UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

  

FORM 10-K/A

(Amendment No. 1)


  

[X] Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended April 30, 2017

  

[   ] Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________ to __________

  

Commission file number 333-212821

  

  

  

NEWMARKT CORP.

(Exact name of registrant as specified in its charter)

Nevada

(State or Other Jurisdiction of Incorporation or Organization)

  

7510

(Primary Standard Industrial Classification Number)

  

35-2540672

(IRS Employer Identification Number)

  

  

P.O.BOX 1408,5348 VEGAS DRIVE

89108 LAS VEGAS, NEVADA, USA

+3 (705) 2078574

info@newmarktcorp.com

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

  

None

Securities registered under Section 12(b) of the Exchange Act

  

None

Securities registered under Section 12(g) of the Exchange Act

  

  

 1 

  



   

  

   

  

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o      No x 

  

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.  Yes o       No x 

  

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 o 

  

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. 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 and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):

  

  

  

  

  

  

  

  

  

Large accelerated filer o

  

  

Accelerated filer o 

  

Non-accelerated filer o

  

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 o       No x

  

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:   2,667,500 common shares issued and outstanding as of July 17, 2017.



EXPLANATORY NOTE


The purpose of this Amendment No. 1 on Form 10–K/A to Newmarkt Corp.’ Annual Report on Form 10-K for the fiscal year ended April 30, 2017, filed with the Securities and Exchange Commission on July 27, 2017 (the “Form 10–K”), is solely to correct some inadvertent errors and  to furnish the certifications of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a) pertaining to section 302 of The Sarbanes-Oxley Act of 2002 (exhibit 31) and pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) pertaining to 18 U.S.C. Section 1350, as adopted pursuant  to Section 906 of the Sarbanes-Oxley Act of 2002 (exhibit 32) to the Form 10–K.

No other changes have been made to the Form 10-K for the fiscal year ended April 30, 2017. This Amendment No. 1 speaks as of the original filing date of the Form 10–K, does not reflect events that may have occurred subsequent to the original filing date and does not modify or update in any way disclosures made in the original Form 10–K. Accordingly, this Amendment should be read in conjunction with the Form 10-K, as well as with the Company’s other filings with the SEC.

     


  

 2 

  



  

   

  

TABLE OF CONTENTS

  

  

  

  

  

  

Page

  

  

  

PART I

  

  

  

  

  

Item 1.

Description of Business.

4

Item 1A.

Risk Factors.

6

Item 1B.

Unresolved Staff Comments.

6

Item 2

Properties.

6

Item 3.

Legal proceedings.

6

Item 4.

Mine Safety Disclosures.

6

  

  

  

PART II

  

  

  

  

  

Item 5.

Market for Common Equity and Related Stockholder Matters.

6

Item 6.

Selected Financial Data.

7

Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations.

7

Item 7A.

Quantitative and Qualitative Disclosures About Market Risk.

8

Item 8.

Financial Statements and Supplementary Data.

8

Item 9.

Changes In and Disagreements With Accountants on Accounting and Financial Disclosure.

19

Item 9A (T).

Controls and Procedures

19

Item 9B.

Other Information.

19

  

  

  

PART III

  

  

  

  

  

Item 10

Directors, Executive Officers, Promoters and Control Persons of the Company.

19

Item 11.

Executive Compensation.

20

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

21

Item 13.

Certain Relationships and Related Transactions, and Director Independence.

21

Item 14.

Principal Accounting Fees and Services.

21

  

  

  

PART IV

  

  

  

  

  

Item 15.

Exhibits

22

  

  

  

Signatures

  

  

  

 3 

  



   

  

   

PART I

Item 1. Description of Business

  

ORGANIZATION

  

On July 17, 2015, the Company was incorporated under the laws of the State of Nevada. We are engaged in business of renting out bicycles and Segways.

  

Denis Razvodovskij has served as our President, Treasurer and as a Director, from July 17, 2015, until the current date. Our board of directors is comprised of one person: Denis Razvodovskij.

  

We are authorized to issue 75,000,000 shares of common stock, par value $0.001 per share. On January 20, 2016, Denis Razvodovskij, our President and a Director purchased an aggregate of 2,000,000 shares of common stock at $0.001 per share, for aggregate proceeds of $2,000.

  

IN GENERAL

  

We were incorporated on July 17, 2015 in the State of Nevada, USA. The Company’s business operations are located in Lithuania. Newmarkt Corp. since inception to the date of this filing has generated limited revenues in Lithuania. We have never declared bankruptcy, have never been in receivership, and have never been involved in any legal action or proceedings.

  

From inception until the date of this filing we have had limited operating activities, primarily consisting of the incorporation of our company, the initial equity funding by our sole officer and director, purchasing our equipment and entering into service agreements with our first customer, we also have leased three offices until the day of this filing and registered a webpage www.newmarktcorp.com and fill it in with basic initial information about us. We received our initial funding of $2,000 from our sole officer and director who purchased 2,000,000 shares of common stock at $0.001 per share.

