UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

(Mark One)

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2009

o 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: 814-00652

STARINVEST GROUP, INC.

(Exact name of registrant as specified in its charter)

Nevada		91-1317131
(State of Incorporation)		(I.R.S. Employer Identification Number)

3300 North A Street Suite 2-210 Midland, Texas 79705
(Address of principal executive offices)
Registrant’s telephone number, including area code: (432) 682-8373

Securities registered pursuant to Section 12(b) of the Act:

None

Securities registered pursuant to Section 12(g) of the Act:

Title of each class

Common Stock, par value $0.001 per share

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 checkmark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the 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 o No x

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 ¨	Accelerated Filer ¨
Non-Accelerated Filer ¨	Smaller Reporting Company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2)

Yes o No x

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently computed second fiscal quarter. $2,973,605 based upon $0.03 per share which was the last price at which the common equity was sold on the Over the Counter Bulletin Board.

The number of shares of the issuer’s common stock issued and outstanding as of March 26, 2010 was 201,620,194 shares.

Documents Incorporated By Reference: None

STARINVEST GROUP, INC

FORM 10-K FOR THE FISCAL YEAR

ENDED DECEMBER 31, 2009

TABLE OF CONTENTS

		Page No.
PART I
Item 1	Description of Business	3
Item 1A	Risk Factors	6
Item 1B	Unresolved Staff Comments	12
Item 2	Description of Property	12
Item 3	Legal Proceedings	12
Item 4	Removed and Reserved	13
PART II
Item 5	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	13
Item 6	Selected Financial Data	15
Item 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 7A	Quantitative and Qualitative Disclosure About Market Risk	21
Item 8	Financial Statements and Supplementary Data	21
Item 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	34
Item 9A	Controls and Procedures	34
Item 9B	Other Information
PART III
Item 10	Directors, Executive Officers and Corporate Governance	36
Item 11	Executive Compensation	38
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	41
Item 13	Certain Relationships and Related Transactions, and Director Independence	42
Item 14	Principal Accountant Fees and Services	42
PART IV
Item 15	Exhibits, Financial Statement Schedules	43
Signatures		44

PART I

ITEM 1. DESCRIPTION OF BUSINESS

As used in this Annual Report on Form 10-K (this “Report”), references to the “Company,” the “Registrant,” “STIV,” “we,” “our” or “us” refer to StarInvest Group, Inc., unless the context otherwise indicates.

Forward-Looking Statements

This Report contains forward-looking statements. For this purpose, any statements contained in this Report that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking information includes statements relating to future actions, prospective products, future performance, or results of current or anticipated products, sales and marketing efforts, costs and expenses, interest rates, outcome of contingencies, financial condition, and results of operations, liquidity, business strategies, cost savings, objectives of management, and other matters. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “will,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “continue” or the negative of these similar terms. The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking information to encourage companies to provide prospective information about themselves without fear of litigation so long as that information is identified as forward-looking and is accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in the information.

These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions that we cannot predict. In evaluating these forward-looking statements, you should consider various factors, including the following: (a) those risks and uncertainties related to general economic conditions, (b) whether we are able to manage our planned growth efficiently and operate profitable operations, (c) whether we are able to generate sufficient revenues or obtain financing to sustain and grow our operations, (d) whether we are able to successfully fulfill our primary requirements for cash, which are explained below under “Liquidity and Capital Resources”. We assume no obligation to update forward-looking statements, except as otherwise required under the applicable federal securities laws.

Overview

The Company is focused on offering a full menu of services in the financial sector through its subsidiaries My Transfer Agent, LLC, Stocktransfer.com, MyTransferAgent.com, EXX.com and Todd & Co. As a result of our October 16, 2009 acquisition of EXX.COM, LLC, the Company is now forming a strategy to expand the customer base of EXX.com into our Broker Dealer (BD Todd and Company. The (EXX.Com) ECN platform will provide quote services, news retrieval, charting, option chain pricing and archive all trading information, for readily accessibility, as required by securities regulations in the financial industry. In addition customers of our BD and EXX will have remote access to viewing and executing orders through the EXX platform on the NYSE, OTC markets, OTC BB , OTC Pink sheets and option markets. The EXX Customer support desk will facilitate traditional services for clients looking for direct assistance and offer full service to the retail audience. The institutional application is a cost effective, compliant focused flexible system with unique characteristics welcomed by institutional customers. EXX will aggressively market the platform by mid 2010.

