10-Q 1 techs10q.txt 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: July 31, 2008 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ________________ to __________________ Commission File Number 333-143630 TECHS LOANSTAR, INC. ______________________________________________________ (Exact name of registrant as specified in its charter) Nevada 20-4682058 _________________________________ ___________________ (State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) City, Nevada, 89703 112 North Curry Street Carson City, Nevada, 89703 ________________________________________ (Address of principal executive offices) (775) 284-3770 ____________________________________________________ (Registrant's telephone number, including area code) 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 preceding 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 past 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. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X] (Do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act). Yes [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: As of July 31, 2008, the registrant had 40,400,000 shares of common stock, $0.001 par value, issued and outstanding. Index Page Number PART I - FINANCIAL INFORMATION ITEM 1. Financial Statements................................................ 3 Balance Sheets as of July 31, 2008 and April 30, 2008(audited).............. 4 Interim Statements of Operations for three months ended July 31, 2008; three months ended July 31, 2007 and cumulative from inception (April 7, 2006) to July 31, 2008 ........................................................... 5 Interim Statement of Stockholders' Equity (Deficit) From inception (April 7, 2006) to July 31, 2008............................. 6 Interim Statements of Cash Flows for three months ended July 31, 2008; three months ended July 31, 2007 and cumulative results from inception (April 7, 2006) to July 31, 2008............................................ 7 Notes to Interim Financial Statements to July 31, 2008 ..................... 8 Item 2. Management's Discussion and Analysis or Plan of Operation...........12 Item 3. Quantitative and Qualitative Disclosure about Market Risk...........14 Item 4. Controls and Procedures.............................................14 Item 4T. Controls and Procedures............................................14 PART II - OTHER INFORMATION Item 1. Legal Proceedings...................................................15 Item 1A. Risk Factors.......................................................15 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.........15 Item 3. Defaults Upon Senior Securities.....................................15 Item 4. Submission of Matters to a Vote of Security Holders.................15 Item 5. Other Information...................................................15 Item 6. Exhibits............................................................15 -2- TECHS LOANSTAR, INC. (A DEVELOPMENT STAGE COMPANY) FINANCIAL STATEMENTS JULY 31, 2008 (UNAUDITED) BALANCE SHEETS STATEMENTS OF OPERATIONS STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) STATEMENTS OF CASH FLOWS NOTES TO FINANCIAL STATEMENTS -3-
TECHS LOANSTAR, INC. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEETS (UNAUDITED) July 31, 2008 April 30, 2008 _______________________________________________________________________________________________________ ASSETS CURRENT ASSETS Cash $ 163 $ 198 Prepaid Expenses - - _______________________________________________________________________________________________________ Total Assets 163 198 ======================================================================================================= LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES Accrued expenses 14,848 9,528 Shareholders Loan 1,167 1,167 _______________________________________________________________________________________________________ Total Liabilities 16,015 10,695 ======================================================================================================= STOCKHOLDERS' EQUITY (DEFICIT) Capital stock (Note 4) Authorized 300,000,000 shares of common stock, $0.001 par value, Issued and outstanding 40,400,000 shares of common stock (April 30 2008 and 2007, 40,400,000) 40,400 40,400 Additional paid-in capital (17,900) (17,900) Deficit accumulated during the development stage (38,352) (32,997) _______________________________________________________________________________________________________ Total Stockholders' Equity (15,852) (10,497) _______________________________________________________________________________________________________ Total Liabilities and Stockholders' Equity $ 163 $ 198 ======================================================================================================= The accompanying notes are an integral part of these financial statements
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TECHS LOANSTAR, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF OPERATIONS (UNAUDITED) THREE MONTHS THREE MONTHS CUMULATIVE FROM ENDED ENDED INCEPTION JULY 31, 2008 JULY 31, 2007 (APRIL 7, 2006) TO JULY 31, 2008 ____________________________________________________________________________________________________ REVENUE $ - $ - $ - OPERATING EXPENSES Office and general $ (1,896) $ (1,184) $ (6,459) Professional fees $ (3,460) $ (4,000) $ (31,893) ____________________________________________________________________________________________________ LOSS FROM OPERATIONS $ (5,356) $ (5,184) $ (38,352) PROVISION FOR INCOME TAX $ - $ - $ - NET LOSS $ (5,356) $ (5,184) $ (38,352) ==================================================================================================== BASIC AND DILUTED LOSS PER COMMON SHARE $ 0.00 $ 0.00 ==================================================================================================== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED 10,190,041 8,398,674 ==================================================================================================== The accompanying notes are an integral part of these financial statements.
