NEVADA
|
TBA
|
|
(State
or other jurisdic
tion
of incorporation or organization)
|
(I.R.S.
Employer Identification Number)
|
|
|
|
|
No
47 Hala Pegoh
,
Taman
Sri Pengkalan 31650
Ipoh,
Perak, Malaysia
|
Nevada
Agency and Trust Company
50
West Liberty St, Suite 880
Reno,
NV 89501
|
|
(Name
and address of principal executive offices)
|
(Name
and address of agent for service)
|
(1) |
This
price was arbitrarily determined by Windstar,
Inc.
|
(2) |
Estimated
solely for the purpose of calculating the registration fee in accordance
with Rule 457(a) under the Securities
Act.
|
Offering
Price
|
Underwriting
Discounts
and
Commissions
|
Proceeds
to
Selling
Shareholders
|
|
Per
Share
|
$0.02
|
None
|
$0.02
|
Total
|
$19,000
|
None
|
$19,000
|
Securities
Being Offered
|
Up
to 950,000 shares of our common stock, which includes all issued
and
outstanding shares with the exception of those held by our officer
and
director, Siew Mee Fam, and our director, Sze Yein
Wong.
|
Offering
Price
|
The
offering price of the common stock is $0.02 per share. There is no
public
market for our common stock. We cannot give any assurance that the
shares
offered will have a market value, or that they can be resold at the
offered price if and when an active secondary market might develop,
or
that a public market for our securities may be sustained even if
developed. The absence of a public market for our stock will make
it
difficult to sell your shares in our stock.
We
intend to apply to the NASD over-the-counter bulletin board, through
a
market maker that is a licensed broker dealer, to allow the trading
of our
common stock upon our becoming a reporting entity under the Securities
Exchange Act of 1934. If our common stock becomes so traded and a
market
for the stock develops, the actual price of stock will be determined
by
prevailing market prices at the time of sale or by private transactions
negotiated by the selling shareholders. The offering price would
thus be
determined by market factors and the independent decisions of the
selling
shareholders.
|
Minimum
Number of Shares
To
Be Sold in This Offering
|
None
|
Securities
Issued and to be Issued
|
2,150,000
shares of our common stock are issued and outstanding as of the date
of
this prospectus. Our officer and director, Siew Mee Fam, and our
director,
Sze Yein Wong, own an aggregate of 55.8% of the common shares of
our
company and therefore have substantial control. All of the common
stock to
be sold under this prospectus will be sold by existing shareholders.
There
will be no increase in our issued and outstanding shares as a result
of
this offering.
|
Use
of Proceeds
|
We
will not receive any proceeds from the sale of the common stock by
the
selling shareholders.
|
Offering
Period
|
The
shares are being offered for a period up to March 31, 2007, unless
extended by us for an additional 90
days.
|
Balance
Sheet Data
|
As
of September 30, 2007 (Unaudited)
|
|
Cash
|
$
|
35,000
|
Total
Assets
|
$
|
39,000
|
Liabilities
|
$
|
0
|
Total
Stockholders’ Equity
|
$
|
39,000
|
Statement
of Operations
|
For
the Year Ended September 30, 2007 (Unaudited)
|
|
Revenue
|
$
|
0
|
Loss
for the Period
|
$
|
4,000
|
§ |
the
cost, performance and reliability of our products and products offered
by
our competitors;
|
§ |
public
perceptions regarding the effectiveness and value of air
purifiers;
|
§ |
customer
satisfaction with air purifiers; and
|
§ |
marketing
efforts and publicity regarding the needs for air purifiers.
|
§ |
Lower
than projected revenues;
|
§ |
Price
reductions and lower profit
margins;
|
§ |
The
inability to develop and maintain our products with features and
usability
sought by potential customers.
