10QSB 1 superqsbmay06.htm Super Luck, Inc. May 06



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-QSB


QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
 OF 1934 FOR THE QUARTER ENDED MAY 31, 2006

 

SUPER LUCK INC.
(Name of small business issuer in its charter)

 Delaware

(State or jurisdiction of incorporation or
organization)

 Commission File Number

000-51817

33-1123472

I.R.S. Employer Identification No.

   

Rm 1901-2, Lucky Building

39 Wellington Street, Central, Hong Kong

(Address of principal executive offices)

   

Issuers telephone number (852) 2802-8663


Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months and (2) has been subject to such filing requirements for the past 90 days. Yes /x / No / /

As of May 31, 2006, there were 8,500,000 shares of voting common stock, $.001 par value, of Super Luck, Inc. issued and outstanding.

Transitional Small Business Disclosure Format (check one): Yes / / No /x /

 



  

 - 1 -



  

 - 2 -




PART I


Item 1. Financial Statements



SUPER LUCK, INC.


(A DEVELOPMENT STAGE COMPANY)


FINANCIAL STATEMENTS


MAY 31, 2006 (UNAUDITED)




INDEX





Page

Balance Sheets, May 31, 2006 (Unaudited) And November 30, 2005

4

Statement of Operations for the Three Months and Six Months Ended May 31, 2006, and from Inception on August 10, 2005 through May 31, 2006

5

Statement of Stockholder’s Equity for the Six Months Ended May 31, 2006, and from Inception through May 31, 2006

6

Statement of Cash Flows for the Three Months Ended May 31, 2006

   and from Inception on August 10, 2005 through May 31, 2006

7

Notes to Financial Statements

8 - 11














  

 - 3 -





SUPER LUCK, INC.


(A DEVELOPMENT STAGE COMPANY)


BALANCE SHEET


AS OF MAY 31, 2006 (UNAUDITED) AND NOVEMBER 30, 2005




 

As of

May 31, 2006

  

As of

November 30, 2005

 
 

(Unaudited)

  

(Audited)

 
 

US$

  

US$

 

ASSETS

     
      

Current assets

     

Cash and cash equivalents

9,550

  

7,695

 
      

Total assets

9,550

  

7,695

 
      

LIABILITIES AND STOCKHOLDER’S EQUITY

     
      

Current liabilities

     

     Accrued audit fee

-

  

3,213

 

Amount due to a stockholder (Note 7)

10,000

  

-

 
      

Total liabilities

10,000

  

3,213

 
      

Stockholder’s equity

     

Common stock - US$0.001 par value (Note 4) :

     

  authorized 100,000,000 shares; 8,500,000 shares issued and   

       outstanding

8,500

  

8,500

 

Accumulated deficit during the development stage

(8,960)

  

(4,018)

 

 Accumulated other comprehensive income

10

  

-

 
      

Total stockholder’s (deficit)

(450)

  

4,482

 
      

Total liabilities and stockholder’s (deficit)

9,550

  

7,695

 












See accompanying notes to financial statements.



  

 - 4 -




SUPER LUCK, INC.


(A DEVELOPMENT STAGE COMPANY)


STATEMENT OF OPERATIONS


FOR THE THREE MONTHS AND SIX MONTHS ENDED MAY 31, 2006


AND FROM INCEPTION ON AUGUST 10, 2005 THROUGH MAY 31, 2006




  







Cumulative

Total Since

Inception

  




For The

Three Months

Ended

  




For The

Six

 Months

Ended

 




From August

10, 2005 (Date of Inception) to

 
   

May 31, 2006

  

May 31, 2006

 

November 30, 2005

 
 

(Unaudited

)

 

(Unaudited

)

 

(Unaudited

)

(Audited

)

 

US$

  

US$

  

US$

 

US$

 
           

Revenue

-

  

-

  

-

 

-

 
           

Expenses

          

Formation expenses

539

  

-

  

-

 

539

 

General and administrative

     expenses

8,429

  

4,533

  

4,949

 

3,480

 
           

Loss from operations

(8,968

)

 

(4,533

)

 

(4,949

)