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TECHS LOANSTAR, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) FROM INCEPTION (APRIL 7, 2006) TO JULY 31, 2008 (UNAUDITED) Deficit Accumulated Common Stock Additional Share During the ___________________________ Paid-in Subscription Development Number of shares Amount Capital Receivable Stage Total ___________________________________________________________________________________________________________________________________ Balance, April 7,2006 - $ - $ - $ - $ - $ - Common stock issued at $0.001 per share on April 21, 2006 28,000,000 28,000 (21,000) (7,000) - - Net loss April 30, 2006 - - - - (1,279) (1,279) ___________________________________________________________________________________________________________________________________ Balance, April 30, 2006 - (1,279) (1,279) Proceeds received from share subscriptions receivable - - - 7,000 - 7,000 Common stock issued at $0.005 per share. (May 1, 2006 to July 31, 2008) 12,400,000 12,400 3,100 - - 15,500 Net Loss April 30,2007 (9,867) (9,867) ___________________________________________________________________________________________________________________________________ Balance, April 30, 2007 40,400,000 $40,400 $(17,900) (11,146) 11,354 Net Loss April 30,2008 (21,851) (21,851) ___________________________________________________________________________________________________________________________________ Balance, April 30, 2008 40,400,000 $40,400 $(17,900) (32,997) (10,497) Net loss July 31, 2008 - - - - (5,355) (5,355) ___________________________________________________________________________________________________________________________________ Balance, July 31, 2008 40,400,000 $40,400 $ (17,900) $ - $ (38,352) $(15,852) =================================================================================================================================== The accompanying notes are an integral part of these financial statements.
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TECHS LOANSTAR, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF CASH FLOWS (UNAUDITED) Cumulative results of operations from Three months Three months inception (April 7, ended ended 2006) to July 31, July 31, 2008 July 31, 2007 2008 __________________________________________________________________________________________________________________________ OPERATING ACTIVITIES Net loss $ (5,356) $ ( 5,184) $ (38,353) Changes in operating assets and liabilities Prepaid Expenses - (2,296) - Accrued Liabilities 5,320 400 14,849 __________________________________________________________________________________________________________________________ (35) (2,488) (23,504) __________________________________________________________________________________________________________________________ NET CASH FROM OPERATING ACTIVITIES (35) (2,488) (23,504) __________________________________________________________________________________________________________________________ FINANCING ACTIVITIES Proceeds from sale of common stock - 22,500 Share Subscription receivable - - Shareholders Loan - 1,167 __________________________________________________________________________________________________________________________ NET CASH FROM FINANCING ACTIVITIES - 23,667 __________________________________________________________________________________________________________________________ NET INCREASE (DECREASE) IN CASH (35) 11,954 163 CASH, BEGINNING 198 - __________________________________________________________________________________________________________________________ CASH, ENDING $ 163 $ 9,466 $ 163 ========================================================================================================================== Supplemental cash flow information: Cash paid for: Interest $ - $ - $ - Income Taxes $ - $ - $ - ========================================================================================================================== NON-CASH ACTIVITIES Stock issued for services $ - $ - $ - Stock issued for accounts payable $ - $ - $ - Stock issued for notes payable $ - $ - $ - Stock issued for convertible debentures and interest $ - $ - $ - Convertible debentures issued for services $ - $ - $ - Warrants issued $ - $ - $ - Stock issued for penalty on default of convertible $ - $ - $ - debenture Note payable issued for finance charges $ - $ - $ - Forgiveness of not payable and accrued interest $ - $ - $ - Stock issued for investment. $ - $ - $ - ========================================================================================================================== The accompanying notes are an integral part of these financial statements.