|
§ |
unexpected
increases in manufacturing costs;
|
§ |
interruptions
in shipments if a third-party manufacturer is unable to complete
production in a timely manner;
|
§ |
inability
to control quality of finished products;
|
§ |
inability
to control delivery schedules;
|
§ |
inability
to control production levels and to meet minimum volume commitments
to our
customers;
|
§ |
inability
to control manufacturing yield;
|
§ |
inability
to maintain adequate manufacturing capacity; and
|
§ |
inability
to secure adequate volumes of acceptable components, at suitable
prices or
in a timely manner.
|
§ |
Unexpected
changes in, or impositions of, legislative or regulatory
requirements;
|
§ |
Delays
resulting from difficulty in obtaining export licenses for certain
technology, tariffs, quotas and other trade barriers and restrictions;
|
§ |
Imposition
of additional taxes and penalties;
|
§ |
The
burdens of complying with a variety of foreign laws; and
|
§ |
Other
factors beyond our control, including acts of terrorism, which may
delay
the shipment of our products, impair our ability to travel or our
ability
to communicate with foreign locations.
|
1. |
the
number of shares owned by each prior to this
offering;
|
2. |
the
total number of shares that are to be offered by
each;
|
3. |
the
total number of shares that will be owned by each upon completion
of the
offering;
|
4. |
the
percentage owned by each upon completion of the offering;
and
|
5. |
the
identity of the beneficial holder of any entity that owns the
shares.
|
Name
and Address of
Selling
Shareholder
|
Shares
Owned Prior
to
This Offering
|
Total
Number of Shares
to
be Offered for
Selling
Shareholder Account
|
Total
Shares to be
Owned
Upon
Completion
of this Offering
|
Percent
Owned Upon Completion of this Offering
|
Noryati
Binti Embong
No.5,
Jalan Melor 5h, Desa Melor,
48200
Serendah, Selangor
|
25,000
|
25,000
|
0
|
0
|
Kanaga
Durga A/P Bakthvathsulu
Z-2,
Taman Banboo Jalan Terolak 3,
Batu
4 ¼, Jalan Ipoh, 51200 Kuala Lumpur
|
25,000
|
25,000
|
0
|
0
|
Mohd
Rasidi Bin Mustafa
No.317,
Jalan Puyuh, Batu 9 ½,
Jalan
Cheras 43200 Selangor
|
25,000
|
25,000
|
0
|
0
|
Cheong
Poh Yoke
No.
1493, Jalan Jiran 8, Happy Garden,
58200
Kuala Lumpur
|
25,000
|
25,000
|
0
|
0
|
Mohd
Shahbini Bin Selamat
No.48,
Jalan Kasturi 40, Seksyen Bb8, Bandar Baru Bukit Beruntung, 48300
Rawang
Selangor
|
25,000
|
25,000
|
0
|
0
|
Ahmad
Daud Bin Alwi
No.3,
Jalan Ros 2a/7, Seksyen Bs 5,
Bukit
Sentosa, 48300 Rawang Selangor
|
25,000
|
25,000
|
0
|
0
|
Mohamed
Noor Hisham Bin Osman
No.