My Transfer Agent (“MTA”) provides "turn-key" solutions of transfer agent, legal, EDGAR and other related services to public and private companies. MTA serves as a Transfer Agent performing the functions of original issue, cancellation and reissuance of stock certificates and noncertificated shares. MTA is committed to delivering a complete package of products and services focused on today's technology but never losing sight that service is the first priority. The strategy for MTA is to acquire smaller transfer agents, to aggregate the customer base and introduce new technologies and services to its customers

Stock Transfer.com (“ST”) is an agent’s resource for information providing the latest information about the stock transfer industry and providing consulting services for public and private companies. StockTransfer.com consolidates industry specific information to educate, inform and assist companies with finding information about being or going public. The site is also used as a vehicle to educate shareholders about their investments and give them access to services and professionals who can assist them.

EXX.COM (EXX) is a software company that provides services to Broker-Dealers, Hedge Funds, Algorithmic Trading Firms, and high net worth individuals. Revenues are generated by three sources; fees, rebates and commissions. Fees include individual fees, desktop fees, database fees, compliance fees, archiving fees, FIX connection fees, OMS fees and professional fees. Rebates include payment by the exchanges for order flow primarily options exchanges. Commissions include transactional fees for trading equity and options.

EXX does not have signed agreements in place with clients. The clients rely on the EXX platform to provide stable and robust trading sessions. They are billed monthly for fee’s and commissions.

EXX operates with a support staff and a programmer support team. EXX management continues to look for efficiencies and complementary services to increase cost efficiencies and increase profit margins. EXX has a customer help desk that is the first contact for our clients if they have any questions or problems with a trade or the software. We have contract programmers and system technicians to handle any hardware and/or connection problem that may come up during the trading session and to support problems that the help desk needs assistance with.

EXX is in the business of building autonomous, efficient reliable and cost effective trading platforms in order to achieve Straight through Processing (STP) in the financial industry. The Company's main business is customizing proprietary platforms from one program so STP is enabled across all the financial networks.

Todd & Company is a registered Broker dealer in the financial sector. StarInvest recently closed the acquisition and acquired all of the outstanding shares of common stock of Todd & Co. On March 17, 2010, Todd & Company received FINRA’s approval of the firm’s 1017 applications and acceptance of StarInvest Group Inc., as the new owner. We are currently interviewing candidates for the positions of CEO and CCO. Once they are introduced and approved by FINRA, Todd & Company will be able to begin operations. This may represent a further step forward in the implementation of our long term strategy to become a full service financial firm with 21st century technologies creating a recurring revenue model by servicing new and existing customers.

The Company is also retaining a portion of its portfolio focused in a wide variety of different sectors including but not limited to alternative resources, and services. As of December 31, 2009, we invested approximately $649,999 in 2 companies. The Company is looking to sell non core business as the financial sector has become our foundation to grow. The proceeds from the asset sales will be used to reduce debt and drive growth in MTA, Todd & Co and EXX.com.

Although 2009 has been a very challenging year for all small business, especially in the financial sector, STIV was able to reduce cash expenditures and to address a number of unexpected challenges. For example, shortly after the sale of EXX to StarInvest Group, Inc, the founders Carter and Dovico resigned from their positions. While the Company is evaluating legal remedies to recover any loss caused by Carter and Dovico, the management was able to quickly replace them with a new team and at the same time trim operational costs by more that 60%. Also the vendors of EXX have been very supportive in working with the company as it manages its cash flow.

We are a small company with limited financial and managerial resources. In addition to the risks and uncertainties that we face, we have an immediate need to raise additional capital to fund our business and the plans that we have made. We cannot assure you that we will be successful in raising any additional capital, if we are successful in doing so, that we can do so on terms that reasonable in light of our current circumstances.

History

We are a Nevada corporation that was elected to be regulated as a business development company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Company was a specialty investment company principally providing capital and other assistance to start-up and micro companies. The Company focused its portfolio in a wide variety of different sectors including but not limited to alternative resources, technology, biotech, insurance, and services. Our investment objective was to maximize our portfolio’s total return by investing in the debt and/or equity securities of start-up and micro companies. We also sought to provide our stockholders with current income on investments in debt securities and long-term capital growth through the appreciation in the value of warrants or other equity instruments that we may receive when we make debt investments or equity investments.