Newmarkt Corp. is currently in negotiations with three potential customers Trav Lt and Around Lithuania travel agencies, which are interested in our service and we are planning to sing service agreements with them in the very near future, but there is no guarantee that we will reach agreements with these two potential customers.     

  

We are a start-up company, which is in the business of renting out bicycles, Segways and related equipment. To implement our plan of operations we require a minimum funding of $40,000 for the next twelve months. After twelve months period we may need additional financing. If we do not generate any additional revenue we may need a minimum of $10,000 of additional funding to pay for SEC filing requirements. Denis Razvodovskij, our President and a Director, has agreed to loan the Company funds, however, he has no firm commitment, arrangement or legal obligation to advance or loan funds to the Company. The Company’s registration address is located at P.O. Box 1408, 5348 Vegas drive 89108 Las Vegas, Nevada, USA.

Our operations to date have been devoted primarily to start-up and development activities, which include:

(i)      Formation of the Company;

(ii)   Development of our 12 moth business plan;

(iii)  Leasing a place to offer, store and service our equipment;

(iv)  Purchasing our operating equipment;

(v)   Website creation;

(vi)  Signing service agreements with our first customers.

  

INITIAL FOCUS OF OUR BUSINESS

  

Newmarkt Corp. represents itself as bicycle and Segway renting out company. We are offering such service to touristic companies at the moment where tourists, friends, families can organize, plan, develop their own unique vacation on bikes and Segway for a long time, just for a day or for a couple of hours.

  

We are in the early stages of developing our growing plan to offer a rent bicycle service in Lithuania. We believe that the fact that the city of Vilnius, where we are starting our business, is popular among tourists gives the Company more opportunities to succeed.

  

We currently have some revenues and some operating history. The Company currently has two major customers to work with. We expect to get other customers and expand our service sales and our operations by the end of the fiscal year. Our plan of operations over the 12 month period following successful completion of our offering is to develop and establish our bicycles renting business by establishing our second and third office, developing our website, attempting to enter into more supply agreements with prospective distributors and manufacturers of bicycles and Segways, engage in advertising and marketing activities and hire personal and sales service specialist.

  

 4 

  



  

   

Newmarkt Corp. is currently in negotiations with two potential customers Trav Lt and Around Lithuania travel agencies, which are interested in our service and we are planning to sing service agreements with them in the very near future.     

EQUIPMENT

  

We believe that rental bicycle has never been more in demand these days now that gas prices are rising, and tourists would rather rent bicycles rather than cars on a short distance of traveling. Our most obvious startup requirements for a renting business are bicycles, Segways and safety equipment. We consider the fact that cycling can be dangerous and in this case we will provide our customers with helmets and safety equipment. The Company does not maintain any liability insurance with customer injuries while renting your equipment.

  

The Company is planning to expand the range of offered equipment. There will be dual wheels self-balancing electric scooter, balancing electronic skateboards; additional safety equipment is accordance to purchased units of equipment and initial spare parts.

  

RESEARCH AND DEVELOPMENT EXPENDITURES

  

We have not incurred any research expenditures since our incorporation.

  

BANKRUPTCY OR SIMILAR PROCEEDINGS

  

There has been no bankruptcy, receivership or similar proceeding.

  

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

  

There have been no material reclassifications, mergers, consolidations, or purchase or sale of a significant amount of assets not in the ordinary course of business.

  

COMPLIANCE WITH GOVERNMENT REGULATION

  

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the construction and operation of any facility in any jurisdiction which we would conduct activities.

  

We do not believe that any existing or probable government regulation on our business, including any applicable export or import regulation or control imposed by China or the Lithuania will have a material impact on the way we conduct our business.

  

FACILITIES

  

We currently rent our physical property in Lithuania. Our current business address is Seimyniskiu g. 23 Vilnius 09200 Lithuania. Our telephone number is (705) 2078574. This location serves as our primary office for planning and implementing our business plan. Management believes the current premises arrangements are not sufficient for its needs for at least the next 12 months. The Company has signed two additional lease agreements in Vilnius Lithuania. New offices are currently serving as warehouses for our equipment and we are preparing the property for opening in July.

  

EMPLOYEES AND EMPLOYMENT AGREEMENTS

  

We have no employees as of the date of this prospectus. Our sole officer and director, Denis Razvodovskij, is an independent contractor to the Company and currently devotes approximately 20 hours per week to company matters. After receiving funding, Mr. Razvodovskij plans to devote, as much time to the operation of the Company as he determines is necessary for him to manage the affairs of the Company. As our business and operations increase, we will assess the need for full time management and administrative support personnel.

  

LEGAL PROCEEDINGS

  

There are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company.

  

  

 5 

  



  

  

   

Item 1A.  Risk Factors

  

Not applicable to smaller reporting companies.

  

Item 1B. Unresolved Staff Comments

  

Not applicable to smaller reporting companies.

  

Item 2.  Description of Property

  

We do not own any real estate or other properties.  

Item 3.  Legal Proceedings

We know of no legal proceedings to which we are a party or to which any of our property is the subject which are pending, threatened or contemplated or any unsatisfied judgments against us.