14, Jalan Suadamai 4/1a, Bandar Tun Hussein Onn, 43200 Batu 9 Cheras,
Selangor
|
25,000
|
25,000
|
0
|
0
|
Zulkiflee
Bin Mohd Rani
No.32,
Jalan 7/17, Bandar Tasik Puteri,
48020
Rawang Selangor
|
25,000
|
25,000
|
0
|
0
|
Norhayati
Binti Mohammad
Lot
5002, Batu 5 1/2, Jalan Meru,
Kalang
41050 Selangor
|
25,000
|
25,000
|
0
|
0
|
Diharno
Bin Johari
Blok
C-2-13 Aparment Mawar, Jalan Bunga Raya 2, Taman Bunga Raya, Bukit
Beruntung
48300
Rawang Selangor
|
25,000
|
25,000
|
0
|
0
|
Ainel
Daina Binti Mohd Jonid
No.9,
Jalan Desa 2/3, Country Homes,
Rawang
48000, Selangor
|
25,000
|
25,000
|
0
|
0
|
Norazmi
Binti Mohd Jonid
Batu
9, Jalan Klang Lama, Peti Surat 6503,
Seri
Setia, Petaling Jaya 47307 Selangor
|
25,000
|
25,000
|
0
|
0
|
Abdul
Khalim Bin Jumli
No.128,
Jalan 4, Taman Desa Damai,
28700
Bentong, Pahang
|
25,000
|
25,000
|
0
|
0
|
Ros
Timah Binti Mat Yunan
Kampung
Pamah Rawas, Ulu Dong 27600
Raub,
Pahang
|
25,000
|
25,000
|
0
|
0
|
Amin
Bin Ibrahim
No.1,
Jalan Ss 17/3c, 47500
Subang
Jaya, Selangor
|
25,000
|
25,000
|
0
|
0
|
Lim
Chew Ting
No.4,
Jalan 1, Kampung Baru,
Sungai
Chua, 43000 Kajang, Selangor
|
25,000
|
25,000
|
0
|
0
|
Stonton
Morse Anak Jerry Rumpang
No.1,
Morse's Residence, Jalan Airport,
95000
Sri Aman, Sarawak
|
25,000
|
25,000
|
0
|
0
|
Abdul
Rauf Bin Jamaludin
No.141,
Jalan Abdul Rahman, Perumahan Melayu, Kampung Baru, 28700 Bentong,
Pahang
|
25,000
|
25,000
|
0
|
0
|
Ahmad
Daud Bin Mohd Noor
No.282,
Jalan Utama, Taman Desa Damai,
28700
Bentong, Pahang
|
25,000
|
25,000
|
0
|
0
|
Mohamad
Nazar Bin Zakaria
Km
4 1/2, Kampung Pangsenam,
28000
Temerloh, Pahang
|
25,000
|
25,000
|
0
|
0
|
Pragalath
Kumar A/L Kumaran
No.16,
Jalan 4a, Desa Sri Jenaris,
43000
Kajang, Selangor
|
25,000
|
25,000
|
0
|
0
|
Sin
Yew Hoong
No.31,
Jalan Usj 2/5e, Uep Subang Jaya,
47600
Subang Jaya, Selangor
|
25,000
|
25,000
|
0
|
0
|
Lim
Mei Ee
No.5b-1004,
Blok B, Emeral Hill Condo,
Bukit
Indah, 68000 Ampang, Selangor
|
25,000
|
25,000
|
0
|
0
|
Chai
Pei Shen
No.55,
Jalan Wangsa 1/1, Taman Wangsa Permai, Kepong 52100 Kuala
Lumpur
|
25,000
|
25,000
|
0
|
0
|
Wee
Joo Han
355-D,
Jalan Temenggong,
15000
Kota Bharu, Kelantan
|
25,000
|
25,000
|
0
|
0
|
Romle
Bin Jamran
No.101,
Perumahan Lknp, Kampung Muhibbah,
Benus,
28700 Bentong, Pahang
|
25,000
|
25,000
|
0
|
0
|
Mohamad
Azmi Bin Rahmat
Lot
2058, Jalan Tengah, Kampung Sri Pantai,
86800
Mersing, Johor
|
25,000
|
25,000
|
0
|
0
|
Hooi
Kin Kok
No.23,
Jalan Tokong, Jelapang,
30020
Ipoh, Perak
|
25,000
|
25,000
|
0
|
0
|
Norhazilah
Binti Ahmad
No.243,
Taman Long Jaffar Fasa 3/12,
34000
Taiping, Perak
|
25,000
|
25,000
|
0
|
0
|
Khor
Kin Leong
No.31,
Jalan Sri Melati 16, Taman Sri Melati,
68100
Batu Caves, Selangor
|
25,000
|
25,000
|
0
|
0
|
Low
Kah Soon
No.13,
Jalan Tekukor, Off Jalan Ipoh Batu 3,
51200
Kuala Lumpur
|
25,000
|
25,000
|
0
|
0
|
Wong
Kong Fong
No.4,
Jalan Angsana 2/2g, Sri Damansara,
Kepong,
52100 Kuala Lumpur
|
25,000
|
25,000
|
0
|
0
|
Lau
Eng Bok
No.43,
Jalan 12/18a, Taman Mastiara, Batu 6,
Jalan
Ipoh, 51200 Kuala Lumpur
|
25,000
|
25,000
|
0
|
0
|
Chin
Pui Kwong
No.23,