(4,019

)

Interest income

8

  

4

  

7

 

1

 
           

Loss before income taxes

(8,960

)

 

(4,529

)

 

(4,942

)

(4,018

)

Income taxes (Note 2)

-

  

-

  

-

 

-

 
           

Net loss

(8,960

)

 

(4,529

)

 

(4,942

)

(4,018

)

           

Net loss per common share:

          

Basic and diluted (Note 3)

(0.00

)

 

(0.00

)

 

(0.00

)

(0.00

)

           

Weighted average number of shares:

          

Basic and diluted

8,067,797

  

8,500,000

  

8,500,000

 

7,371,681

 









See accompanying notes to financial statements.




  

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SUPER LUCK, INC.


(A DEVELOPMENT STAGE COMPANY)


STATEMENT OF STOCKHOLDER’S EQUITY


FROM INCEPTION THROUGH MAY 31, 2006




 

Common stock

      
 


No. of

  


Accumulated

 

Accumulated

Other

   
 

shares

 

Amount

 

Deficit

 

Comprehensive

 

Total

 
   

US$

 

US$

  

US$

 

US$

 

Issuance of common stock

           

  on August 25, 2005 (Note 4)

8,500,000

 

8,500

 

-

  

-

 

8,500

 
            

Net loss from August 10, 2005   

(Date of Inception) to   

November 30, 2005



-

 



-

 



(4,018



)

 



-

 



(4,018



)

           

Balance, November 30, 2005

8,500,000

 

8,500

 

(4,018

)

 

-

 

4,482

 
            

Comprehensive income:

           

  Net loss, six months ended   

  May 31, 2006


-

 


-

 


(4,942


)

 


-

 


(4,942


)

  Foreign currency translation

-

 

-

 

-

 

10

 

10

 
           

Balance, May 31, 2006

8,500,000

 

8,500

 

(8,960

)

 

10

 

(450

)














See accompanying notes to financial statements.




  

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SUPER LUCK, INC.


(A DEVELOPMENT STAGE COMPANY)


STATEMENT OF CASH FLOWS


FOR THE THREE MONTHS ENDED MAY 31, 2006


AND FROM INCEPTION ON AUGUST 10, 2005 THROUGH MAY 31, 2006



 





Cumulative

Total Since

Inception

  


For The

Six

 Months

Ended

  


From August

10, 2005 (Date of Inception) to

 
   

May 31,

2006

  

November 30, 2005

 
 

(Unaudited

)

 

(Unaudited

)

 

(Audited

)

 

US$

  

US$

  

US$

 

Cash flows from operating activities:

        

Net loss

(8,960

)

 

(4,529

)

 

(4,018

)

Change in liabilities:

        

Accrued audit fee

-

  

-

  

3,213

 
         

Net cash used in operating activities

(8,960

)

 

(4,529

)

 

(805

)

         

Cash flows from financing activities:

        

Proceeds from issuance of common stock

8,500

10,000

  

-

10,000

  

8,500

-

 

     Advance from a stockholder

     
         

Net cash provided by financing activities

18,500


10

  

10,000

  

8,500


-

 
       

     Effect of rate changes on cash

  

10

  
        

Net change in cash and cash equivalents

9,550

  

5,481

  

7,695

 
         

Cash and cash equivalents, beginning of period

-

  

4,069

  

-

 
         

Cash and cash equivalents, end of period

9,550

  

9,550

  

7,695

 
         

Cash paid for:

        

Income taxes paid

-

  

-

  

-

 

Interest paid

-

  

-

  

-

 






See accompanying notes to financial statements.




  

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SUPER LUCK, INC.


(A DEVELOPMENT STAGE COMPANY)


NOTES TO FINANCIAL STATEMENTS


MAY 31, 2006 (UNAUDITED)




1.

NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES


Corporate information


Super Luck, Inc. (the “Company”) was incorporated in the State of Delaware on August 10, 2005 for the purpose of exploring business opportunities including reselling software products.


The Company is a development stage company and has no activity during the period.


