was measured at the value of the Company's common stock on the date that the commitment for performance by the counterparty had been reached and the counterparty's performance was substantially complete. This date was March 3, 2007 at which time the stock was valued at $0.15.  The fair value of the equity instrument has been charged directly to the income statement and additional paid-in capital.

During the quarter ended March 31, 2007, the Company issued 588,461 private placement common shares to various investments at an issue price of between $0.10 and $0.13 per share.

On April 17, 2007 the Company cancelled the 3,000,000 common shares related to the legal circumstances surrounding the acquisition of MSI. Trimax terminated the agreement to acquire MSI.

On April 25, 2007 the Company cancelled 122,222 shares of common stock originally issued at $0.16 per share for services.

On May 9, 2007 the Company adopted the 2007 Equity Incentive Plan the purpose of which is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company. The total number of shares reserved and available for grant and issuance pursuant to the Plan is 5,000,000 Shares. 

F-17


TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)

11.
CAPITAL STOCK (Continued)

On May 14, 2007 the Company issued 3,200,000 shares of common stock for deposits on contracts and issued 1,263,000 shares of common stock for services from consultants, all issued at $0.16 per share.

On May 16, 2007 the Company issued 233,000 shares of common stock for services from consultants at $0.15 per share and issued 200,000 for cash pursuant to a private placement at $0.10 per share.

On May 24, 2007 the Company issued 233,000 shares of common stock for services from consultants at $0.14 per share.

On July 10, 2007 the Company issued 1,700,000 shares of common stock for management services and issued 3,550,000 shares of common stock for services from consultants, all issued at $0.12 per share.

12.
SUPPLEMENTAL CASH FLOW INFORMATION
 
During the years ended 30 September 2007 and 2006 there were no taxes paid and $nil (2006 - $8,379) in interest paid by the Company.
During the year ended 30 September 2006 the Company issued 75,000 shares in settlement of a legal matter.
During the year ended 30 September 2006 the Company issued 2,275,985 private placement restricted common shares in settlement of certain debts for $0.05 per share.
During the year ended 30 September 2007 the Company issued 29,440,518 private placement restricted common shares for services valued at $3,206,276.
During the year ended 30 September 2007 the Company issued 3,200,000 restricted
common shares for deposits on acquisitions and valued at $512,000.

13.
RELATED PARTY TRANSACTIONS
 
Related party transactions are in the normal course of operations and are recorded at amounts established and agreed between the related parties. Related party transactions not disclosed elsewhere in these consolidated financial statements are as follows:
 
The Company issued 11,800,000 common shares to directors of the Company in payment for services rendered to the Company and valued at $1,285,102.
During the year management salaries have been recorded for services of the Chief Executive Officer, Chief Financial Officer and Chief Operating Officer totalling $100,000 (2006 - $250,000).
 
14.
INCOME TAXES
 
The Company accounts for income taxes in accordance with SFAS No. 109, Accounting for Income Taxes . SFAS No. 109 prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates. The effects of future changes in tax laws or rates are not anticipated. Under SFAS No. 109 income taxes are recognized for the following: a) amount of tax payable for the current year, and b) deferred tax liabilities and assets for future tax consequences of events that have been recognized differently in the financial statements than for tax purposes.
 
F-18

 
TRIMAX CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30 September 2007
(Expressed in United States Dollars)

14.
INCOME TAXES (Continued)

As at 30 September 2007 the Company has tax losses available to be applied against future year’s income as a result of the losses incurred in the current period as well as losses carried forward from Trimax. However, due to the losses incurred in the period and expected future operating results, management determined that it is more likely than not that the deferred tax asset resulting from the tax losses available for carry forward will not be realized through the reduction of future income tax payments. Accordingly a 100% valuation allowance has been recorded for deferred income tax assets.
  