-7- TECHS LOANSTAR, INC. (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED) JULY 31, 2008 ________________________________________________________________________________ NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION ________________________________________________________________________________ Techs Loanstar, Inc. (the "Company") is in the initial development stage and has incurred losses since inception totaling $38,352 The Company was incorporated on April 7, 2006 in the State of Nevada. The fiscal year end of the Company is April 30. The Company was organized to provide the loan management service and software for the equity and payday loan industry. The ability of the Company to continue as a going concern is dependent on raising capital to fund its business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company's ability to continue as a going concern. The Company has funded its initial operations by way of issuing Founders' shares and entering into a private placement offering for 4,000,000 shares at $0.005 per share. As of July 31, 2008, the Company had issued 28,000,000 Founders shares at $0.001 per share for net proceeds of $7,000 which has been received by the Company and 12,400,000 shares at $0.005 per share for net proceeds of $15,500, of which $15,500 has been received by the Company. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ________________________________________________________________________________ BASIS OF PRESENTATION These financial statements are presented in United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States. SEGMENTED REPORTING SFAS Number 131, "Disclosure about Segments of an Enterprise and Related Information", changed the way public companies report information about segments of their business in their quarterly reports issued to shareholders. It also requires entity-wide disclosures about the products and services the entity provides, the material countries in which it holds assets and reports revenues and its major customers. For the period ended July 31, 2008 all operations took place in Ontario, Canada. COMPREHENSIVE LOSS SFAS No. 130, "Reporting Comprehensive Income," establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at April 30, 2008 and July 31, 2008 the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements. USE OF ESTIMATES AND ASSUMPTIONS Preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Accordingly, actual results could differ from those estimates. FINANCIAL INSTRUMENTS All significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practical the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed. -8- TECHS LOANSTAR, INC. (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED) JULY 31, 2008 ________________________________________________________________________________ NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) ________________________________________________________________________________ LOSS PER COMMON SHARE Basic earnings (loss) per share includes no dilution and is computed by dividing income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Dilutive earnings (loss) per share reflect the potential dilution of securities that could share in the earnings of the Company. Because the Company does not have any potential dilutive securities, the accompanying presentation is only on the basic loss per share. INCOME TAXES The Company follows the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances and tax loss carry-forwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment. STOCK-BASED COMPENSATION The Company accounts for stock-based compensation issued to employees based on SFAS No. 123R "Share Based Payment". SFAS No. 123R is a revision of SFAS No. 123 "Accounting for Stock-Based Compensation", and supersedes APB Opinion No. 25, "Accounting for Stock Issued to Employees" and its related implementation guidance. SFAS 123R establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity's equity instruments or that may be settled by the issuance of those equity instruments. SFAS 123R focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment transactions. SFAS 123R does not change the accounting guidance for share-based payment transactions with parties other than employees provided in SFAS 123 as originally issued and Emerging Issues Task Force Issue No. 96-18, "Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services". SFAS 123R does not address the accounting for employee share ownership plans, which are subject to AICPA Statement of Position 93-6, "Employers' Accounting for Employee Stock Ownership Plans". SFAS 123R requires an entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award - the requisite service period (usually the vesting period). SFAS 123R requires that the compensation cost relating to share-based payment transactions be recognized in financial statements. That cost will be measured based on the fair value of the equity or liability instruments issued. The scope of SFAS 123R includes a wide range of share-based compensation arrangements including share options, restricted share plans, performance-based awards, share appreciation rights, and employee share purchase plans. As at July 31, 2008 the Company had not adopted a stock option plan nor had it granted any stock options. Accordingly no stock-based compensation has been recorded to date. -9- TECHS LOANSTAR, INC. (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED) JULY 31, 2008 ________________________________________________________________________________ NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) ________________________________________________________________________________ RECENT ACCOUNTING PRONOUNCEMENTS In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities". This Statement permits entities to choose to measure many financial assets and financial liabilities at fair value. Unrealized gains and losses on items for which the fair value option has been elected are reported in earnings. SFAS No. 159 is effective for fiscal years beginning after November 15, 2007. In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements" ("SFAS No. 157"). SFAS 155 establishes framework for measuring fair value and expands disclosures about fair value measurements. The changes to current practice resulting from the application of this statement relate to the definition of fair value, the methods used to measure fair value, and the expanded disclosures about fair value measurements. The statement is effective for fiscal years beginning after November 15, 2007 and periods with those fiscal years. The Financial Accounting Standards Board has issued SFAS No. 155 "ACCOUNTING FOR CERTAIN HYBRID FINANCIAL INSTRUMENTS AN