Item 4.  Mine Safety Disclosures

  

Not applicable.

PART II

  

Item 5. Market for Common Equity and Related Stockholder Matters      

  

MARKET INFORMATION

  

ADMISSION TO QUOTATION ON THE OTC BULLETIN BOARD

  

We intend to have our common stock be quoted on the OTC Bulletin Board. If our securities are not quoted on the OTC Bulletin Board, a security holder may find it more difficult to dispose of, or to obtain accurate quotations as to the market value of our securities. The OTC Bulletin Board differs from national and regional stock exchanges in that it: (i) is not situated in a single location but operates through communication of bids, offers and confirmations between broker-dealers, and (ii) securities admitted to quotation are offered by one or more Broker- dealers rather than the “specialist” common to stock exchanges.

  

To qualify for quotation on the OTC Bulletin Board, an equity security must have one registered broker-dealer, known as the market maker, willing to list bid or sale quotations and to sponsor the company listing. We do not yet have an agreement with a registered broker-dealer, as the market maker, willing to list bid or sale quotations and to sponsor the Company listing. If the Company meets the qualifications for trading securities on the OTC Bulletin Board our securities will trade on the OTC Bulletin Board until a future time, if at all. We may not now and it may never qualify for quotation on the OTC Bulletin Board.

  

HOLDERS

  

As of April 30, 2017, the Company had 2,667,500 shares of our common stock issued and outstanding held by 34 holders of record.

  

DIVIDEND POLICY

  

We have not declared or paid dividends on our common stock since our formation, and we do not anticipate paying dividends in the foreseeable future. Declaration or payment of dividends, if any, in the future, will be at the discretion of our Board of Directors and will depend on our then current financial condition, results of operations, capital requirements and other factors deemed relevant by the Board of Directors. There are no contractual restrictions on our ability to declare or pay dividends.

  

SECURITIES AUTHORIZED UNDER EQUITY COMPENSATION PLANS

  

We have no equity compensation or stock option plans.

  

RECENT SALES OF UNREGISTERED SECURITIES

  

The Company has 75,000,000, $0.001 par value shares of common stock authorized.

  

On January 20, 2016, the Company issued 2,000,000 shares of common stock to the Company’s founder for cash proceeds of $2,000 at $0.001 per share.

 

 6 

  



  

  

   

  

During November 2016, the Company issued 150,000 shares of common stock for cash proceeds of $5,970 at $0.04 per share.

  

During December 2016, the Company issued 500,000 shares of common stock for cash proceeds of $19,958 at $0.04 per share.

  

During January 2017, the Company issued 17,500 shares of common stock for cash proceeds of $700 at $0.04 per share.

  

There were 2,667,500 shares of common stock issued and outstanding as of April 30, 2017.

  

OTHER STOCKHOLDER MATTERS

  

None.

  

Item 6. Selected Financial Data                                       

  

Not applicable to smaller reporting companies.

  

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

  

Results of Operations for the year ended April 30, 2017 and 2016:

  

Revenue and cost of goods sold

  

For the year ended April 30, 2017 and 2016 the Company generated total revenue of $26,585 and $7,480 respectively from renting out bicycles and Segway.

  

Operating expenses

  

Total operating expenses for the year ended April 30, 2017 and 2016 were $59,789 and $16,602. The operating expenses for the year ended April 30, 2017 and 2016 included Accounting/Audit Fees of $12,000 and $9,500; Advertising Expense of $1,200 and $0; Depreciation Expense of $13,548 and $2,302; Bank Service Charges of $1,222 and $163; Professional Fees of $6,003 and $0; Legal of $5,300 and $1,650; Rent Expense of $10,080 and $1,200; Website Expenses of $0 and $420; Repairs and Maintenance of $10,437 and $0;  Retired Property  of $1,195 and $0.

  

Loss for disposal of equipment for the year ended April 30, 2017 was $1,295.

  

Net Loss

  

The net loss for the  year ended April 30, 2017 and 2016 was $34,499 and $9,122 respectively. 

  

Liquidity and Capital Resources and Cash Requirements

  

At April 30, 2017, the Company had cash of $712 ($917 as of April 30, 2016). Furthermore, the Company had a working capital deficit of $25,912 ($68,495 as of April 30, 2016).

  

During the year ended April 30, 2017, the Company used $33,384 of cash in operating activities due to its net loss $34,499 and increase in Prepaid expense of $11,928, decrease in Customer deposits of $2,800, Loss on disposal of equipment of $1,295, increase in Accrued expenses of $1,000 and Depreciation of $13,548. During the year ended April 30, 2016, the Company used $118 of cash in operating activities.

  

During the year ended April 30, 2017 and 2016 the Company has provided $6,551 and $63,675 of cash from investing activities.

  

During the year ended April 30, 2017 and 2016, the Company generated $26,628 and $64,710 of cash in financing activities. 

  

OFF BALANCE SHEET ARRANGEMENTS

  

We have no off-balance sheet arrangements including arrangements that would affect our liquidity, capital resources, market risk support and credit risk support or other benefits.

