10-Q 1 g4460.txt QTRLY REPORT FOR THE QTR ENDED 9-30-10 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2010 Commission File Number 333-152330 MONDAS MINERALS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 13983 West Stone Avenue Post Falls, ID 83854 (Address of principal executive offices, including zip code) Telephone 1-208-964-0755 Facsimile 1-678-669-7952 (Telephone number, including area code) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days. YES [X] NO [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer, "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [X] NO [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 2,500,000 shares as of November 2, 2010 ITEM 1. FINANCIAL STATEMENTS The un-audited quarterly financial statements for the period ended September 30, 2010, prepared by the company, immediately follow. 2 Mondas Minerals Corp. (An Exploration Stage Company) Condensed Balance Sheets (Unaudited)

As of As of September 30, June 30, 2010 2010 -------- -------- ASSETS CURRENT ASSETS Cash $ 4,303 $ 9,428 -------- -------- TOTAL CURRENT ASSETS $ 4,303 $ 9,428 ======== ======== LIABILITIES CURRENT LIABILITIES Accounts Payable $ -- $ 280 Loan from Director 13,000 13,000 -------- -------- TOTAL CURRENT LIABILITIES 13,000 13,280 -------- -------- STOCKHOLDERS' EQUITY (DEFICIT) 100,000,000 Common Shares Authorized at $0.0001 par value 2,500,000 and 2,500,000 common shares issued and outstanding at September 30, 2010 and June 30, 2010, respectively 250 250 Additional Paid in Capital 39,750 39,750 Deficit Accumulated during Exploration Stage (48,697) (43,852) -------- -------- TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (8,697) (3,852) -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 4,303 $ 9,428 ======== ========

The accompanying notes are an integral part of these financial statements. 3 Mondas Minerals Corp. (An Exploration Stage Company) Condensed Statements of Operations (Unaudited)

3-Month Period 3-Month Period From Inception on ended ended April 25, 2008 to September 30, September 30, September 30, 2010 2009 2010 ---------- ---------- ---------- Revenue $ -- $ -- $ -- ---------- ---------- ---------- EXPENSES General and Administrative 4,845 5,655 32,197 Exploration Costs -- -- 13,000 Recognition of an Impairment Loss -- -- 3,500 ---------- ---------- ---------- Total Expenses 4,845 5,655 48,697 ---------- ---------- ---------- INCOME Income (Loss) Before Income Taxes (4,845) (5,655) (48,697) ---------- ---------- ---------- Provision For Income Taxes -- -- -- ---------- ---------- ---------- NET INCOME (LOSS) $ (4,845) $ (5,655) $ (48,697) ========== ========== ========== BASIC & DILUTED (LOSS) PER COMMON SHARE (0.00) (0.00) ---------- ---------- WEIGHTED AVERAGE NUMBER OF COMMON SHARES 2,500,000 1,500,000 ---------- ----------

The accompanying notes are an integral part of these financial statements. 4 Mondas Minerals Corp. (An Exploration Stage Company) Condensed Statements of Stockholders' Equity (Deficiency) From Inception April 25, 2008 to September 30, 2010 (Unaudited)

Deficit Accumulated Common Stock During -------------------- Paid in Exploration Total Shares Amount Capital Stage Equity ------ ------ ------- ----- ------ Balance at Inception on April 25, 2008 -- $ -- $ -- $ -- $ -- ---------- ------- -------- --------- --------- Common Shares issued to founders @ $0.01 per share, (par value $0.0001) on May 13, 2008 1,500,000 150 14,850 15,000 Net loss for the period from inception on April 25, 2008 to June 30, 2008 (audited) (7,000) (7,000) ---------- ------- -------- --------- --------- Balance, June 30, 2008 1,500,000 $ 150 $ 14,850 $ (7,000) $ 8,000 ========== ======= ======== ========= ========= Net loss for the year ending June 30, 2009 (11,964) (11,964) ---------- ------- -------- --------- --------- Balance, June 30, 2009 1,500,000 $ 150 $ 14,850 $ (18,964) $ (3,964) ========== ======= ======== ========= ========= Common Shares issued to 26 individules @ $0.025 per share, (par value $0.0001) on January 27, 2010 1,000,000 100 24,900 25,000 ---------- ------- -------- --------- --------- Net loss for the year ending June 30, 2010 (24,888) (24,888) ---------- ------- -------- --------- --------- Balance, June 30, 2010 2,500,000 $ 250 $ 39,750 $ (43,852) $ (3,852) ========== ======= ======== ========= ========= Net loss for the period ending Sept 30, 2010 (4,845) (4,845) ---------- ------- -------- --------- --------- Balance, Sept 30, 2010 (unaudited) 2,500,000 $ 250 $ 39,750 $ (48,697) $ (8,697) ========== ======= ======== ========= =========