Continuance of operations


These financial statements are prepared on a going concern basis, which considers the realization of assets and satisfaction of liabilities in the normal course of business.  As of May 31, 2006, the Company had cash and cash equivalents of US$9,550, working capital and stockholder’s equity of US$9,550 and accumulated deficit of US$8,960 respectively.  These factors raise substantial doubt about the Company’s ability to continue as a going concern.


Management plans on the continuation of the Company as a going concern include financing the Company’s existing and future operations through additional issuance of common stock and/or advances from the sole stockholder and seeking for profitable business opportunities.  However, the Company has no assurance with respect to these plans.  The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.


Cash and cash equivalents


Cash and cash equivalents comprise highly liquid investments with original maturity of three months or less.  At May 31, 2006, cash and cash equivalents consist of bank balance of US$934 and cash in hand of US$8,616, both of which are denominated in Hong Kong dollars (“HKD”).


Concentration of risk


The Company keeps cash in HKD and maintains a HKD savings account with a commercial bank in Hong Kong, which are financial instruments that are potentially subject to concentration of credit risk.  During the reporting period, the Company has not engaged in any hedging activities.



  

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SUPER LUCK, INC.


(A DEVELOPMENT STAGE COMPANY)


NOTES TO FINANCIAL STATEMENTS


MAY 31, 2006 (UNAUDITED)




1.

NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONT’D)



Income taxes


The Company accounts for income tax in accordance with Statement of Financial Accounting Standards No. 109, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of the events that have been included in the financial statements or tax returns.  Deferred income taxes are recognized for all significant temporary differences between tax and financial statement bases of assets and liabilities.  A valuation allowance is recognized on deferred tax assets when it is more likely than not that these deferred tax assets will not be realized.


Foreign currency translation


The Company keeps cash and cash equivalents and incurred expenses in HKD during the reporting period and thus HKD is considered to be the functional currency.  Transactions denominated in currencies other than HKD are translated into HKD at the applicable rates of exchange prevailing at the dates of the transactions.  Monetary assets and liabilities denominated in other currencies are translated into HKD at the rates of exchange prevailing at the balance sheet date.  Exchange gains and losses are included in the determination of net income.


For financial reporting purposes, HKD has been translated into United States dollars (“US$”) as the reporting currency.  Assets and liabilities are translated into US$ at the exchange rate in effect at the period end.  Income and expenses are translated at average exchange rate prevailing during the period.  Translation adjustments arising from the use of different exchange rates from period to period are included as a component of stockholder’s equity as “Accumulated other comprehensive income – foreign currency translation adjustments”.  Gains and losses resulting from foreign currency translation are included in other comprehensive income/(loss).  


Conversion of amounts from Hong Kong dollars into United States dollars has been made at the exchange rate of US$1.00 = HK$7.76 for the three months ended May 31, 2006 and US$1.00 = HK$7.78 from inception on August 10, 2005 to February 28, 2006.  There is a comprehensive income of US$10 due to the effect of rate changes during the reporting period.





  

 - 9 -




SUPER LUCK, INC.


(A DEVELOPMENT STAGE COMPANY)


NOTES TO FINANCIAL STATEMENTS


MAY 31, 2006 (UNAUDITED)




1.

NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONT’D)



Use of estimates


The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in these financial statements and the accompanying notes during the reporting period.  Actual results could differ from those estimates.


Fair values of financial instruments


Financial instruments include cash and cash equivalents.  Management of the Company does not believe that the Company is subject to significant interest, currency or credit risks arising from these financial instruments.  The respective carrying values of financial instruments approximate their fair values.  Fair values were assumed to approximate carrying values since they are short-term in nature or they are receivable or payable on demand.

 


2.

INCOME TAXES


A reconciliation of income taxes at statutory rate is as follows:-


  

US$

 
    

Loss before income taxes

 

(4,529

)

    

Expected benefit at statutory rate of 34%

 

(1,540

)

Valuation allowance

 

1,540

 
    
  

-

 
    

Recognized deferred income tax asset is as follows:

   
    

Operating losses available for future periods

 

3,047

 

Valuation allowance

 

(3,047

)

    
  

-

 


At May 31, 2006, the Company has incurred operating losses of US$8,960, which, if unutilized, will expire through to 2026.  Future tax benefits arising as a result of these losses have been offset by a valuation allowance.





