UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-SB - 3rd AMENDMENT
GENERAL FORM FOR REGISTRATION OF SECURITIES
OF SMALL BUSINESS ISSUERS
Under Section 12(b) or (g) of The Securities Exchange Act of 1934.
ENGENYOUS Technologies, Inc
(Name of Small Business Issuer in its charter)
Delaware 13-375-4705
(State or other jurisdiction (I.R.S. Employer Identification No)
of incorporation or organization)
400 S Dixie Highway Hallandale Beach Fl 33009
(Adress of principal executive offices) (Zip Code)
Issuer's telephone number (954) 458-3311
Securities to be registered pursuant to Section 12 (b) of the Act
Title of each class Name of each exchange on
which registrered
NONE NONE
Securities to be registered purusant to Section 12(g) of the Act.
COMMON STOCK CLASS A
PART 2
amendment to item 4 in Filing 10SB12G
Item 4. Changes in Securities and use of Proceeds
During the first fiscal quarter, in period April 1998 to July 31,
1999 the Company's officers sold the following shares of common
stock pursuant to rule 506, Regulation D of the Securities Act
of 1933. As of July 31 1999 the Company had issued and had
outstanding 3.502.900 shares of common stock and 30 shareholders.
The Company made the following changes in securities: On 05/01/98,
250,000 shares of common stock reserved for, but never issued to,
Mr. Sourav Battacharya, has been reissued
to Cynthia Robinsson (225.000 shares)and Rosetta Brownlee(25.000
shares) for services rendered.
<TABLE>
<C> <C> <C> <C> <C> <C>
Date Name Relationship Common Per Paid
To Company Stock Shares $
# shares
05/01/98 Alexandra Das None 5.000 0.50 2.500
05/01/98 Eric Palmer None 2.000 0.12 240
05/30/98 Charlie Smith None 900 0.40 360
05/01/98 Margareta Totems Director 61.500 1.00 61.500
Total of $64.600
</TABLE>
No underwriting discounts or commissions were paid in connection
with any of the above sales. For all of the above sales, the
registrant claimed exemption from registration under Section
4(2)of the Securities Act of 1933. The proceeds of above sales
was added to the Company's operating capital.
a) Shareholders list regarding services rendered and
additional paid in capital.
Equity securities of the registrant sold or for by the Registrant
services rendered during the period October 1997 and ended
July 31, 1999 that were not registered under the Securities Act
were:
<TABLE>
<C> <C> <C> <C> <C>
Date of Title Number
of of
Shares Shares Purchases Consideration
05/01/98 Common Stock 1.193.500 Clyde Smyth Prepaid Services
Valued at $37.775
05/01/98 Common Stock 1.000.000 Clyde Smyth Paid in capital
</TABLE> $50.000
Mr Smyth, the founder provided the technology for
English, Spanish and Encryption Products and for the
Electradoc Document Delivery Product. At the inception of
the Company Mr. Smyth paid in a capital of $ 50.000
Mr . Smyth has served as the Company's CEO since inception
and has not been paid any salary during this period.
<TABLE> <C> <C> <C> <C>
05/15/98 Common Stock 250.000 Margareta Totems Prepaid Services
Valued at $2.500
09/15/98 Common Stock 250.000 Margareta Totems Prepaid Services
Valued at $2.500
Ms M Totems has served as the Company's CFO and Secretary since
inception and has not been paid any salary during this period.
05/01/98 Common Stock 225.000 Cynthia Robinson Prepaid Services
value at $22.500
Ms Robinson designed the packaging for our English and Spanish
Products and wrote the content for our electronic workbooks.
05/01/98 Common Stock 5.000 Larry Berk Prepaid Services
valued at $3.000
Mr Berk serve as an Investment advicer.
05/01/98 Common Stock 25.000 Rosetta Brownlee Prepaid Services
valued at $7.500
Ms Brownlee proofread of our Spanish User Manuals.
05/01/98 Common Stock 1.500 Interspace Prepaid Services
Bill Ellison valued at $525
Nr, Ellison of Interspace provided service for screening employees.
05/01/98 Common Stock 5.000 Ted Robinson Prepaid Services
valued at $1.500
Mr. Robinson helped with our Business and Maketing Strategies.
05/01/98 Common Stock 50.000 Seymore Systems Prepaid Services
Jesse Seymore valued at $25.000
Mr. Seymore of Seymore Systems provided programming services for
our Learn to speak English and Learn to speak Spanish Software.
05/01/98 Common Stock 73.200 Corey Smyth Prepaid Services
valued at $25.000
Mr, Smyth provided writing the text for our UEL/2001 encryption
User manual.