Jalan 2/37b, Taman Bukit Maluri, Kepong,
52100
Kuala Lumpur
|
25,000
|
25,000
|
0
|
0
|
Francis
A/L Moses
No.9,
Jalan Indah 5, Taman Medan Indah,
27600
Raub, Pahang
|
25,000
|
25,000
|
0
|
0
|
Lee
Wan Yuen
No.39,
Jalan Mewah 2/1, Pandan Mewah,
68000
Ampang, Selangor
|
25,000
|
25,000
|
0
|
0
|
Siow
Chun Leng
No.39,
Cp 7/66, Taman Cheras Paerdana,
43200
Batu 9 Cheras, Selangor
|
25,000
|
25,000
|
0
|
0
|
Pong
Wai Ling
No.695-24-05,
Desa Kiara Condo,
Jalan
Damansara, 60000 Kuala Lumpur
|
25,000
|
25,000
|
0
|
0
|
1. |
on
such public markets or exchanges as the common stock may from time
to time
be trading;
|
2. |
in
privately negotiated transactions;
|
3. |
through
the writing of options on the common
stock;
|
4. |
in
short sales, or;
|
5. |
in
any combination of these methods of
distribution.
|
1. |
the
market price of our common stock prevailing at the time of
sale;
|
2. |
a
price related to such prevailing market price of our common stock,
or;
|
3. |
such
other price as the selling shareholders determine from time to
time.
|
1. |
not
engage in any stabilization activities in connection with our common
stock;
|
2. |
furnish
each broker or dealer through which common stock may be offered,
such
copies of this prospectus, as amended from time to time, as may be
required by such broker or dealer;
and;
|
3. |
not
bid for or purchase any of our securities or attempt to induce any
person
to purchase any of our securities other than as permitted under the
Securities Exchange Act.
|
Name
|
Age
|
Position
Held with the Company
|
Siew
Mee Fam
No
47 Hala Pegoh,
8
Taman Sri Pengkalan 31650
Ipoh,
Perak, Malaysia
|
25
|
President,
Chief Executive Officer, Principal Executive Officer, Chief Financial
Officer, Principal Financial Officer, Principal Accounting Officer
and
Director
|
Sze
Yein Wong
No
47 Hala Pegoh,
8
Taman Sri Pengkalan 31650
Ipoh,
Perak, Malaysia
|
25
|
Director
|
1. |
Verbal
agreements with our accountants to perform requested financial accounting
services.
|
2. |
Verbal
agreements with auditors to perform audit functions at their respective
normal and customary rates.
|
Name
and Address of Beneficial Owners of Common Stock
|
Title
of Class
|
Amount
and Nature of Beneficial Ownership
1
|
%
of Common Stock
2
|
Siew
Mee Fam
No
47 Hala Pegoh,
No
47 Hala Pegoh,
8
Taman Sri Pengkalan 31650
Ipoh,
Perak, Malaysia
|
Common
Stock
|
600,000
|
27.9%
|
Sze
Yein Wong
No
47 Hala Pegoh,
8
Taman Sri Pengkalan 31650
Ipoh,
Perak, Malaysia
|
Common
Stock
|
600,000
|
27.9%
|
DIRECTORS
AND OFFICERS - TOTAL
|
1,200,000
|
55.8%
|
|
5%
SHAREHOLDERS
|
|||
NONE
|
Common
Stock
|
NONE
|
NONE
|
1. |
As
used in this table, "beneficial ownership" means the sole or shared
power
to vote, or to direct the voting of, a security, or the sole or shared
investment power with respect to a security (i.e., the power to dispose
of, or to direct the disposition of, a security). In addition, for
purposes of this table, a person is deemed, as of any date, to have
"beneficial ownership" of any security that such person has the right
to
acquire within 60 days after such
date.