In 2008, the Company changed it business focus and withdrew its election to be treated as a business development company and as a result of its withdrawal of election to be treated as Business Development Company, the Company was no longer qualified to be treated as a RIC. Accordingly, the Company filed the appropriate documentation to withdraw its election to be treated as a RIC.

Currently, we are an operating company with the ultimate goal to become a full services financial firm providing Transfer Agent, Edgar filings services, Brokering, and Trading Solutions to domestic and international companies.

Our headquarter is located at 3300 North A Street, Suite 2-210, Midland, Texas 79705 and our telephone number is (432) 682-8373.

Market Opportunity

Many transfer agents and broker/dealers have scaled back their operations or simply closed down in response to the credit crunch and the slowdown of the economy. Many others operate in a difficult and fragmented market and lack the necessary size to efficiently service their clients. In addition, the current regulatory environment favors large and established businesses forcing smaller companies to review their structure and change their strategies.

Management believes that all these factors will create opportunities for the Company to acquire and or to merge with other financial services providers given the ongoing consolidation in the financial industry. Now more than ever it is vital for a corporation to increase revenues while decreasing the overall operating costs. Starinvest strongly believes that growth through acquisitions represents the best possible solution to reach these goals and achieve profitability for its shareholders.

Competition

My Transfer Agent, LLC

By the 1960’s there were thousands of commercial transfer agents servicing public companies and municipalities. Today, no more than 20 companies dominate the business. More than 90% of all companies “outsource” the transfer agent function to commercial transfer agents. The transfer agent business is highly specialized. Few companies have the necessary expertise to perform the following tasks; transferring stock, escheatment, capital structure changes, employee stock plan and direct purchase plan administration, dividend distributions, dividend reinvestment plan administration, proxy tabulation.

Commercial transfer agents are regulated by the SEC. Agents also have to comply with federal bank, postal and IRS regulations. In addition, each of the states has different abandoned property laws. All of these agencies can fine transfer agents that are not in compliance. Also commercial transfer agents have specialized equipment. The cost of mailing machines, OCR readers, or software can be spread over thousands of accounts. In-house agents may struggle to justify some of these expenses.

Commercial transfer agents assume liability. Commercial transfer agents for the New York and American Stock Exchange companies have to carry transfer agent liability insurance. Also commercial transfer agents provide expert advice providing guidance on new regulations, direct purchase plans, industry innovations, and know the pulse of the industry. Many agents also have a formal client communication program including newsletters and seminars.

EXX.com

There are many companies competing in this arena from small trading firms to large companies like Goldman, Sachs and Co. Each one of them provides a trading “engine” enabling their clients to trade fast and efficiently. What separates EXX from the competition is the customization capability of its software, which is designed primarily to serve small/medium size Broker Dealers and Hedge Funds. Also, the advanced compliance component, of the OATS reporting has been designed to provide compliance departments the ability to review archived documents and adjust risk management features in real-time. This is pertinent to the current environment of increased scrutiny by the regulatory agencies on the financial services industry.

Employees

We have three employees that manage our day-to-day operations: Robert H. Cole is serving as our Chief Executive Officer and Chief Financial Officer and Cristiano Germinario is serving as the Company’s Secretary and Operations Manager of My Transfer Agent, LLC. Leon Urbaitel is serving as the President of Stocktransfer, LLC and My Transfer Agent, LLC.

We had three employees that manage the day to day operations of EXX. James Dovico served as Chief Executive Officer and Douglas Carter served as the Chief Technological Officer and Marc Raffensperger served as Help Desk coordinator. On December 11, 2009, James Dovico resigned as the CFO of EXX, and on February 19, 2010 Douglas Carter resigned as the CTO of EXX and on the same date Marc Raffensperger resigned as Help Desk coordinator. We are currently evaluating legal remedies to recover any loss caused by Messrs. Carter and Dovico. At the present time, Christopher Collins is serving as the Help Desk coordinator and Stephen Bamford is serving as the CTO. We are currently looking for a new CEO.

Compliance Policies and Procedures. We have adopted and implemented written policies and procedures reasonably designed to prevent violation of the federal securities laws, and are required to review these compliance policies and procedures annually for their adequacy and the effectiveness of their implementation.