  

 

 7 

  



 

   

Management’s discussion and analysis

  

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)). The Company’s internal control over financial reporting is a process designed 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. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, 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. Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of April 30, 2017 using the criteria established in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO - 2013").

  

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of April 30, 2017, the Company determined that there were control deficiencies that constituted material weaknesses, as described below.

  

1.      We do not have an Audit Committee – While not being legally obligated to have an audit committee, it is the management’s view that such a committee, including a financial expert member, is an utmost important entity level control over the Company’s financial statement. Currently the Board of Directors acts in the capacity of the Audit Committee, and does not include a member that is considered to be independent of management to provide the necessary oversight over management’s activities.

  

2.      We did not maintain appropriate cash controls – As of April 30, 2017, the Company has not maintained sufficient internal controls over financial reporting for cash, including failure to segregate cash handling and accounting functions, and did not require dual signatures on the Company’s bank accounts. Alternatively, the effects of poor cash controls were mitigated by the fact that the Company had limited transactions in its bank accounts.

  

3.      We did not implement appropriate information technology controls – As at April 30, 2017, the Company retains copies of all financial data and material agreements; however there is no formal procedure or evidence of normal backup of the Company’s data or off-site storage of data in the event of theft, misplacement, or loss due to unmitigated factors.

  

Accordingly, the Company concluded that these control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the company’s internal controls.

  

As a result of the material weaknesses described above, management has concluded that the Company did not maintain effective internal control over financial reporting as of April 30, 2017 based on criteria established in Internal Control- Integrated Framework issued by COSO.

  

Changes in Internal Controls over Financial Reporting

  

There has been no change in our internal control over financial reporting occurred during the year ended April 30, 2017, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

  

Item 7A. Quantitative and Qualitative Disclosures about Market Risk   

  

Not applicable to smaller reporting companies.

  

Item 8. Financial Statements and Supplementary Data   

 

 8 

  



  

  

   

  

NEWMARKT CORP.  

  

FINANCIAL STATEMENTS

  

Table of Contents

  

  

  

  

Page

Report of Independent Registered Public Accounting Firm

  

10

  

  

  

Balance Sheets as of April 30, 2017 and April 30, 2016

  

11

  

  

  

Statements of Operations for the year ended April 30, 2017 and April 30, 2016

  

  

12

Statement of Stockholders’ Equity as of  April 30, 2017 and April 30, 2016

  

13

  

  

  

Statements of Cash Flows for the year ended April 30, 2017 and April 30, 2016

  

14

  

  

  

Notes to  Financial Statements

  

15

  

 

 9 

  



  

  

   

  

Paritz

  

  

& Company, P.A

   15 Warren Street, Suite 25

Hackensack, New Jersey 07601

                 (201) 342-7753

        Fax:  (201) 342-7598

       E-Mail:  PARITZ@paritz.com

  

  

  

  

  

Certified Public Accountants

  

  

  

                     REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

  

  

  

To the Board of Directors and Stockholders of

Newmarkt Corp.

  

We have audited the accompanying balance sheet of Newmarkt Corp (the “Company”) as of April 30, 2017 and 2016, and the related statements of operations, changes in stockholders deficit, and cash flows for the year ended April 30, 2017 and for the period from inception (July 17, 2015) to April 30, 2016.  These financial statements are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial statements based on our audits.

  

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.   Accordingly, we express no such opinion.  An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

  

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Newmarkt Corp. as of April 30, 2017 and 2016, and the results of its operations and cash flows for the year ended April 30, 2017 and for the period from inception (July 17, 2015) to April 30, 2016 in conformity with accounting principles generally accepted in the United States of America.

  

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As described in Note 2 to the financial statements, the Company had not generated sufficient revenue to cover its operating costs, has incurred losses from inception, and has an accumulated deficit of $43,621 at April 30, 2017.  These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

  

  

  

               /S/Paritz & Company, P.A.

  

 

Hackensack, New Jersey

July 18, 2017

  



  

  

   

NEWMARKT CORP.

BALANCE SHEETS

  

  

ASSETS

  

April 30, 2017

 

 

 

April 30, 2016

 

Current Assets

  

  

 

 

 

  

 

Cash

$

712

 

 

 

917

 

Prepaid expense

  

15,526

 

 

 

3,598

 

Accounts receivable

  

29,060

 

 

 

-

 

Total Current Assets

  

45,298

 

 

 

4,515

 

Equipment net, Accumulated depreciation of  $15,850 and $2,302

  

10,919

 

 

 

61,373

 

Total Assets

$

56,217

 

 

 

65,888

 

  

  

  

 

 

 

  

 

LIABILITIES AND STOCKHOLDERS’ DEFICIT

  

  

 

 

 

  

 

Liabilities

  

  

 

 

 

  

 

Current Liabilities

  

  

 

 

 

  

 

    Accrued expenses

  

8,500

 

 

 

7,500

 

    Customer deposits

  

-

 

 

 

2,800

 

Loan payable, related party

  

62,710

 

 

 

