Nevada
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27-2838091
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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Large accelerated filer
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¨
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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Smaller reporting company
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ý
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PART I – FINANCIAL INFORMATION
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Item 1.
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Financial Statements.
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1 |
Item 2.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations.
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11 |
Item 3.
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Quantitative and Qualitative Disclosures About Market Risk.
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13 |
Item 4.
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Controls and Procedures.
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13 |
PART II – OTHER INFORMATION
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Item 1.
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Legal Proceedings.
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15 |
Item 1A.
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Risk Factors.
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15 |
Item 2
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Unregistered Sales of Equity Securities and Use of Proceeds.
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15 |
Item 3
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Defaults Upon Senior Securities.
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15 |
Item 4.
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Mine Safety Disclosures.
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15 |
Item 5.
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Other Information.
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15 |
Item 6.
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Exhibits.
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15 |
Signatures
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16 |
CONTENTS
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Page(s) |
Balance Sheets – May 31, 2012 (unaudited) and February 29, 2012
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2
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Statements of Operations – Three Months Ended May 31, 2012 and 2011, from June 11, 2010 (Inception) to May 31, 2012 (unaudited)
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3
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Statement of Stockholders’ Equity – June 11, 2010 (Inception) to May 31, 2012 (unaudited)
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4
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Statements of Cash Flows – Three Months Ended May 31, 2012 and 2011, from June 11, 2010 (Inception) to May 31, 2012 (unaudited)
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5
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Notes to Financial Statements (unaudited)
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6-10
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East Shore Distributors, Inc.
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(A Development Stage Company)
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Balance Sheets
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May 31, 2012
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February 29, 2012
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(Unaudited)
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Assets
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Current Assets
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Cash
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$ | 29,371 | $ | 13,661 | ||||
Inventory
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- | 45,735 | ||||||
Total Current Assets
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29,371 | 59,396 | ||||||
Total Assets
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$ | 29,371 | $ | 59,396 | ||||
Liabilities and Stockholders' Equity
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Current Liabilities
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Accounts payable
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$ | 11,000 | $ | 52,735 | ||||
Customer deposit
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10,800 | - | ||||||
Total Current Liabilities
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21,800 | 52,735 | ||||||
Loan payable - related party
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3,000 | 3,000 | ||||||
Total Liabilities
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24,800 | 55,735 | ||||||
Stockholders' Equity
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Preferred stock, $0.0001 par value; 10,000,000 shares authorized; none issued and outstanding
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- | - | ||||||
Common stock, $0.0001 par value, 100,000,000 shares authorized; 39,755,000 and 36,000,000 shares issued and outstanding
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3,976 | 3,976 | ||||||
Additional paid-in capital
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18,724 | 18,724 | ||||||
Deficit accumulated during the development stage
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(18,129 | ) | (19,039 | ) | ||||
Total Stockholders' Equity
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4,571 | 3,661 | ||||||
Total Liabilities and Stockholders' Equity
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$ | 29,371 | $ | 59,396 |
East Shore Distributors, Inc.
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||||||||||||
(A Development Stage Company)
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Statements of Operations
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(Unaudited)
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Three Months Ended May 31,
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June 11, 2010 (Inception) to
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2012
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2011
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May 31, 2012
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Revenue
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$ | 55,805 | $ | - | $ | 124,085 | ||||||
Cost of revenue
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45,735 | - | 104,793 | |||||||||
Gross profit
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10,070 | - | 19,292 | |||||||||
General and administrative expenses
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9,160 | 763 | 37,421 | |||||||||
Net income (loss)
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$ | 910 | $ | (763 | ) | $ | (18,129 | ) | ||||
Net loss per common share - basic and diluted
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$ | 0.00 | $ | (0.00 | ) | $ | (0.00 | ) | ||||
Weighted average number of common shares outstanding during the period - basic and diluted
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39,755,000 | 36,000,000 | 37,593,972 |
East Shore Distributors, Inc.
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(A Development Stage Company)
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Statement of Stockholders' Equity
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From June 11, 2010 (Inception) to May 31, 2012
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(Unaudited)
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Additional Paid In Capital | Deficit Accumulated during Development Stage | Total Stockholders' Equity | ||||||||||||||||||
Common Stock, $0.0001 Par Value
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Shares
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Amount
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Issuance of common stock - founder ($0.0001/share)
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36,000,000 | $ | 3,600 | $ | - | $ | - | $ | 3,600 | |||||||||||
Net income from June 11, 2010 (inception) to February 28, 2011
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- | - | 645 | 645 | ||||||||||||||||
Balance - February 28, 2011
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36,000,000 | 3,600 | - | 645 | 4,245 | |||||||||||||||
Issuance of common stock ($0.0001/share)
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3,600,000 | 360 | 3,240 | - | 3,600 | |||||||||||||||
Issuance of common stock ($0.10/share)
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155,000 | 16 | 15,484 | - | 15,500 | |||||||||||||||
Net loss for the year ended February 29, 2012
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- | - | - | (19,684 | ) | (19,684 | ) | |||||||||||||
Balance - February 29, 2012
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39,755,000 | 3,976 | 18,724 | (19,039 | ) | 3,661 | ||||||||||||||
Net income for the three months ended May 31, 2012
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- | - | - | 910 | 910 | |||||||||||||||
Balance - May 31, 2012
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39,755,000 | $ | 3,976 | $ | 18,724 | $ | (18,129 | ) | $ | 4,571 |
East Shore Distributors, Inc.