|
2. |
The
percentage shown is based on denominator of 2,150,000 shares of common
stock issued and outstanding for the company as of October 1,
2007.
|
1. |
The
number of shares constituting that series and the distinctive designation
of that series
,
which may be by distinguishing number, letter or title
;
|
2. |
The
dividend rate on the shares of that series, whether dividends will
be
cumulative, and if so, from which date(s), and the relative rights
of
priority, if any, of payment of dividends on shares of that
series;
|
3. |
Whether
that series will have voting rights, in addition to the voting rights
provided by law, and, if so, the terms of such voting
rights;
|
4. |
Whether
that series will have conversion privileges, and, if so, the terms
and
conditions of such conversion, including provision for adjustment
of the
conversion rate in such events as the Board of Directors
determines;
|
5. |
Whether
or not the shares of that series will be redeemable, and, if so,
the terms
and conditions of such redemption, including the date or date upon
or
after which they are redeemable, and the amount per share payable
in case
of redemption, which amount may vary under different conditions and
at
different redemption dates;
|
6. |
Whether
that series will have a sinking fund for the redemption or purchase
of
shares of that series, and, if so, the terms and amount of such sinking
fund;
|
7. |
The
rights of the shares of that series in the event of voluntary or
involuntary liquidation, dissolution or winding up of the corporation,
and
the relative rights of priority, if any, of payment of shares of
that
series;
|
8. |
Any
other relative rights, preferences and limitations of that
series.
|
1) |
Filter-based
.
A
filter based purification system suctions the impure air and forces
it
through a filter to physically trap airborne particles. Most filters
are
effective at trapping all particulates that are larger than a particular
size. For example, HEPA (High Efficiency Particulate Air) filters
are most
effective at trapping particles that are 0.3 micrometers in size
or
larger. Some more advance HEPA filters may even trap particles as
small as
0.01 micrometers.
|
2) |
Activated
Carbon.
Activated
carbon is a highly porous material that can absorb volatile chemicals
on a
molecular basis, and is effective at removing volatile organic compounds,
chemicals and strong odors from the air. Activated carbon can be
used
alone or in conjunction with other filter technology.
|
3) |
Ionization.
Ionizer purifiers use charged electrical surfaces to generate electrically
charged ions. These ions attach to airborne particles which are then
electrostatically attracted to a charged collector plate, thus removing
the pollutants from the air.
|
1) |
Air
initially passes through the first stage of our air purification
system,
which is a filter net, designed to trap particulate matter as small
as 0.3
micrometers, in much the same way and to a similar degree as a HEPA
filter. Our system uses an updraft vent to collect the impure air
and
force it into our filtration device. We are currently investigating
the
incorporation of a fan to draw the impure air into our Product. We
will
assess the advantages, such as increased volume and efficiency, and
disadvantages, such as increased noise, required power to operate,
and
expense to manufacture, before deciding if a fan-based system is
warranted.
|
2) |
In
the second stage of our system filtered air is passed through an
ionization unit. Here the air will be further purified of particulate
matter by using electrically charged ions to attract airborne particles
and trap them on a charged electrical
surface.
|
3) |
The
third stage of our system is an oil collection device, which removes
heavy
grease and oil particles that are produced by cooking fatty foods
over
high flames, and collects the substances in a special collection
tray,
which can be easily removed, cleaned, or replaced as
necessary.
|
4) |
The
fourth and final stage of our system is an activated carbon filter,
which
rids the air of odors by absorbing any remaining volatile compounds
on a
molecular level.
|
· |
Creating
the most effective purification system using the least amount of
space;
|
· |
Making
our product quieter and more energy efficient, to reduce consumer
cost;
|
· |
Selecting
the best materials available at the lowest cost
possible
|
· |
Attending
National and Regional Kitchen and Home Appliance Promotions, Events
and
Conferences
:
These are events and conferences managed by regional and central
home
appliance organizations to promote new kitchen products and technology.