62,710

 

Total Current Liabilities and Total Liabilities

$

71,210

 

 

 

73,010

 

  

  

Stockholder’s Deficit

  

Common stock, par value $0.001; 75,000,000 shares authorized, 2,667,500 and 2,000,000 shares issued and outstanding at April 30, 2017 and 2016, respectively

  

 

 

2,668

 

 

 

 

2,000

 

Additional Paid Capital

  

25,960

 

 

 

-

 

Accumulated deficit

  

(43,621

)

 

 

(9,122

)

Total Stockholder’s Deficit

$

(14,993

)

 

 

(7,122

)

  

  

  

 

 

 

  

 

Total Liabilities and Stockholder’s Deficit

$

56,217

 

 

 

65,888

 

  

  

  

See accompanying notes to financial statements.

  

 

 11 

  



 

   

NEWMARKT CORP.

STATEMENT OF OPERATIONS

  

  

  

 

Year ended

April 30, 2017

 

 

 

Period from inception (July 17, 2015) to

April 30, 2016

 

  

 

  

 

 

 

  

 

REVENUES

$

26,585

 

 

 

7,480

 

  

 

  

 

 

 

  

 

OPERATING EXPENSES

 

  

 

 

 

  

 

General and Administrative Expenses

 

(59,789

)

 

 

(16,602

)

LOSS FROM OPERATIONS

 

(33,204

)

 

 

(9,122

)

  

 

  

 

 

 

  

 

Loss on disposal of equipment

 

(1,295

)

 

 

-

 

  

 

  

 

 

 

  

 

LOSS BEFORE PROVISION FOR INCOME TAXES

 

 

(34,499

 

)

 

 

 

(9,122

 

)

  

 

  

 

 

 

  

 

PROVISION FOR INCOME TAXES

 

-

 

 

 

-

 

  

 

  

 

 

 

  

 

NET LOSS

$

(34,499

)

 

 

(9,122

)

  

 

  

 

 

 

  

 

NET LOSS PER SHARE: BASIC AND DILUTED

 

$

 

(0.03

 

)

 

 

 

(0.02

 

)

  

 

  

 

 

 

  

 

WEIGHTED AVERAGE NUMBER OF SHARES

OUTSTANDING: BASIC AND DILUTED

 

 

1,208,705

 

 

 

 

553,425

 

  

 

  

 

 

 

  

 

  

See accompanying notes to financial statements.

  

 

 12 

  



 

   

  

  

NEWMARKT CORP.

STATEMENT OF CHANGES IN STOCKHOLDER’S DEFICIT

  

 

  

 

Common Stock

 

  

  

Additional Paid-in

 

 

 

  

  

Accumulated

Deficit

 

 

 

Total Stockholders’

 

  

 

Shares

 

 

 

Amount

 

 

 

Capital

 

 

 

  

 

 

 

Deficit

 

  

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

Inception,  July 17, 2015

 

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

  

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

Shares issued for cash at $0.001 per share on  January 20, 2016

 

2,000,000

 

 

 

2,000

 

 

 

-

 

 

 

-

 

 

 

2,000

 

  

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

Net loss for the period ended 

April 30, 2016

 

-

 

 

 

-

 

 

 

-

 

 

 

(9,122

)

 

 

(9,122

)

  

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

Balance,  April 30, 2016

 

2,000,000

 

 

$

2,000

 

 

$

-

 

 

$

(9,122

)

 

$

(7,122

)

Shares issued for cash at $0.04

 

667,500

 

 

 

668

 

 

 

25,960

 

 

 

-

 

 

 

26,628

 

  

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

Net loss for the year ended  

April 30, 2017

 

-

 

 

 

-

 

 

 

-

 

 

 

(34,499

)

 

 

(34,499

)

  

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

Balance,  April 30, 2017

 

2,667,500

 

 

$

2,668

 

 

$

25,960

 

 

$

(43,621

)

 

$

(14,993

)

  

  

  

See accompanying notes to financial statements.

  

  

 

 13 

  



  

  

   

  

NEWMARKT CORP.

STATEMENT OF CASH FLOWS

  

  

 

Year ended

April 30, 2017

 

 

 

  

  

  

Period from inception (July 17, 2015) to

April 30, 2016

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

  

 

 

 

  

 

Net loss for the period

$

(34,499

)

 

 

(9,122

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

  

 

 

 

  

 

Depreciation

 

13,548

 

 

 

2,302

 

Loss on disposal of equipment

 

1,295

 

 

 

-

 

Changes in operating assets and liabilities:

 

  

 

 

 

  

 

Prepaid expense

Customer deposits

 

(11,928)

(2,800)

 

 

 

(3,598)

2,800

 

Increase in Accrued expenses

 

1,000

 

 

 

7,500

 

CASH FLOWS USED IN OPERATING ACTIVITIES

 

(33,384

)

 

 

(118

)

  

 

  

 

 

 

  

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

  

 

 

 

  

 

Proceeds of sale of equipment

 

10,000

 

 

 

-

 

Purchase of equipment

 

(3,449

)