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(A Development Stage Company)
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Statements of Cash Flows
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(Unaudited)
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Three Months Ended May 31,
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June 11, 2010 (Inception) to
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2012
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2011
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May 31, 2012
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CASH FLOWS FROM OPERATING ACTIVITIES:
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Net income (loss)
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$ | 910 | $ | (763 | ) | $ | (18,129 | ) | ||||
Adjustments to reconcile net income (loss) to net cash used in operating activities:
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Changes in operating assets and liabilities:
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(Increase)/Decrease in:
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Inventory
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45,735 | - | - | |||||||||
Increase/(Decrease) in:
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Accounts payable
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(41,735 | ) | - | 11,000 | ||||||||
Customer deposit
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10,800 | - | 10,800 | |||||||||
Net Cash Provided By (Used) Operating Activities
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15,710 | (763 | ) | 3,671 | ||||||||
CASH FLOWS FROM FINANCING ACTIVITIES:
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Proceeds from loan payable - related party
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- | - | 3,000 | |||||||||
Proceeds from issuance of common stock - founder
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- | - | 3,600 | |||||||||
Proceeds from issuance of common stock
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- | - | 19,100 | |||||||||
Net Cash Provided By Financing Activities
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- | - | 25,700 | |||||||||
Net increase (decrease) in cash
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15,710 | (763 | ) | 29,371 | ||||||||
Cash - Beginning of Period
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13,661 | 7,245 | - | |||||||||
Cash - End of Period
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$ | 29,371 | $ | 6,482 | $ | 29,371 | ||||||
SUPPLEMENTARY CASH FLOW INFORMATION:
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Cash Paid During the Period for:
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Income Taxes
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$ | - | $ | - | $ | - | ||||||
Interest
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$ | - | $ | - | $ | - |
June 11,
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Three
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Three
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2010
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Months
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Months
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(Inception)
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Ended
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Ended
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to
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May 31,
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May 31,
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May 31,
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2012
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%
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2011
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%
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2012
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%
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Brazil
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$ | - | - | $ | - | - | $ | 21,000 | 17 | % | ||||||||||||||
United States
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55,805 | 100 | % | - | - | 103,085 | 83 | % | ||||||||||||||||
Total
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$ | 55,805 | 100 | % | $ | - | - | $ | 124,085 | 100 | % |
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·
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Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
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·
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Level 2: Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.
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·
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Level 3: Unobservable inputs reflecting the Company’s assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available.
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Exhibit No.
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Description
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31.1 |
Certification of Principal Executive Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 302 of 2002 *
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31.2 |
Certification of Principal Financial Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 302 of 2002 *
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32.1 |
Certification of Principal Executive Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
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32.2 |
Certification of Principal Financial Officer, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
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101.INS** | XBRL Instance | ||
101.SCH** | XBRL Taxonomy Extension Schema | ||
101.CAL** | XBRL Taxonomy Extension Calculation | ||
101.DEF** | XBRL Taxonomy Extension Definition | ||
101.LAB** | XBRL Taxonomy Extension Labels | ||
101 PRE** | XBRL Taxonomy Extension Presentation |
EAST SHORE DISTRIBUTORS, INC.
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Date: July 9, 2012
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By:
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/s/ Alex Fridman
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Name: Alex Fridman | ||||||
Title: |
Chief Executive Officer
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(Principal Executive Officer)
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(Principal Financial Officer)
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(Principal Accounting Officer)
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1.
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I have reviewed this Form 10-Q of East Shore Distributors, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods present in this report;
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4.
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I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13-a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant’s internal control over financing reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involved management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date: July 9, 2012
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By:
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/s/ Alex Fridman
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Alex Fridman
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Principal Executive Officer
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East Shore Distributors, Inc.
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1.
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I have reviewed this Form 10-Q of East Shore Distributors, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods present in this report;
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4.
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I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13-a-15(f) and 15d-15(f)) for the registrant and have:
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|||||
a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|||||
b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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|||||
c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|||||
d)
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Disclosed in this report any change in the registrant’s internal control over financing reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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|||||
5.
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I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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|||||
a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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|||||
b)
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Any fraud, whether or not material, that involved management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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|||||
Date: July 9, 2012
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By:
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/s/ Alex Fridman
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||||
Alex Fridman
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||||||
Principal Financial Officer
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||||||
East Shore Distributors, Inc.
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(1)
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Such Quarterly Report on Form 10-Q for the quarter ended May 31, 2012, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in such Quarterly Report on Form 10-Q for the quarter ended May 31, 2012, fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: July 9, 2012
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By:
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/s/ Alex Fridman
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Alex Fridman
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|||
Principal Executive Officer
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|||
East Shore Distributors, Inc.
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(1)
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Such Quarterly Report on Form 10-Q for the quarter ended May 31, 2012, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in such Quarterly Report on Form 10-Q for the quarter ended May 31, 2012, fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date: July 9, 2012
|
By:
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/s/ Alex Fridman
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|
Alex Fridman
|
|||
Principal Financial Officer
|
|||
East Shore Distributors, Inc.
|
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Note 3 - Customer Deposit
|
3 Months Ended |
---|---|
May 31, 2012
|
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Deferred Revenue Disclosure [Text Block] |
Note 3
Customer Deposit
In
May 2012, the Company received a $10,800 deposit for goods
that are in production with the Company’s
supplier.
|