AMENDMENT OF FASB STATEMENTS NO. 133 AND 140" and No. 156 "ACCOUNTING FOR SERVICING OF FINANCIAL ASSETS - AN AMENDMENT OF FASB STATEMENT NO. 140", but they will not have a material effect in the COMPANY'S RESULTS OF OPERATIONS OR FINANCIAL POSITION. The adoption of these new pronouncements is not expected to have a material effect on the Company's financial position or results of operations NOTE 3 - FAIR VALUE OF FINANCIAL INSTRUMENTS ________________________________________________________________________________ In accordance with the requirements of SFAS No. 107, the Company has determined the estimated fair value of financial instruments using available market information and appropriate valuation methodologies. The fair value of financial instruments classified as current assets or liabilities approximate their carrying value due to the short-term maturity of the instruments. NOTE 4 - CAPITAL STOCK ________________________________________________________________________________ As of July 31, 2008, the sole Director had purchased 28,000,000 shares of the common stock in the Company with proceeds received by the Company totalling $7,000. On April 24, 2008 the Company changed its capitalization from 75,000,000 to 300,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued. On April 14, 2008 and effective April 24, 2008, the directors of the Company approved a special resolution to undertake a forward split of the common stock of the Company on a 4 new shares for 1 old share basis whereby 40,400,000 common shares were issued pro-rata to shareholders of the Company as of the record date on April 24, 2008 As of July 31, 2008, the sole Director had purchased 28,000,000 shares of the common stock in the Company with proceeds received by the Company totalling $7,000. PRIVATE PLACEMENT On April 21, 2006, the Company authorized a private placement offering of up to 16,000,000 shares of common stock at a price of $0.005 per share. The total amount to be raised in this financing is $20,000. As of July 31, 2008, the Company had issued 12,400,000 shares and received $15,500 from the sale of its private placement stock. -10- TECHS LOANSTAR, INC. (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED) JULY 31, 2008 ________________________________________________________________________________ NOTE 5 - RELATED PARTY TRANSACTIONS ________________________________________________________________________________ As of July 31, 2008, there are not any related party transactions outstanding. NOTE 6 - INCOME TAXES ________________________________________________________________________________ As of July 31, 2008, the Company had net operating loss carry forwards of approximately $38,352 that may be available to reduce future years' taxable income and will expire commencing in 2026. Availability of loss usage is subject to change of ownership limitations under Internal Revenue Code 382. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and, accordingly, the Company has recorded a full valuation allowance for the deferred tax asset relating to these tax loss carryforwards. NOTE 7 - EVENTS OF NOTE ________________________________________________________________________________ The Company filed a Form SB-2 registration statement with the Securities and Exchange Commission which became effective October 17, 2007. -11- ITEM 2: MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Overview This interim report contains forward looking statements relating to our Company's future economic performance, plans and objectives of management for future operations, projections of revenue mix and other financial items that are based on the beliefs of, as well as assumptions made by and information currently know to our management. The words "expects", "intends", "believes", "anticipates", "may", "could", "should" and other similar expressions and variations thereof are intended to identify forward-looking statements. The cautionary statements set forth in this section are intended to emphasize that actual results may differ materially from those contained in any forward looking statement. The following discussion should be read in conjunction with our financial statements and related notes included elsewhere in this report. Techs Loanstar, Inc. ("Techs Loanstar," "the Company," "us", "our" or "we,") was incorporated in the State of Nevada as a for-profit company on April 7, 2006. We are a development-stage company formed to enter into the loan management services industry with proprietary loan management software applications that we intend to procure. The Company proposes to provide low cost, user friendly data base applications for the growing payday and equity loan industry. Techs Loanstar will compete with traditional loan management software developers by offering a range of consulting services and customized data base applications to pay-day and equity loan businesses. The Company has not generated any revenues from inception nor during the fiscal quarter ended July 31, 2008. As of the fiscal quarter indeed July 31, 2008 we had $163 of cash on hand. We incurred operating expenses of $5,356 comprised of professional fees and office and general expenses. Plan of Operation We anticipate that our current cash and cash equivalents and cash generated from operations, if any, will be insufficient to satisfy our liquidity requirements for at least the next 12 months. We will require additional funds and the Company will seek to sell additional capital through private equity placements, debt securities or seek alternative sources of financing. If we are unable to secure additional financing, we may be required to reduce the scope of our business plan, which could harm our business, financial condition and operating results. Over the next 12 month period we must raise capital and start the staged procurement of our loan management software systems that we intend to license in stages and expand and enhance over time and as our business develops. -12- As our first step we plan to acquire open source data base applications that we can customize to suite a wide variety of financing businesses, such as pay-day and equity loan, leasing and finance companies. The cost of customizing theses application is estimated to cost $7,000. The next stage is procuring the e-commerce transaction software required in advance of client functionality that will enable the purchase of our products and services over the Internet at an estimated cost of $4,000. In the final stage expect to procure client functionality modules to augment the loan management data base systems with a call center, website integration, data conversion, internet lead integration and accounting file auto export services, estimated to