Components of future income tax assets are:

   
2007
 
2006
 
Non-capital loss carry-forwards
 
$
15,643,066
 
$
10,683,471
 
Approximate tax rate
   
31.12
%
 
35.62
%
     
4,868,122
   
3,805,452
 
Valuation allowance
   
( 4,868,122
)
 
( 3,805,452
)
   
$
0
 
$
0
 
 
Components of Income Taxes
 
2007
 
2006
 
Federal
 
$
-
 
$
-
 
State
   
-
   
-
 
Change in deferred tax benefit
   
1,062,670
   
721,656
 
Change in valuation allowance
   
(1,062,670
)
 
(721,656
)
Income taxes
 
$
-
 
$
-
 
 
15.
SUBSEQUENT EVENTS
 
On 27 November 2007 the Company's Board of Directors approved the issuance of up to 41,767,000 common shares in settlement of amounts payable to related parties and other loans and advances payable of $417,670.
 
F-19

 
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
 
There are no reportable disagreements on accounting or financial disclosure issues.

ITEM 8A. CONTROLS AND PROCEDURES

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of December 31, 2006. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of September 30, 2007 our disclosure controls and procedures are insufficient to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. There have been no significant changes in our internal controls over financial reporting during the quarter ended September 30, 2007 that have materially affected or are reasonably likely to materially affect such controls.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms.
 
15

 
Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Limitations on the Effectiveness of Internal Controls
 
Management believes that the Company’s records provide the information required to be disclosed in our reports filed or submitted under the Exchange Act and that such information is recorded, processed, summarized and reported, but not on a timely basis. This weakness is due to a lack of personnel and is being overcome by the direct involvement of the Company’s directors.  
 
O ur management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving our objectives and our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at that reasonable assurance level. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

ITEM 8A(T). CONTROLS AND PROCEDURES
 
ITEM 8B. OTHER INFORMATION
 
None
 
PART III
 
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT
 
All directors of our company, hold office until the next annual meeting of the stockholders or until their successors have been elected and qualified. The officers of our company are appointed by our board of directors and hold office until their death, resignation or removal from office . Our directors and executive officers, their ages and position held are as follows:

NAME OF DIRECTOR
 
AGE
 
POSITION
Robert Vivacqua
 
43
 
Director, President and Chief Financial Officer
Todd Ingram
  36  
Director
Henry Huber
  64  
Director
Derek Pepler *
 
49
 
Former Director, President and Chief Executive Officer
 
Robert Vivacqua
 
President, Director and Chief Financial Officer. Mr. Vivacqua has over eight years experience as a Financial Planner and Investment Advisor and has worked within several large and medium sized firms within the investment industry. He gained his start in the investment industry while at Bank of America where he made the transition to a currency trader. From there he graduated into the position of Financial Analyst at Elliott & Page Mutual Funds, which eventually amalgamated into Manulife Financial. Additionally, he became a partner in a small boutique independent Venture Capital Firm named RJ Sterling Venture Capital where he performs a wide range of duties such as financial and estate planning, advising, and mortgage facilitator for individual investors. In addition he has procured and assisted in raising financing for various small to mid sized private and public companies through RJ Sterling and the company’s relationships within the investment industry.
 
16

 
Todd Ingram
 
Mr. Ingram has a varied back ground in Investor Relations and Marketing. In the year 2000, Todd was employed with The Westminster Club, one of the oldest gentleman’s clubs in British Columbia, in their marketing department. After completing a successful marketing campaign for the Club, in 2001 Todd moved to OnlineOffice.com where he acted as the VP of Investor Relations.  During this tenure he assisted with the direction of the company to a pre-IPO status at which time JP Morgan bought the company directly for their Morgan OnLine project. Subsequently Todd took a position as the lead manager in charge of developing technology based solutions for Forbes Financial. During four years of service (2002 - 2006) with Forbes Financial Services, Todd played an integral role in the development of the Automotive Finance Company.  During this time he implemented a VPN (Virtual Private Network) strategy, web applications, DOS Database networking, complete CRM (customer relationship management software) for the leasing side, a mobile computing solution and a liquidation center for the disposition of returned and repossessed vehicles.  The company grew from 3 to 24 employees within an eighteen month time frame. Todd currently is the Chief Operating Officer of Communications USA.