We
plan to introduce our products to the home appliance merchants, retailers
and wholesalers in attendance at these events. These events will
also
include trade meetings and promotional events and related seminars
and
conferences.
|
· |
Developing
Direct Marketing Programs to Attract Retailers
:
We intend to market directly to retailers by conducting seminars,
through
the use of online advertisements, and through traditional media outlets
such as newspapers and trade publications.
|
· |
Special
Promotions
:
Initially, we intend to offer special promotions to a few major home
appliance retailers by supplying them with a limited amount of our
Product
for sale or distribution to their general customers. Based on customer
feedback, we anticipate these retailers will begin placing regular,
wholesale orders with our company.
|
· |
Product
Demonstrations:
We
intend to send members of our sale team to various kitchen and home
appliance supply stores and retailers to conduct live demonstrations
of
our product, including assembly, installation, and effectiveness.
|
· |
Travel
and Related expenses, which will consist primarily of our executive
officers and directors visiting home appliance merchants, retailers
and
wholesalers in their sales efforts. We estimate travel and related
expenses for the next twelve months will be approximately
$4,000;
|
· |
Initial
Marketing, which will consist of the marketing efforts discussed
above,
including direct marketing and attendance at trade shows. We estimate
initial marketing expenses for the next twelve months will be
approximately $6,000;
|
· |
Research
and Development costs consist of developing and testing our Product
and
determining the best combination of materials and suppliers for
production. We estimate that research and development costs for the
next
twelve months will be approximately
$10,000.
|
· |
Any
of our directors or officers;
|
· |
Any
person proposed as a nominee for election as a
director;
|
· |
Any
person who beneficially owns, directly or indirectly, shares carrying
more
than 10% of the voting rights attached to our outstanding shares
of common
stock;
|
· |
Any
of our promoters;
|
· |
Any
relative or spouse of any of the foregoing persons who has the same
house
address as such person.
|
1. |
one
percent of the number of shares of the company's common stock then
outstanding, which, in our case, will equal approximately 9,500 shares
as
of the date of this prospectus, or;
|
2. |
the
average weekly trading volume of the company's common stock during
the
four calendar weeks preceding the filing of a notice on form 144
with
respect to the sale.
|
1. |
we
would not be able to pay our debts as they become due in the usual
course
of business, or;
|
2. |
our
total assets would be less than the sum of our total liabilities
plus the
amount that would be needed to satisfy the rights of shareholders
who have
preferential rights superior to those receiving the
distribution.
|
SUMMARY
COMPENSATION TABLE
|
||||||||
Name
and
principal
position
|
Year
|
Salary
($)
|
Bonus
($)
|
Option
Awards
($)
|
Non-Equity
I
ncentive
Plan
Compensation
($)
|
Nonqualified
Deferred
Compensation
Earnings
($)
|
All
Other
Compensation
($)
|
Total
($)
|
Siew
Mee Fam
President,
Chief Executive Officer, Principal Executive Officer,
Chief
Financial Officer, Principal Financial Officer,
Principal
Accounting Officer and Director
|
2007
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
OUTSTANDING
EQUITY AWARDS AT FISCAL YEAR-END
|
|||||||||
OPTION
AWARDS
|
STOCK
AWARDS
|
||||||||
Name
|
Number
