2007 annual report aveiro investment corp. - First West Properties
2007 annual report aveiro investment corp. - First West Properties
2007 annual report aveiro investment corp. - First West Properties
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OUTSTANDING SHARE DATA<br />
Common Shares<br />
The Company is authorized to issue an unlimited number of<br />
Common Shares, an unlimited number of Class “B” voting<br />
common shares, an unlimited number of Class “C” non-voting<br />
common shares and an unlimited number of Preferred Shares, of<br />
which 13,480,000 Common Shares were outstanding as at June<br />
30, <strong>2007</strong>. As at the date hereof, there are 17,780,003 Common<br />
Shares outstanding.<br />
Stock Options<br />
The Board of Directors of the Company may from time to time, in<br />
its discretion, grant to directors, offi cers, employees, consultants,<br />
technical consultants to the Corporation and other persons or<br />
entities whose efforts it believes will assist the Corporation, nontransferable<br />
options to purchase Common Shares, provided that<br />
the number of Common Shares reserved for issuance will not<br />
exceed 10% of the issued and outstanding Common Shares. At<br />
June 30, <strong>2007</strong>, there were options outstanding to acquire 1,345,000<br />
Common Shares, of which options to acquire 446,668 Common<br />
Shares were exercisable. The weighted average exercise price of<br />
the options is $1.00 per Common Share. Options vest and expire<br />
as set forth in the option agreements as determined at the time of<br />
granting of the option by the board of directors. The exercise price<br />
at the date of granting approximates fair market value. There were<br />
no options outstanding at June 30, 2006.<br />
Warrants<br />
In conjunction with the Company’s private placement of 11,430,000<br />
Common Shares, 239,067 Common Share purchase warrants<br />
(“Compensation Warrants”) were issued to employees and agents<br />
of the Company as partial compensation for soliciting Common<br />
Shares of the Company. These Compensation Warrants vest<br />
immediately and expire December 31, <strong>2007</strong>. At June 30, <strong>2007</strong> there<br />
were 239,067 Compensation Warrants outstanding to acquire<br />
239,067 Common Shares. The exercise price of the Compensation<br />
Warrants is $1.00 per share.<br />
INTERNAL CONTROLS<br />
The Company has implemented a system of internal controls that<br />
it believes adequately protects the assets of the Company and<br />
is appropriate for the nature of its business and the size of its<br />
operations. These internal controls include disclosure controls<br />
and procedures designed to ensure that information required to<br />
be disclosed by the Company is accumulated and communicated<br />
to management as appropriate to allow timely decisions<br />
regarding required disclosure. The Company’s Chairman and<br />
President have concluded, based on their evaluation, that the<br />
Company’s disclosure controls and procedures are effective to<br />
provide reasonable assurance that material information related<br />
to the Company is made known to them and have been operating<br />
effectively during <strong>2007</strong>. It should be noted that while the<br />
Company’s Chairman and President believe that the Company’s<br />
disclosure controls and procedures provide a reasonable level of<br />
assurance that the system of internal controls are effective, they<br />
do not guarantee that the disclosure controls and procedures will<br />
prevent all errors and fraud. A control system, no matter how well<br />
conceived or operated, can provide only reasonable, not absolute,<br />
assurance that the objectives of the control system are met.<br />
In addition, the Company has, under the supervision of its<br />
Chairman and President, designed a process of internal control<br />
over fi nancial <strong>report</strong>ing. The process was designed to provide<br />
reasonable assurance regarding the reliability of fi nancial<br />
<strong>report</strong>ing and the preparation of fi nancial statements for external<br />
purposes in accordance with Canadian generally accepted<br />
accounting principles.<br />
Based on the Chairman and the President’s review of the design<br />
of internal controls over fi nancial <strong>report</strong>ing, the Chairman and<br />
President have concluded that the design of internal controls<br />
Aveiro Investment Corp. | <strong>2007</strong> Annual Report | 27