 

 

(63,675

)

CASH FLOWS PROVIDED BY  (USED IN) INVESTING ACTIVITIES

 

 

6,551

 

 

 

 

(63,675

 

)

  

 

  

 

 

 

  

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

  

 

 

 

  

 

Proceeds from related party loans

 

-

 

 

 

62,710

 

Proceeds from issuance of common stock

 

26,628

 

 

 

2,000

 

CASH FLOWS PROVIDED BY FINANCING ACTIVITIES

 

 

26,628

 

 

 

 

64,710

 

  

 

  

 

 

 

  

 

NET INCREASE (DECREASE) IN CASH

 

(205

)

 

 

917

 

  

 

  

 

 

 

  

 

Cash, beginning of year

 

917

 

 

 

-

 

  

 

  

 

 

 

  

 

Cash, end of year

$

712

 

 

 

917

 

  

 

  

 

 

 

  

 

SUPPLEMENTAL CASH FLOW INFORMATION:

 

  

 

 

 

  

 

Interest paid

$

-

 

 

 

-

 

Income taxes paid

$

-

 

 

 

-

 

  

  

See accompanying notes to financial statements.

  

 

 14 

  



 

   

NEWMARKT CORP.

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2017

(AUDITED)

  

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

  

Newmarkt Corp. (“the Company”, “we”, “us” or “our”) was incorporated on July 17, 2015, under the laws of the State of Nevada, for the purpose of the renting different kind of Segway and bicycles, dual wheels self-balancing electric scooter and related safety equipment.

  

NOTE 2 – GOING CONCERN

  

The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern.  However, the Company had not generated sufficient revenue to cover its operating costs, has incurred losses from inception, and has an accumulated deficit of $43,621 at April 30, 2017. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern.

  

Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it will be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.

  

NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES

  

Basis of presentation

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America.

  

Start-up costs

In accordance with ASC 720, “Start-up Costs”, the company expenses all costs incurred in connection with the start-up and organization of the company.

  

Fair Value of Financial Instruments

AS topic 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

  

These tiers include:

Level 1:

defined as observable inputs such as quoted prices in active markets;

Level 2:

defined as inputs other than quoted prices in active markets that are either directly or indirectly observable;

Level 3:

defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

  

The carrying value of cash and the Company’s loan from shareholder approximates its fair value due to their short-term maturity. The company has no assets or liabilities valued at fair value on a recurring basis.

  

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

  

Cash and Cash Equivalents

The  Company  considers  all  highly  liquid  investments  with  the  original  maturities  of  three  months  or  less  to be cash equivalents.

  

  

  

 

 15 

  



  

  

   

NEWMARKT CORP.

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2017

(AUDITED)

  

NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES (CONTINUED)

  

Depreciation, Amortization, and Capitalization

The Company records depreciation and amortization when appropriate using straight-line balance method over the estimated useful life of the assets. We estimate that the useful life of sport equipment (different kind of Segway and bicycles, dual wheels self-balancing electric scooter) is five years, related safety equipment is two years. Useful life of current version of web site is one year. Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired, together with the related accumulated depreciation is removed from the appropriated accounts and the resultant gain or loss is included in net income.

  

Income Taxes

Income taxes are computed using the asset and liability method.  Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws.  A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

  

Revenue Recognition

The Company recognizes revenue in accordance with ASC topic 605 “Revenue Recognition”. Revenue is recognized when persuasive evidence of an arrangement exists, product delivery has occurred, the selling price to the customer is fixed or determinable and collectability of the revenue is reasonably assured. The Company rents its equipment on a short-term basis and records the revenue at the time the rental is completed.

  

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718.  To date, the Company has not adopted a stock option plan and has not granted any stock options.

  

Basic Income (Loss) Per Share

The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period.  Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. As of April 30, 2017 there were no potentially dilutive debt or equity instruments issued or outstanding.

  

Recent Accounting Pronouncements

We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company.

  

  

  

 

 16 

  



 

   

NEWMARKT CORP.

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2017

(AUDITED)

  

  

NOTE 4 – EQUIPMENT

  

  

Equipment

 

Cost

  

  

 

As at July 17, 2015 

$

-

 

Additions

  

63,675

 

Disposals

  

-

 

As at April 30, 2016 

$

63,675

 

Additions

  

3,449

 

Disposals

  

(40,355

)

As at April 30, 2017 

$

26,769

 

  

  

  

 

Depreciation

  

  

 

As at July 17, 2015 

  

(-)

 

Change for the period

  

(2,302

)

As at April 30, 2016 

$

(2,302

)

Change for the period

  

(13,548

)

As at April 30, 2017 

$

(15,850

)

  

  

  

 

Net book value

$

10,919

 

  

  

NOTE 5 – LOAN FROM RELATED PARTY

  

As of April 30, 2017, our sole director and shareholder has loaned to the Company $62,710. This loan is unsecured, non-interest bearing and due on demand.

  

The balance due to the director was $62,710 as of April 30, 2017.