of
Securities
Underlying
Unexercised
Options
(#)
Exercisable
|
Number
of
Securities
Underlying
Unexercised
Options
(#)
Unexercisable
|
Equity
Incentive
Plan
Awards:
Number
of
Securities
Underlying
Unexercised
Unearned
Options
(#)
|
Option
Exercise
Price
($)
|
Option
Expiration
Date
|
Number
of
Shares
or
Units
of
Stock
That
Have
Not
Vested
(#)
|
Market
Value
of
Shares
or
Units
of
Stock
That
Have
Not
Vested
($)
|
Equity
Incentive
Plan
Awards:
Number
of
Unearned
Shares,
Units
or
Other
Rights
That
Have
Not
Vested
(#)
|
Equity
Incentive
Plan
Awards:
Market
or
Payout
Value
of
Unearned
Shares,
Units
or
Other
Rights
That
Have
Not
Vested
(#)
|
Siew
Mee Fam
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
DIRECTOR
COMPENSATION
|
|||||||
Name
|
Fees
Earned or
Paid
in
Cash
($)
|
Stock
Awards
($)
|
Option
Awards
($)
|
Non-Equity
Incentive
Plan
Compensation
($)
|
Non-Qualified
Deferred
Compensation
Earnings
($)
|
All
Other
Compensation
($)
|
Total
($)
|
Siew
Mee Fam
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
Sze
Yein Wong
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
ASSETS
|
||
Current
Assets
|
||
Cash
and equivalents
|
$
|
35,000
|
Prepaid
expenses
|
4,000
|
|
TOTAL
ASSETS
|
$
|
39,000
|
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
||
Current
Liabilities
|
$
|
-0-
|
Stockholders’
Deficit
|
||
Common
Stock, $.001 par value, 100,000,000 shares authorized, 2,150,000
shares
issued and outstanding
|
2,150
|
|
Additional
paid-in capital
|
40,850
|
|
Deficit
accumulated during the development stage
|
(4,000)
|
|
Total
stockholders’ equity
|
39,000
|
|
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
$
|
39,000
|
Period
from
September
6, 2007
(Inception)
to
September
30,
2007
|
||
Revenues
|
$
|
-0-
|
Expenses
:
|
||
Professional
fees
|
4,000
|
|
Net
Loss
|
$
|
(4,000)
|
Net
loss per share:
|
||
Basic
and diluted
|
$
|
(0.01)
|
Weighted
average shares outstanding:
Basic and diluted
|
2,150,000
|
|
|
Common
stock
|
|
Additional
paid-in
|
Deficit
accumulated during the development
|
|||||||||
|
|
Shares
|
|
|
Amount
|
|
capital
|
|
stage
|
Total
|
||||
Issuance
of common stock
for
cash @$.001
|
2,150,000
|
$
|
2,150
|
$
|
40,850
|
$
|
-
|
$
|
43,000
|
|||||
Net
loss for the period
|
-
|
-
|
-
|
(4,000)
|
|
(4,000)
|
||||||||
Balance,
September 30, 2007
|
2,150,000
|
$
|
2,150
|
$
|
40,850
|
$
|
(4,000)
|
|
$
|
39,000
|
Period
From
September 6,
2007
(Inception)
to
September 30,
2007
|
||
CASH
FLOWS FROM OPERATING ACTIVITIES
|
||
Net
loss
|
$
|
(4,000)
|
Change in non-cash working capital items | ||
Prepaid
expenses
|
(
4,000)
|
|
CASH
FLOWS USED BY OPERATING ACTIVITIES
|
(8,000)
|
|
CASH
FLOWS FROM FINANCING ACTIVITIES
|
||
Proceeds
from sales of common stock
|
43,000
|
|
NET
INCREASE IN CASH
|
35,000
|
|
Cash,
beginning of period
|
-0-
|
|
Cash,
end of period
|
$
|
35,000
|
SUPPLEMENTAL
CASH FLOW
INFORMATION
|
||
Interest
paid
|
$
|
-0-
|
Income
taxes paid
|
$
|
-0-
|
2007
|
||
Deferred
tax asset attributable to:
|
||
Net
operating loss carryover
|
$
|
1,360
|
Valuation
allowance
|
(1,360)
|
|
Net
deferred tax asset
|
$
|
-
|
1. |
a
willful failure to deal fairly with the company or its shareholders
in
connection with a matter in which the director has a material conflict
of
interest;
|
2. |
a
violation of criminal law (unless the director had reasonable cause
to
believe that his or her conduct was lawful or no reasonable cause
to
believe that his or her conduct was
unlawful);
|
3. |
a
transaction from which the director derived an improper personal
profit;
and
|
4. |
willful
misconduct.