05/01/98 Common Stock 5.000 Cecilia Hunter Prepaid Services
valued at $1.500
Ms. Hunter proofread the text on the packaging for
our English, Spanish product boxes and the English User manual.
05/01/98 Common Stock 75.000 Melba Outler Prepaid Services
valued at $35.000
Mr Outler wrote the User Manual for English amd Spanish Encryption
products.
05/01/98 Common Stock 15.000 Rosa Porter Prepaid Services
valued at $1.500
Ms Porter provided corrrections to the User Encryption manuals.
05/01/98 Common Stock 15.000 Valerie Reaves Prepaid Services
valued at $1.000
</TABLE>
Ms. Reavers provided Wordprocessing and proofreading for our
Electradoc Patent Specification, System Specification and
Web Site Specification for filing with US Patent Office.
<TABLE> <C> <C> <C> <C>
05/01/98 Common Stock 10.000 Joe Sander 500.00
05/01/98 Common Stock 5.000 James Terrell 250.00
05/01/98 Common Stock 20.000 Pearl Terrell 1.000.00
05/01/98 Common Stock 30.000 Wonda Alexander 2,550.00
05/01/98 Common Stock 300 Charlie Smith 150.00
05/01/98 Common Stock 5.000 Shirley Benjamin 250.00
05/01/98 Common Stock 5.000 Daniel Fields 150.00
05/01/98 Common Stock 10.000 Fannie Fields 500.00
05/01/98 Common Stock 5.000 Bertice Hazelhurt 250.00
05/01/98 Common Stock 5.000 Dawn Palmer 250.00
05/01/98 Common Stock 25.000 Larry Reaves 2.500.00
05/01/98 Common Stock 5.000 Louise Williams 250.00
05/01/98 Common Stock 15.000 Beatrice Wise 750,00
05/01/98 Common Stock 5.000 Ralph Wise 250.00
04/14/99 Common Stock 100.000 264646 Alberta 9.950.00
Ltd,
Total $19.550.00
</TABLE>
No underwriting discounts or commissions were paid in connection
with any of the above sales. For all of the above sales, the
registrant claimed exemption from registration under Section 4(2)
of the Securities Act of 1933.
(b) Identity of officers, directors and principal
shareholders that own 5 percent or more of the
securities are:
Clyde Smyth , Officer, Director, Principal shareholder
Margareta Totems, Officer, Director , Principal Shareholder
Cynthia B Robinson, Officer, Director, Principal Shareholder
PART F/S
Amendment to Filing 10SB12G/A
Statement of Cash Flow dated 07/31/99
Amendment regarding Independent Auditor's Report to include
audit period as from the inception January 1998 to July 31 1999
INDEPENDENT AUDITOR'S REPORT
The Board of Directors and Shareholders
ENGENYOUS Technologies Inc,
Hallandale Beach, Florida
We have audited the balance sheet of ENGENYOUS Technologies
Inc as of July 31, 1999, and the related statements of operations,
shareholders' equity and cash flows for the year ended July 31,
1999. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion
on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted
auditing standards. Those standards required that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
The Company commenced its sales operations in June 1998,and in
our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of
ENGENYOUS Technologies Inc as of July 31, 1999, and the results
of operations and its cash flows from the inception January 10,
1998 to the year ended July 31, 1999, in conformity with
generally accepted accounting principles.
Pat Rogers
Certified Public Accountant
Hollywood, Florida
April 21, 2000
ENGENYOUS Technologies, Inc.
Balance Sheet (Audited)
January 10, 1998 to July 31, 1999
<TABLE>
<C>
ASSETS <C>
Current Assets
Cash 4.275
Trade Receivable 37.005
Inventory (Note 2) 110.650
------------
TOTAL Current Assets 151.975
Property & Equipment (Net)(Note 2) 77.546
Research & Development(Note 2) 301.809
------------
TOTAL Assets $ 531.330
=========
Liabilities & Stockholders' Equity
--------------------------------------------
Current Liabilities
Trade Acct. Payable 36.267
Current Potion L/T Debt(Note 3) 41.750
------------
TOTAL Current Liabilities 78.017
Long Term Liabilities 0
TOTAL Long Term Liabilities 0
Stockholders' Equity
Common Stock $.001 par value (Note 5) 5.000
Authorized - 20.000.000 Shares
Issued and Outstanding - 3.433.500 Shares
Share Premium 236.350
Additional paid in Capital 64.600
Retained Earnings 147.363
----------
Total Stockholders" Equity $ 453.313
-----------
Total Liabilities & Stockholders' Equity $ 531.330
===========
</TABLE>
See accompanying notes to financial statements.
ENGENYOUS Technologies, Inc.