  

NOTE 6 – COMMON STOCK

  

The Company has 75,000,000, $0.001 par value shares of common stock authorized.

  

On January 20, 2016, the Company issued 2,000,000 shares of common stock to the Company’s founder for cash proceeds of $2,000 at $0.001 per share.

  

During November 2016, the Company issued 150,000 shares of common stock for cash proceeds of $5,970 at $0.04 per share.

  

During December 2016, the Company issued 500,000 shares of common stock for cash proceeds of $19,958 at $0.04 per share.

  

During January 2017, the Company issued 17,500 shares of common stock for cash proceeds of $700 at $0.04 per share.

  

There were 2,667,500 shares of common stock issued and outstanding as of April 30, 2017.

  

NOTE 7 – COMMITMENTS AND CONTINGENCIES

  

We currently rent our physical property in Lithuania for a $400 monthly fee, starting on February 1, 2016 until February 1, 2018. This location serves as our primary office for planning and implementing our business plan. The Company has signed two additional lease agreements in Vilnius Lithuania, which commenced in June 2016, for $280 and $200 monthly fee. Terms of the Lease end on the 1st day of June 2017.

  

  

  

 

 17 

  



 

   

NEWMARKT CORP.

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2017

(AUDITED)

  

NOTE 8 – INCOME TAXES

  

The reconciliation of income tax benefit at the U.S. statutory rate of 34% for the year ended April 30, 2017 and period from inception to April 30, 2016 to the company’s effective tax rate is as follows:

  

 

  

Year ended

April 30, 2017

 

 

 

April 30, 2016

  

Tax benefit at U.S. statutory rate

$

(11,730

)

 

 

(3,101

)

  

  

  

 

 

 

  

  

Change in valuation allowance

$

11,730

 

 

 

3,101

  

  

$

-

 

 

 

-

  


 

The effects of temporary differences that give rise to the Company’s deferred tax asset as of April 30, 2017 and as of April 30, 2016 are as follows:

  

  

  

April 30, 2017

 

 

 

April 30, 2016

 

Deferred tax assets:

  

  

 

 

 

  

 

Net operating loss

$

14,831

 

 

 

3,101

 

Valuation allowance

$

(14,831

)

 

 

(3,101

)

  

$                               

-

 

 

 

-

 

Change in valuation allowance:

  

  

 

Balance, July 17, 2015 (Inception)

$

-

Increase in valuation allowance

  

(3,101)

Increase in valuation allowance

Balance, April 30, 2017

  

(11,730)

$                           

(14,831)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

The Company has approximately $43,621 of net operating losses (“NOL”) available to be carried forward to offset taxable income, if any, in future years which expire in fiscal 2035. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the assessment, management has established a full valuation allowance against all of the deferred tax asset relating to NOLs for every period because it is more likely than not that all of the deferred tax asset will not be realized.

  

NOTE 9 – CONCENTRATIONS

  

For the period from inception to April 30, 2016 all revenue was earned from two customers, which represented 65% and 35% of total revenue. 100% of the Company’s equipment was purchased from one supplier.

  

For the year ended April 30, 2017 all revenue was earned from five customers, which represented 44%, 20%, 18%, 15% and 3% of total revenue for this period. 100% of the Company’s equipment was purchased from one supplier.

  

NOTE 10 – SUBSEQUENT EVENTS

  

Management has evaluated events subsequent to April 30, 2017 through the date these financial statements were available to be issued, and has determined that there are no events that would require disclosure in or adjustment to these financial statements.

  

 

 18 

  



   

  

   

Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

  

None

  

Item 9A(T) Controls and Procedures

  


  


  


  

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

  

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of April 30, 2017. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

  

Changes in Internal Controls over Financial Reporting

  

There was no change in the Company’s internal control over financial reporting during the quarterly period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

  

Item 9B. Other Information.

  

None.

  

PART III

  

Item 10. Directors, Executive Officers, Promoters and Control Persons of the Company

  

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS

  

Our executive officer's and director's and their respective ages are as follows:

  

Name

Age

Positions

Denis Razvodovskij

28

President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director

  

Set forth below is a brief description of the background and business experience of our executive officers and directors for the past five years.

  

DENIS RAZVODOVSKIJ

  

Mr. Razvodovskij has served as our President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director since July 17, 2015. For the past five years the director worked for UAB “Kantorius” in Vilnius, Lithuania in the field of information technologies and services. Mr. Razvodovskij’s desire to found our company led to our conclusion that Mr. Razvodovskij should be serving as a member of our board of directors in light of our business and structure.

  

TERM OF OFFICE

  

All directors hold office until the next annual meeting of the stockholders of the Company and until their successors have been duly elected and qualified. The Company's Bylaws provide that the Board of Directors will consist of a minimum of one member. Officers are elected by and serve at the discretion of the Board of Directors.