cost $8,000. During this stage we will continue work on the client, transaction and administration modules and other data base functionality. During this period we intend to initiate our marketing activities to attract prospective clients from a large number of North American pay-day and equity loan businesses. Our marketing plan includes identifying and initiating contact with pay-day and equity loan providers, participating in finance industry trade shows, placing advertisements in trade magazines and on-line journals and contacting finance industry associations. The marketing plan is estimated to cost $15,000. If we can complete these stages and we receive a positive reaction from our potential customers in the form of firm purchase orders, we will attempt to raise money through a private placement, public offering or long-term loans to purchase additional functionality for our loan management software. At present, our sole officer and director has invested $7,000 in the Company. A total of 31 other investors have invested a further $15,500 in the Company through the purchase of common shares. At the present time, we have not made any arrangements to raise additional cash. If we are unable to raise capital, we will either suspend development and marketing operations until we do raise the cash, or cease operations entirely. If we are unable to complete any phase of our software procurement or marketing efforts because we don't have enough money, we will cease our development and marketing operations until we raise money. Attempting to raise capital after failing in any phase of our software procurement plan would be difficult. As such, if we cannot secure additional proceeds we will have to cease operations and investors would lose their entire investment. Management does not plan to hire additional employees at this time. Our sole officer and director will be responsible for the initial product sourcing. Once the company is ready to begin its Internet marketing, it will hire an independent consultant to build our web site. The Company also intends to hire sales representatives initially on a commission only basis to keep administrative overhead to a minimum. Off Balance Sheet Arrangements. As of the date of this Quarterly Report, the current funds available to the Company will not be sufficient to continue operations. The cost to establish the Company and begin operations is estimated to be approximately $24,000 over the -13- next twelve months and the cost of maintaining our reporting status is estimated to be $14,000 over this same period. The officer and director, Mr. Pizzacalla has undertaken to provide the Company with operating capital to sustain our business over the next twelve month period as the expenses are incurred in the form of a non-secured loan. However, there is no contract in place or written agreement securing this agreement. Management believes that if the Company cannot raise sufficient revenues or maintain its reporting status with the SEC it will have to cease all efforts directed towards the Company. As such, any investment previously made would be lost in its entirety. Other than the above described situation the Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK We are a smaller reporting company as defined by Rule 12b-2 of the Securities Act of 1934 and are not required to provide the information under this item. ITEM 4. CONTROLS AND PROCEDURES Within 90 days prior to the end of the period covered by this report the registrant carried out an evaluation of the effectiveness of the design and operation of disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). This evaluation was done under the supervision and with the participation of registrants President and Principal Financial Officer. Based on that Evaluation he concluded that the registrant's disclosure controls and procedures are effective in gathering, analyzing and disclosing information needed to satisfy the registrant's disclosure obligations under the Exchange Act. There were no significant changes in the registrant's disclosure control and procedure, in factors that could significantly affect those controls and procedures since their most recent evaluation. Item 4T. CONTROLS AND PROCEDURES Our management is responsible for establishing and maintaining adequate internal control over financial report for the company. Internal control over financial reporting is to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintain records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition , use or disposition of company assets that could have a material effect on our financial statements would be prevented or detected. -14- Management conducted an evaluation of our internal control over financial reporting as such term is defined in Exchange Act Rule 13a-15(f). Management conducted the evaluation of the effectiveness of our internal control over financial reporting as of July 31, 2008 based on the framework in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that the Company's internal control over financial reporting was effective as of July 31, 2008. There were no changes in our internal control over financial reporting during the period ended July 31, 2008 that have materially affected, or are reasonably likely to materially affect, or are reasonably likely to affect, our internal control over financial reporting. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS The Company is not a party to any pending legal proceedings, and no such proceedings are known to be contemplated. No director, officer, or affiliate of the issuer and no owner of record or beneficiary of more than 5% of the securities of the issuer, or any security holder is a party adverse to the small business issuer or has a material interest adverse to the small business issuer. ITEM 1A. RISK FACTORS We are a smaller reporting company as defined by Rule 12b-2 of the Securities Act of 1934 and are not required to provide the information under this item. ITEM 2. UNREGISTERED SALES OF EQUITY 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 -15- ITEM 6. EXHIBITS 31.1 Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer 31.2 Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer * 32.1 Section 1350 Certification of Chief Executive Officer 32.2 Section 1350 Certification of Chief Financial Officer ** * Included in Exhibit 31.1 ** Included in Exhibit 32.1 SIGNATURES Pursuant to the requirements of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TECHS LOANSTAR, INC. By: /s/ GARY PIZZACALLA ____________________________________________ Gary Pizzacalla President, Secretary Treasurer, Principal Executive Officer, Principal Financial Officer and Director Dated: September 2, 2008 -16-