Business Context and Reporting Period
This Form 8-K Current Report was filed by Carlateral, Inc. on September 19, 2007. The filing discloses a material change in control and a complete change in the company's management structure. The registrant is incorporated in Nevada with principal executive offices in Shenzhen, China.
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, or debt levels. The only financial data disclosed relates to the change in control transaction:
- Transaction Price: $200,000 total purchase price.
- Shares Acquired: 7,000,000 shares of common stock ($0.001 par value).
- Ownership Stake: The acquired shares represent 67.9% of the issued and outstanding common stock.
- Funding Source: The purchaser utilized working capital to fund the transaction.
Material Changes Versus Prior Period
The filing details a significant shift in corporate control and leadership effective September 19, 2007:
- Change in Control: Max Time Enterprise Ltd ("Purchaser") acquired a controlling interest (67.9%) from Donald Cameron, who previously held 68% of the outstanding shares.
- Management Departure: Donald Cameron resigned as the sole director and sole officer of the company.
- Management Appointment: The Board of Directors was expanded from one to two members. Hui Ping Cheng was appointed as a director and elected as President.
- Related Party Transaction: Hui Ping Cheng is the sole owner, director, and officer of Max Time Enterprise Ltd, making her the indirect owner of the 7,000,000 shares purchased.
Guidance, Outlook, and Risks
The filing does not contain forward-looking guidance, revenue outlook, or specific risk factors beyond the structural changes noted. However, the following operational constraints and contingencies were disclosed:
- Employment Agreements: No written employment agreement currently exists between the Company and the new President, Hui Ping Cheng.
- Compensation: Directors currently receive no compensation.
- Corporate Governance: The Company has determined it lacks sufficient members and resources to establish audit, compensation, or other committees.
- Insurance: The Company has not yet secured officers and directors liability insurance due to resource constraints but intends to apply for it when resources permit.
Investor Verification Checklist
- Verify the current status of the 7,000,000 shares held by Max Time Enterprise Ltd and confirm the 67.9% ownership stake.
- Confirm the absence of a written employment agreement for the new President and the terms of her engagement.
- Assess the company's current liquidity and resources given the stated inability to form committees or purchase liability insurance.
- Review the background of Hui Ping Cheng and Max Time Enterprise Ltd to understand the strategic direction under new management.
- Check for any subsequent filings regarding the establishment of corporate committees or the execution of employment contracts.