  

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SUPER LUCK, INC.


(A DEVELOPMENT STAGE COMPANY)


NOTES TO FINANCIAL STATEMENTS


MAY 31, 2006 (UNAUDITED)



3.

NET LOSS PER SHARE


During the reporting period, the Company did not issue any dilutive instruments, such as options or warrants.  Accordingly, the reported basic and diluted loss per share is the same.



4.

COMMON STOCK


The Company was incorporated on August 10, 2005 with authorized capital of 100,000,000 shares of common stock of US$0.001 par value.  On August 25, 2005, 8,500,000 shares of common stock of US$0.001 par value totaling US$8,500 was issued for cash.



5.

STOCK INCENTIVE PLAN


The Company has not established any stock incentive plan since its incorporation.



6.

COMMITMENTS AND CONTINGENCIES


The Company had no commitments or contingent liabilities as of May 31, 2006.



7.

RELATED PARTY TRANSACTIONS


The sole stockholder, who is also the director, advanced US$10,000 to the Company financing its working capital during the reporting period.  The advance is interest-free, unsecured and repayable on demand.



  

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Item 2. Management’s Discussion and Analysis or Plan of Operation



Forward Looking Statements


Certain statements in this report, includes forward-looking statements that include risks and uncertainties. We use words such as "anticipates," "believes," "plans," "expects," "future," "intends" and similar expressions to identify such forward-looking statements. This Form also contains forward-looking statements attributed to certain third parties relating to their estimates regarding the operation and growth of our business and spending. You should not place undue reliance on these forward-looking statements, which apply only as of the date hereof. We have based these forward-looking statements on our current expectations and projections about future events. Our actual results could differ materially from those discussed in this registration as we are a development stage company with no operations to date. Our ability to generate revenue is subject to substantial risks.


Management's Discussion and Analysis or Plan of Operation

Information in this section is current as of May 31, 2006.


We are a development stage company, and our business is to market, sell and support financial software products. We plan to become an introducer or agent of financial software products developed by international software developers around the globe. We are currently an introducer of one financial software product (as defined below), and we intend to eventually expand our operations to other financial software products. Activities to date have consisted solely of the raising of initial capital, developing a general business plan and signing an agreement with a business partner. 


We signed an agreement with Ariel Communications Limited (“Ariel”, the “Vendor”), a United Kingdom incorporated company, and became a reseller of computer software named FX Trading Platform (the “Software”, “FX System”) on December 6, 2005. The Software enables brokerage firms to conduct Foreign Exchange trading for their end clients, and it targets small and medium sized brokerage firms who do not have the financial ability and technological know-how to develop their own in-house software to trade Foreign Exchange real time. Super Luck has a right to introduce Ariel and the Software to potential customers who wish to use the Software for the provision of Foreign Exchange trading services (“Potential Clients”) and to enable the Potential Clients to offer such services to their own clients.  


Super Luck is required to use its best effort to introduce the Software to Potential Clients and pursue the Potential Clients to obtain the software license (“Software License”) from Ariel. Our sales territory includes Hong Kong, Taiwan, Greater China (the People’s Republic of China or Mainland China), Macau, Dubai and Kuwait (the “Territory”). Our sales rights are not exclusive within the Territory.


Our proposed business plan is to introduce the Software to potential corporate clients which will enable them to offer the services provided by the Software to their own clients. For the introduction of each new Potential Client, Super Luck is entitled to receive 20% of the amount of the initial set up fee agreed to in writing by the Potential Client which is above the Base Cost of US$10,000.  We are also entitled to receive 20% of a service charge imposed by Ariel per



  

 - 12 -



round turn conducted by the Potential Client on the Software. A “round turn” means two transactions including the buying and selling of 100,000 units per trade. Ariel will determine the rate of this service charge.  The aforementioned introduction fees are broadly referred to as the “Fees.”  Super Luck is only entitled to compensation if a Potential Client introduced to Ariel by Super Luck signs an agreement with Ariel.  Super Luck has not yet introduced any Potential Clients to Ariel.