Henry Huber
 
Mr. Huber has a Masters of Education degree, and has spent the last five years as President of his company, Uptrend Investment Services, providing investment services to private clients. Mr. Huber is also a director of Transnational Automotive Group, Inc. (TAUG on the OTCBB)

Derek Pepler*
 
Former Director, President and Chief Executive Officer - resigned November 22, 2007. From 1986 to 1994, Mr. Pepler specialized in commercial, investment and development real estate as a Senior Consultant with Colliers International and with Oxford Development Group as a Director. From 1994 to 1999, Mr. Pepler worked with several merchant banks with the position of V. P. of Sales and Marketing where he managed debt financing and venture capital opportunities. From 1999 to 2005 Derek managed sales and distribution of limited partnerships, hedge funds and financial products for several securities dealers.

ITEM 10. EXECUTIVE COMPENSATION
 
At this time there is no set executive compensation package for any of the directors or officers of the Company. The Company currently has an employee incentive stock option plan but has no employees. The company believes that it will adopt an executive compensation plan sometime within the next calendar year. The Company has paid executive compensation for services from its two key officers/shareholders of approximately $230,000 for the year ended September 30, 2006. Of this, $210,000 remains unpaid and has been accrued as management fees payable.
 
Employment Contracts
 
The Company does not presently have employment contracts with its executive officers and directors. The Company has various consulting contracts with companies and individuals for sales, marketing, technical and other general services.
 
17


ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
 
The following table sets forth as of January 24, 2007 certain information known to the Company regarding the beneficial ownership of the Company's common stock, and as adjusted to reflect the share ownership for (i) each executive officer or director of the Company who beneficially owns shares; (ii) each stockholder known to the Company to beneficially own five percent or more of the outstanding shares of its common stock; and (iii) all executive officers and directors as a group. The Company believes that the beneficial owners of the common stock listed below, 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.
 
 
 
PERCENTAGE OF
 
 
OUTSTANDING
NAME AND POSITION
NUMBER OF SHARES (1)
SHARES
Derek Pepler (former Director)
6,120,000
9.64%
Robert Vivacqua
6,383,000
10.06%
All Past, Current Directors and
 
 
Officers As A Group (2 Persons)
12,503,000
19.70%
 
(1) Based on 63,469,766 shares of common stock issued and outstanding as of December 15, 2007.
 
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
 
The Company issued 2,275,985 private placement restricted common shares in settlement of certain debts from shareholders of the Company for $0.05 per share.
 
During the year ended September 30, 2007 accrued management salaries have been recorded for services of the Chief Executive Officer, Chief Financial Officer and Chief Operating Officer totalling $100,000
(2006 - $250,000) and are included in accrued liabilities.

During the year ended September 30, 2007 the Company issued 11,800,000 shares of common stock valued at $1,285,102 to directors of the Company in payment for services rendered to the Company.
 
ITEM 13. EXHIBITS
 

18

 
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES 

 
 
2007
 
2006
 
1. Audit Fees *
 
$
18,500
 
$
29,700
 
2. Audit Related Fees *
 
$
-
 
$
13,500
 
3. Tax Fees **
 
$
-
 
$
-
 
4. All Other Fees
 
$
-
 
$
-
 
 
*
Consists of fees billed for professional services rendered for the audit of the Company's financial statements and review of the interim financial statements included in quarterly reports.

**
Consists primarily of fees paid for tax compliance and tax planning services.
 
The Company currently does not have a designated Audit Committee, and accordingly, the Company's Board of Directors' policy is to pre-approve all audit and permissible non-audit services provided by the independent auditors. These services may include audit services, audit-related services, tax services and other services. Pre-approval is generally provided for up to one year and any pre-approval is detailed as to the particular service or category of services and is generally subject to a specific budget. The independent auditors and management are required to periodically report to the Company's Board of Directors regarding the extent of services provided by the independent auditors in accordance with this pre-approval, and the fees for the services performed to date. The Board of Directors may also pre-approve particular services on a case-by-case basis.

SIGNATURES
 
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
TRIMAX CORPORATION.
 
By:
/s/ Robert Vivacqua
 

Robert Vivacqua
 
President and Director and Chief Executive Officer
Date: January 14, 2008
 
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
 
By:
/s/ Robert Vivacqua
 

  Robert Vivacqua
 
President and Chief Executive Officer and Director
 
January 14, 2008 
   
By:
/s/ Todd Ingram
 

Todd Ingram
 
Director
 
January 14, 2008
   
By:
/s/ Henry Huber
 

Henry Huber
 
Director
 
January 14, 2008
 
19

 

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