|
1. |
such
indemnification is expressly required to be made by
law;
|
2. |
the
proceeding was authorized by our Board of
Directors;
|
3. |
such
indemnification is provided by us, in our sole discretion, pursuant
to the
powers vested us under Nevada law;
or;
|
4. |
such
indemnification is required to be made pursuant to the
bylaws.
|
Securities
and Exchange Commission registration fee
|
$
|
1
|
Federal
Taxes
|
$
|
0
|
State
Taxes and Fees
|
$
|
0
|
Listing
Fees
|
$
|
0
|
Printing
and Engraving Fees
|
$
|
1,000
|
Transfer
Agent Fees
|
$
|
1,000
|
Accounting
fees and expenses
|
$
|
15,000
|
Legal
fees and expenses
|
$
|
10,000
|
Total
|
$
|
27,001
|
Exhibit
Number
|
Description
|
24.1
|
Power
of Attorney (see attached signature
page)
|
ABOVE
SPACE IS FOR OFFICE USE ONLY
|
||||||||||||||
1.
|
Name
of Corporation:
|
Windstar
|
||||||||||||
2.
|
Resident
Agent
Name
and Street Address:
(must
be a Nevada address where process may be
served)
|
Nevada
Agency and Trust Company
|
||||||||||||
Name
|
||||||||||||||
50
West Liberty Street, Ste 880
|
Reno
|
NV
|
89501
|
|||||||||||
Street
Address
|
City
|
ST
|
Zip
Code
|
|||||||||||
Optional
Mailing Address
|
City
|
ST
|
Zip
Code
|
|||||||||||
3.
|
Shares:
(number
of shares corporation authorized to issue)
|
Number
of shares
with
par value:
|
100,000,000
|
Par
value: $
|
0.001
|
Number
of shares without par value:
|
||||||||
4.
|
Names
&
Addresses
of
Board of
Directors/Trustees:
(attach
additional page if there is more than 3
directors/trustees)
|
1.
|
Siew
mee Fam
|
|||||||||||
Name
|
||||||||||||||
50
West Liberty Street, Suite 880
|
Reno
|
NV
|
89501
|
|||||||||||
Street
Address
|
City
|
ST
|
Zip
Code
|
|||||||||||
2.
|
Sze
Yein Wong
|
|||||||||||||
Name
|
||||||||||||||
50
West Liberty Street, Suite 880
|
Reno
|
NV
|
89501
|
|||||||||||
Street
Address
|
City
|
ST
|
Zip
Code
|
|||||||||||
3.
|
||||||||||||||
Name
|
||||||||||||||
Street
Address
|
City
|
ST
|
Zip
Code
|
|||||||||||
5.
|
Purpose:
(optional-see
instructions)
|
The
purpose of this Corporation shall be: Any lawful business under the
State
of Nevada
|
||||||||||||
6.
|
Name,
Address and Signature of Incorporator.
(attach
additional page if there is more than 1
incorporator)
|
Siew
mee Fam
|
/s/
Siew
mee Fam
|
|||||||||||
Name
|
Signature
|
|||||||||||||
50
West Liberty Street, Suite 880
|
Reno
|
NV
|
89501
|
|||||||||||
Street
Address
|
City
|
ST
|
Zip
Code
|
|||||||||||
7.
|
Certificate
of
Acceptance
of
Appointment
of
Resident
Agent:
|
I
hereby accept appointment as Resident Agent for the above named
corporation.
|
||||||||||||
/s/ Nevada Agency and Trust Company | 9/6/2007 | |||||||||||||
Authorized
Signature of R.A. or On Behalf of R.A. Company
|
Date
|
Signature of Officer: /s/ Siew Mee Fam |
Name of Officer: Siew Mee Fam |
Position of Officer: President, Secretary and Treasurer |