Statement of Income & Retained Earnings (Audited)
Supplementary Information (Audited) Schedule
From inception January 10, 1998 to July 31, 1999
<TABLE>
<C> <C>
Revenue
Sales $ 402.500
* TOTAL $ 402.500
===========
Cost of Sales
Purchase $ 199.640
* TOTAL $ 199.640
===========
*NET SALES $ 202.860
===========
Selling Expenses
Advertising 23.095
Advertising Printing 39.683
Travel & Entertainment 19.700
* TOTAL $ 82.478
===========
General Expenses
Accounting $ 7.500
Payroll 7.000
Depreciation 4.602
Legal Fee 8.750
Offices 4.275
Bank 3.072
Postage 5.585
Telephone 6.346
Rent 12.406
Electric 605
Misc 3.763
*TOTAL $ 63.904
===========
*TOTAL EXPENSES $146.382
*NET $ 56.478
</TABLE>
See accompanying notes to financial statements.
ENGENYOUS Technologies Inc
Statement of Cash Flows (Audited)
January 10 1998 to July 31 1999
<TABLE>
<C> <C>
For 18 months
ended 07/31/1999
Cash Flows from operating 56.478
activities: Net profit (loss)
Adjustments to Reconcile Net Loss
to Net Cash Used in Operating
Activities:
Changes in Assets and Liabilites 0
Increase/(Decrease) in
Accounts Payable and Accrued
Expenses 36.267
Additional Paid in Capital
Contributed by Shareholders 64.600
Total Adjustments 121.078
Net Cash Used in
Operating Activites 146.382
Cash Flows from financing
Activites:
Increase in Loan Payable 0
Net Cash Provided by
Financing Activities 0
Net Change in Cash 52.203
Cash at Beginning of Period 4.275
Cash at End of Period 56.478
Supplemental Disclosure of
Cash Flow Information
Cash Paid During the period for
Interest Expense 3.072
Corporate Tax 0
</TABLE>
NOTES TO FINANCIAL STATEMENTS
Note 1 Business Overview
ENGENYOUS technologies Inc ("The Company") develops and
markets encryption software and language software. At the
inception of the Company the technology related to the
encryption software and language software was developed by
the Company's founder, Clyde Smyth. Other individuals services
was prepaid with shares of common stock for the value of their
services. The Company markets its products to Distributors,
Resellers, Government Agencies, Individual Users and on
the Internet. The Company has developed a new technology
for the delivery of encoded electronic documents with evidence
tracking over the Internet and has two patents pending
for this technology. The Company also, has become a provider
of e-commerce web sites. The sites create new business in
cyberspace in eleven languages. The Company is structured as
a "C" corporation, incorporated in Delaware in April 1998.
Note 2 Summary of Significant Accounting Policies
The accompanying financial information as of July 31, 1999
which are, in the opinion of management, fairly present
such information in accordance with generally accepted
accounting principles.
Property and Equipment
Property and Equipment are stated at cost. Depreciation on
the property and equipment is computed using the
straight-line method over seven years.
Research and Development
Research and development will be amortized over seven years
in accordance with generally accepted accounting principles.
Product Inventory
Product Inventory is stated at actual cost and has not
assigned any sales cost in accordance to the generally
accounting principles.
Line of Credit
The Company has a revolving line of credit with Regent Bank
that provides maximum borrowing of $40,000 with interest payable
at prime plus 1% (10,25% at July 31,1999). The line is renewable
on an annual basis and guaranteed by the primary stockholder.
The company has borrowed against the line of credit.
Item 1. Index to Exhibits -
Financial StatementS dated July 31, 1999
27.1 Financial Data Schedule Statement dated July 31, 1999
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
/ S /
Clyde Smyth
(Registrant)
Date: April 21, 2000
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL
FORMATION EXTRACTED FROM BALANCE SHEET 073199
ANDINCOME STATEMENT 073199 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS
FINANCIAL DATA SCHEDULE
<C> <C>
<PERIOD-TYPE> 18-MOS
<FISCAL-YEAR-END> JULY-31-1999
<PERIOD-START> 01-10-1998
<PERIOD-END> JULY-31-1999
<CASH> 4.275
<SECURITIES> 0
<RECEIVABLES> 37.005
<ALLOWANCES> 0
<INVENTORY> 110.650
<CURRENT-ASSETS> 151.975
<PP&E> 0
<DEPRECIATION> 4.602
<TOTAL-ASSETS> 531.330
<CURRENT-LIABILITIES> 78.017
<BONDS> 0
0
0
<COMMON> 5.000
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 531.330
<SALES> 402.500
<TOTAL-REVENUES> 402.500
<CGS> 0
<TOTAL-COSTS> 199.640
<OTHER-EXPENSE> 146.382
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY 0
<CHANGES> 0
<NET-INCOME> 56.478
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