  

 19 

  



  

  

   

  

DIRECTOR INDEPENDENCE

  

Our board of directors is currently composed of one member, and he does not qualify as an independent director in accordance with the published listing requirements of the NASDAQ Global Market (the Company has no plans to list on the NASDAQ Global Market). The NASDAQ independence definition includes a series of objective tests, such as that the director is not, and has not been for at least three years, one of our employees and that neither the director, nor any of his family members has engaged in various types of business dealings with us. In addition, our board of directors has not made a subjective determination as to our director that no relationships exist which, in the opinion of our board of directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director, though such subjective determination is required by the NASDAQ rules. Had our board of directors made these determinations, our board of directors would have reviewed and discussed information provided by directors and us with regard to our director's business and personal activities and relationships as they may relate to our management and us.

  

Item 11. Executive Compensation

  

EXECUTIVE COMPENSATION SUMMARY COMPENSATION TABLE

  

The following table sets forth information regarding each element of compensation that we paid or awarded to our named executive officers for fiscal year April 30, 2017:

  

 Name and

Principal

Position

Period

Salary

($)

Bonus

($)

Stock

Awards

($)*

Option

Awards

($)*

Non-Equity

Incentive Plan

Compensation

($)

Nonqualified

Deferred

Compensation

($)

All Other

Compensation

($)

Total

($)

Denis Razvodovskij, President

2017

0

0

0

0

0

0

0

0

  

Our sole officer and director has not received monetary compensation since our inception to the date of this prospectus. We currently do not pay any compensation to any officer or any member of our board of directors.

  

EMPLOYMENT AGREEMENTS

  

The Company is not a party to any employment agreement and has no compensation agreement with any officer or director.

  

DIRECTOR COMPENSATION

  

The following table sets forth director compensation as of April 30, 2017:

  

Name

Fees

Earned or Paid in Cash

($)

Stock

Awards

($)

Opinion

Awards

($)

Non-Equity

Incentive Plan

Compensation

($)

Nonqualified

Deferred

Compensation

Earnings

($)

All Other

Compensation

($)

  

Total

($)

  

Denis Razvodovskij, President

  

0

0

0

0

0

0

0

  

We have not compensated our directors for their service on our Board of Directors since our inception. There are no arrangements pursuant to which directors will be compensated in the future for any services provided as a director.

  

  

 

 20 

  



  

  

   

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

  

The following table lists, as of the date of this prospectus, the number of shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our Company; and (iii) all officers and directors as a group. Information relating to beneficial ownership of common stock by our principal shareholders and management is based upon information furnished by each person using "beneficial ownership" concepts under the rules of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days. Under the Securities and Exchange Commission rules, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial owner of securities as to which he or she may not have any pecuniary beneficial interest. Except as noted below, each person has sole voting and investment power.

  

The percentages below are calculated based on 2,667,500 shares of our common stock issued and outstanding as of the date of this prospectus. We do not have any outstanding warrant, options or other securities exercisable for or convertible into shares of our common stock.

  

  

Title of class

  

  

Name and Address of Beneficial Owner

  

Amount and Nature of Beneficial Ownership

  

Percent of Common Stock

  

Common Stock

  

  

Denis Razvodovskij

  

2,000,000

  

74.98%

.

  

  

  

  

 

 

 

 

 

 

  

Item 13. Certain Relationships and Related Transactions

  

Mr. Razvodovskij is considered to be a promoter, and currently is the only promoter, of Newmarkt Corp., as that term is defined in the rules and regulations promulgated under the Securities and Exchange Act of 1933.

  

On January 20, 2016, we offered and sold 2,000,000 shares of common stock to Denis Razvodovskij, our President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and a Director, at a purchase price of $0.001 per share, for aggregate proceeds of $2,000.

  

As of April 30, 2017, Denis Razvodovskij has loaned us $62,710. The loan does not have any term, carries no interest and is not secured.

  

Item 14. Principal Accountant Fees and Services 

  

The following table sets forth the fees billed to our company for the years ended April 30, 2017 and 2016 for professional services rendered by PARITZ & COMPANY, P.A., our independent auditor:

  

Fees 

  

2017 

 

  

  

2016 

  

Audit Fees

$

12,000

 

  

$

9,500

  

Audit Related Fees

  

-

 

  

  

-

  

Tax Fees

  

-

 

  

  

-

  

Other Fees

  

-

 

  

  

-

  

Total Fees 

$

12,000

 

  

$

9,500

  

Pre-Approval Policies and Procedures

Our entire board of directors, which acts as our audit committee, pre-approves all services provided by our independent auditor. All of the above services and fees were reviewed and approved by our board of directors before the respective services were rendered.

  

 

 21 

  



  

   

  

PART IV

  

Item 15. Exhibits

  

The following exhibits are included as part of this report by reference:

  

  

  

  

31.1 

  

Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).

  

  

  

32.1 

  

Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.

  

  

  

  

  

  

  

  

  

SIGNATURES

  

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the Vilnius, Lithuania on 7 day of February, 2018.

  

  

NEWMARKT CORP.

  

  

  

  

By:

/s/

Denis Razvodovskij

  

  

  

Name:

Denis Razvodovskij

  

  

  

Title:

President, Treasurer, Secretary and Director

  

  

  

(Principal Executive, Financial and Accounting Officer)

  

  

  

 22