The accompanying notes are an integral part of these financial statements. 5 Mondas Minerals Corp. (An Exploration Stage Company) Condensed Statements of Cash Flows (Unaudited)

3-Month Period 3-Month Period From Inception on ended ended April 25, 2008 to September 30, September 30, September 30, 2010 2009 2010 -------- -------- -------- OPERATING ACTIVITIES Net Income (Loss) $ (4,845) $ (5,655) $(48,697) Accounts Payable (280) 780 -- -------- -------- -------- NET CASH FROM (USED IN) OPERATING ACTIVITIES (5,125) (4,875) (48,697) ======== ======== ======== FINANCING ACTIVITIES Common Shares Issued to Founders @ $0.01 Per Share -- -- 15,000 Common Shares Issued to Individuals @ $0.025 Per Share -- -- 25,000 Loan from Director -- 5,000 13,000 -------- -------- -------- NET CASH FROM FINANCING ACTIVITIES -- 5,000 53,000 ======== ======== ======== Net Change in Cash (5,125) 125 4,303 CASH AT BEGINNING OF PERIOD 9,428 616 -- -------- -------- -------- CASH AT END OF PERIOD $ 4,303 $ 741 $ 4,303 ======== ======== ======== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION Cash paid for: Interest Expense $ -- $ -- $ -- -------- -------- -------- Income Taxes $ -- $ -- $ -- -------- -------- --------