The Company has minimal cash and has not yet earned revenue from any business operations.  There is no assurance that we will achieve or sustain profitability on an annual or quarterly basis. Because the Company has been a development stage company since inception and has not generated revenues, the Company operates with minimal overhead.  The Company will need to raise additional funds, either in the form of an advance or an equity investment by the Company's President; or in the form of equity investment by outside investors, or some combination of each.

Liquidity and Capital Resources

As of May 31, 2006, the Company remains in the development stage. For the period ended May 31, 2006, the Company's balance sheet reflects current and total assets of $9,550 in the form of cash and cash equivalents, and we have no current liabilities.

The Company does not have sufficient assets or capital resources to pay its on-going expenses while it is seeking out business opportunities. Therefore, it filed a registration statement with the Securities and Exchange Commission for the sale of common shares. The registration statement is not yet final, and there is no guarantee that it will ever be deemed effective. However, if the registration statement becomes final, the Company expects to raise a maximum aggregate sum of $100,000 through the sale of 200,000 shares common stock with a proposed maximum offering price of $0.50 per share.  Although the Company has no agreement in place with its shareholders or other persons to pay expenses on its behalf, it is currently anticipated that the Company will rely on loans from the major stockholder, Mr. Wilson Cheung, to pay costs associated with filing an SB-2 and other daily operating expenses prior to the fund raising exercise. Mr. Cheung has no contractual obligation to provide these funds.  This arrangement will not change until the Company is able to consummate a business transaction.

Plan of Operations in the next 12 months

The Company recorded a net loss of ($4,529) for the three month period ended May 31, 2006, compared to a net loss of ($4,018) for the three month period ended November 30, 2005.

As the Company has minimal cash and has not yet earned revenue from any business operations, it is planning to raise additional capital through the sale of 200,000 shares common stock in the next 12 months. Through the sale of 200,000 shares of common stock at a price of $0.5 per share, it is expected that the Company will raise an aggregate of $100,000 for operating expenses and business expansion.



  

 - 13 -



Use of proceeds

Management believes that it is most important to increase the profile of the Company and introduce the Software to our target clients, thus the Company will allocate 40% of any proceeds received to marketing and promotional activities. Human capital is also vital to the Company because we rely on the professional skills of our salesperson to resell the Software to our prospective clients. Our revenues and future growth depend on our ability to attract and retain qualified employees, in particular, experienced salespersons and marketing professionals who are financially literate. This is especially crucial to our business because these employees will generate revenues for the Company by selling the Software to brokerage firms and financial services companies. Therefore, we plan to allocate 10% of any proceeds received to working capital. The Company will allocate 30% of any proceeds received to cover the expenses incurred in the offering. The remaining 5% and 15% of any proceeds received will be used for future capital expenditures and administrative expenses.  


The funds allocated to business development are intended to be used for organizing various marketing activities such as seminars and business luncheons throughout the year. Different speakers with various backgrounds will give a speeches on topics related to the Forex trading market in Hong Kong and Greater China. In the latter part of the activities, we will introduce the Software to the participants. Through these activities, we can introduce our products and services to potential clients and increase our company profile.

The estimated costs for organizing a seminar and a luncheon are approximately $1,500 and $2,500, respectively. The total costs to organize one seminar and one luncheon are approximately $4,000, including the costs for booking a venue, inviting speakers and other necessary expenses. As we plan to organize six seminars/luncheons in 2006 and four in 2007, the aggregate costs will be $24,000 and $16,000. It is estimated that we will need approximately $8,000 to organize information sessions throughout 2006 and 2007. We plan to obtain the capital through an offering of common shares. If we do not raise enough capital through the sale of common stock, management or our sole stockholder plans to temporarily advance capital to fulfill the liquidity needs. Management has agreed to provide temporary financing to the Company, but is not contractually obligated to do so. If we fail to raise additional funding, we may have to delay, scale back or discontinue some or all of our operations.


The funds allocated to capital expenditures are intended to be used for purchasing necessary equipment such as computers, printers, projector and other office furniture. The Company does not maintain an office and its employees will station at the office of the President, for which it pays no rent. Therefore, it is expected that the Company will not purchases any property in the coming 12 months.



Employees


At present, we have no full or part-time employees. Super Luck is currently managed by Mr. Wilson Kin Cheung, the President and Director of the Company. Mr. Cheung devotes approximately 25% of his time to our operations, and we have not signed any employee agreement with Mr. Cheung.  We presently do not have pension, health, annuity, insurance, stock options, profit sharing and similar benefit plans; however, we may adopt such plans in the future. There are presently no personal benefits available to any employees.




  

 - 14 -



The funds allocated to working capital are intended to be used for hiring three employees in the coming 12 months. Two of these employees will be professional salespersons, and one will be responsible for organizing marketing activities and handling administrative duties. If we do not obtain enough funds from the sale of common stock, we may hire only one professional salesperson to assist Super Luck’s Director and President, Mr. Wilson Cheung. All the staff will be located in the Hong Kong office.


Product research and development


We will spend continuous effort in obtaining the most up-to-date information on Forex software development by performing desktop research and by keeping close contact with ARIEL, the developer of the Software.  Although we are not the developer of the Software, we can obtain feedback from our clients and request that ARIEL refine and upgrade the Software.


We will invite clients to fill in feedback questionnaires to express their opinions and comments on the usage of the Software and provide this information to ARIEL from time to time.   


Description of Property

Office Facilities

We have no real property and currently operate from limited office space provided by Easterly Financial Investment Limited (“Easterly”), for which we pay no rent. Easterly is located at Room 1901-02, Lucky Building, 39 Wellington Street, Central, Hong Kong. We have no plans to obtain additional office space for the next twelve months until our business is more developed.  


Description of Securities

The Company's authorized capital is 100,000,000 shares of common stock with $0.001 par value. As of May 31, 2006, there were 8,500,000 common voting shares issued and outstanding.

Debt Securities to be Registered

Not applicable.

 American Depository Receipts

Not applicable

 Other Securities to be Registered

Not applicable.



  

 - 15 -





Item 3. Controls and Procedures


The Securities and Exchange Commission defines the term disclosure controls and procedures to mean a company’s controls and other procedures that are designed to ensure that information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commissions rules and forms. The Company maintains such a system of controls and procedures in an effort to ensure that all information which it is required to disclose in the reports it files under the Securities Exchange Act of 1934 is accumulated and communicated to Company management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosures.


Based on an evaluation performed, the Company's certifying officers have concluded that the disclosure controls and procedures were designed and were effective as of May 31, 2006, to provide reasonable assurance of the achievement of these objectives.


There was no change in the Company’s internal control over financial reporting during the quarter ended May 31, 2006, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.



PART II



Item 1. Legal Proceedings


The Company does not know of any material, active or pending legal proceedings against them; nor is the Company involved as a plaintiff in any material proceeding or pending litigation.



Item 2. Changes in Securities and Use of Proceeds


None


Item 3. Defaults Upon Senior Securities


None



Item 4. Submission of Matters to a Vote of Security Holders


None


Item 5. Other Information


None.




  

 - 16 -




Item 6. Exhibits and Reports on Form 8-K



No reports on Form 8-K were filed for the quarter ended May 31, 2006.

The following exhibits are filed herewith:


3.1

Articles of Incorporation (herein incorporated by reference from Registration Statement on Form 10-SB filed with the Securities and Exchange Commission on February 22, 2006).


3.2

Bylaws (herein incorporated by reference from Registration Statement on Form 10-SB filed with the Securities and Exchange Commission on February 22, 2006).


31.1

Certifications of President pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.


31.2

Certifications of Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.


32.1

Certifications of President pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.


32.2

Certifications of Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.







  

 - 17 -




SIGNATURES



In accordance with Section 12 of the Securities Exchange Act of 1934, the registrant caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

 

SUPER LUCK, INC.



By: /s/ Wilson Cheung, President and Director


Date: July 10, 2006  




By: /s/ Wilson Cheung, Chief Financial Officer


Date: July 10, 2006  










  

 - 18 -