The accompanying notes are an integral part of these financial statements. 6 Mondas Minerals Corp. (An Exploration Stage Company) Notes to Unaudited Condensed Interim Financial Statements September 30, 2010 NOTE 1 - CONDENSED FINANCIAL STATEMENT The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at September 30, 2010 and for all periods presented herein, have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's June 30, 2010 audited financial statements. The results of operations for the periods ended September 30, 2010 and 2009 are not necessarily indicative of the operating results for the full year. NOTE 2 - GOING CONCERN The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. The Company has incurred cumulative net losses of $48,697 from inception through September 30, 2010. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. 7 Mondas Minerals Corp. (An Exploration Stage Company) Notes to Unaudited Condensed Interim Financial Statements September 30, 2010 NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS The Company has evaluated all recent accounting pronouncements and believes that none of them will have a material effect on the Company's financial statements. NOTE 4 - SUBSEQUENT EVENTS In accordance with ASC 855, Subsequent Events, the Company has evaluated subsequent events since September 30, 2010. During this period, the Company did not have any material recognizable subsequent events. 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION FORWARD LOOKING STATEMENTS Some of the statements contained in this Form 10-Q that are not historical facts are "forward-looking statements" which can be identified by the use of terminology such as "estimates," "projects," "plans," "believes," "expects," "anticipates," "intends," or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Form 10-Q, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events. As used in this report, unless the context otherwise requires, "we," "us," "our" and, "Mondas Minerals" refers to Mondas Minerals Corp. All written forward-looking statements, made in connection with this Form 10-Q that are attributable to us or persons acting on our behalf, are expressly qualified in their entirety by these cautionary statements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward-looking statements. The safe harbors of forward-looking statements provided by the Securities Litigation Reform Act of 1995 are unavailable to issuers not subject to the reporting requirements set forth under Section 13(a) or 15(D) of the Securities Exchange Act of 1934, as amended. As we have not registered our securities pursuant to Section 12 of the Exchange Act, such safe harbors set forth under the Reform Act are unavailable to us. BUSINESS We are an exploration stage company with no revenues or operating history. We currently own a 100% undivided interest in the Ram 1-4 Mineral Claims located in Esmeralda County, Nevada that we call the "Ram Property." During the spring and summer of 2010 we carried out exploration on the Ram Property. Based on an analysis of the Phase 1 data, there are statistical anomalies that seem to merit further review. However, without additional financing and resources, the company cannot go further. To maximize value to the company and its' shareholders, management is evaluating the possibility of obtaining additional capital, a joint venture, a sale of the company, or a sale of the claim. We have not earned any revenues to date, and our independent auditor has issued an audit opinion which includes a statement expressing substantial doubt as to our ability to continue as a going concern. 9 RESULTS OF OPERATIONS We are still in our exploration stage and have generated no revenues to date. We incurred operating expenses of $4,845 and $5,655 for the three months ended September, 2010 and 2009, respectively. These expenses consisted of general operating expenses and professional fees incurred in connection with the day to day operation of our business and the preparation and filing of our required reports with the U.S. Securities and Exchange Commission. Our net loss from inception (April 25, 2008) through September 30, 2010 was $48,697, which included $13,000 in exploration costs and $3,500 in mineral impairment losses. Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. We have not yet established an ongoing source of revenues sufficient to cover operating costs and allow us to continue as a going concern. Our ability to continue as a going concern is dependent on obtaining adequate capital to fund operating losses until we become profitable. LIQUIDITY AND CAPITAL RESOURCES Our cash balance at September 30, 2010 was $4,303 with $13,000 in outstanding liabilities, compared with $9,428 in cash and $13,280 in liabilities at our year end June 30, 2010. We do not have enough cash resources to fund the company for the next 12 months. If we experience a shortage of monies during the next 12 months, we may utilize funds from our director, who has informally agreed to advance funds to allow us to pay for professional fees, including fees payable in connection with reporting obligations and operation expenses, however, he has no formal commitment, arrangement or legal obligation to advance or loan funds to the company. In January 2010 we raised $25,000 from an offering of 1,000,000 shares pursuant to a registration statement on Form S-1 filed with the SEC under file number 333-152330 which became effective on January 5, 2010. The offering was closed on January 27, 2010. PLAN OF OPERATION The geologist commenced Phase 1 of the exploration program in April, 2010. Based on an analysis of the Phase 1 data, there are statistical anomalies that seem to merit further review. However, without additional financing and resources, the company cannot go further. To maximize value to the company and its' shareholders, management is evaluating the possibility of obtaining additional capital, a joint venture, a sale of the company, or a sale of the claim. We cannot provide investors with any assurance that we will be able to raise additional capital, secure a joint venture or sell the claim or company. We anticipate spending approximately $7,500 on professional fees, including fees payable in connection with reporting obligations, and general administrative costs over the next 12 months. 10 ITEM 4. CONTROLS AND PROCEDURES Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange Act of 1934 as a process designed by, or under the supervision of, the company's principal executive and principal financial officers and effected by the company's board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America and includes those policies and procedures that: - Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company; - Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and - Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Because of the inherent limitations of internal control, there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk. As of September 30, 2010 management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control--Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") and SEC guidance on conducting such assessments. Based on that evaluation, they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below. This was due to deficiencies that existed in the design or operation of our internal controls over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses. 11 The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; and (3) ineffective controls over period end financial disclosure and reporting processes. The aforementioned material weaknesses were identified by our Chief Executive Officer in connection with the review of our financial statements as of September 30, 2010. Management believes that the material weaknesses set forth in items (2) and (3) above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods. MANAGEMENT'S REMEDIATION INITIATIVES In an effort to remediate the identified material weaknesses and other deficiencies and enhance our internal controls, we have initiated, or plan to initiate, the following series of measures: We will create a position to segregate duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the accounting function when funds are available to us. And, we plan to appoint one or more outside directors to our board of directors who shall be appointed to an audit committee resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring of required internal controls and procedures such as reviewing and approving estimates and assumptions made by management when funds are available to us. Management believes that the appointment of one or more outside directors, who shall be appointed to a fully functioning audit committee, will remedy the lack of a functioning audit committee and a lack of a majority of outside directors on our Board. We anticipate that these initiatives will be at least partially, if not fully, implemented by December 31, 2010. Additionally, we plan to test our updated controls and remediate our deficiencies by December 31, 2010. CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING There was no change in our internal controls over financial reporting that occurred during the period covered by this report, which has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting. 12 PART II. OTHER INFORMATION ITEM 6. EXHIBITS The following exhibits are included with this quarterly filing. Those marked with an asterisk and required to be filed hereunder, are incorporated by reference and can be found in their entirety in our registration statement on form S-1, filed under SEC File Number 333-152330, at the S.E.C. website at www.sec.gov: Exhibit No. Description ----------- ----------- 3.1 Articles of Incorporation* 3.2 Bylaws* 31.1 Sec. 302 Certification of Principal Executive Officer 31.2 Sec. 302 Certification of Principal Financial Officer 32.1 Sec. 906 Certification of Principal Executive Officer 32.2 Sec. 906 Certification of Principal Financial Officer SIGNATURES Pursuant to the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. November 2, 2010 Mondas Minerals Corp., Registrant By: /s/ Scott Bengfort ----------------------------------------------------- Scott Bengfort, President and Chief Executive Officer In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. November 2, 2010 Mondas Minerals Corp., Registrant By: /s/ Scott Bengfort ----------------------------------------------------- Scott Bengfort, President, Secretary and Treasurer, Chief Financial Officer (Principal Executive Officer and Principal Accounting Officer) 13