ITEM 1A. RISK FACTORS

An investment in our securities involves certain risks relating to our structure and investment objectives. The risks set out below are not the only risks we face, and we face other risks which are not yet predictable. If any of the following risks occur, our business, financial condition and results of operations could be materially adversely affected. In such case, our net asset value and the trading price of our common stock could decline, and you may lose all or part of your investment.

RISKS RELATING TO OUR BUSINESS

Our ability to continue as a “going concern” is uncertain.

Our consolidated financial statements have been presented on the basis that we are a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The independent registered public accounting firm’s report on our consolidated financial statements as of and for the fiscal year ended December 31, 2009 includes an explanatory paragraph that states that we have an accumulated deficit and experienced recurring losses from operations that raise a substantial doubt about our ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

We have an accumulated deficit of $14,427,501 and $12,237,547 at December 31, 2009 and 2008, respectively. Additionally, for the years ended December 31, 2009 and 2008, we used cash in operations of $725,960 and $115,498, respectively.

Our ability to meet future cash and liquidity requirements is dependent on a variety of factors, including our ability to raise more capital, successfully negotiate extended payment terms with our lenders and the performance of our investments. The presence of the going concern note may have an adverse impact on our relationship with third parties such as potential investors, our lenders and potential targets for investment. If we are unable to continue as a going concern, our lenders would foreclose on their collateral and we would have to liquidate our remaining assets, if any. This would have a material adverse effect on your investment in us.

We have historically lost money and decreases may continue in the future.

We have historically lost money. The net loss for 2009 was approximately $1,913,328 and we expect that future losses are likely to occur. Accordingly, we may experience significant liquidity and cash flow problems if we are not able to raise additional capital as needed and on acceptable terms. No assurances can be given that we will be successful in reaching or maintaining profitable operations.

We need additional capital to finance operations.

Our operations have relied almost entirely on external financing to fund our operations. Such financing has historically come from a combination of borrowings and from the sale of common stock and assets to third parties. We will need to raise additional capital to fund our anticipated operating expenses and future expansion. Among other things, external financing will be required to cover our operating costs. We cannot assure you that financing whether from external sources or related parties will be available in an amount sufficient to continue operations or on terms favorable to us. If we sell shares of our common stock to raise capital, the equity interests of our existing shareholders may be diluted. If we are unable to obtain adequate financing we may have to curtail, suspend or cease business operations. Any of these events would be materially harmful to our business and may result in a lower stock price.

We are a Company with a limited operating history.

We have a limited operating history as a transfer agent. We are subject to all of the business risks and uncertainties associated with any new business enterprise, including the risk that we will not achieve our targets and that the value of your investment in us could decline substantially.

Our officers and directors have the ability to exercise significant influence over matters submitted for stockholder approval and their interests may differ from other stockholders.

We have 3 shareholders that own more than a 10% interest and among them, they own approximately 39.27% of the outstanding shares. Our directors and executive officers directly and indirectly own in the aggregate approximately 15.63% of our outstanding shares. Our directors and executive officers, whether acting alone or together, may have significant influence in determining the outcome of any corporate transaction or other matter submitted to our Board for approval, including issuing common and preferred stock, and appointing officers, which could have a material impact on mergers, acquisitions, consolidations and the sale of all or substantially all of our assets, and also the power to prevent or cause a change in control. The interests of these board members may differ from the interests of the other stockholders.

We may change our business objectives without shareholder approval.

We may make acquisitions without shareholder approval and such acquisitions could adversely affect our stock price, liquidity, and the ability of our shareholders to sell their stock.

Our financial condition and results of operations will depend on our ability to manage our future growth effectively.

We have a limited operating history. As such, we are subject to the business risks and uncertainties associated with any new business enterprise, including the lack of experience in managing or operating a transfer agent company. Our ability to achieve our targets will depend on our ability to grow, which will depend, in turn, on our ability to identify, analyze, and acquire competitors that meet our investment criteria. Accomplishing this result on a cost-effective basis is largely a function of our management’s structuring of the investment process, its ability to provide competent, attentive and efficient services to customers, and our access to financing on acceptable terms. As we grow, we will need to hire, train, supervise and manage new employees. Failure to manage our future growth effectively could have a material adverse effect on our business, financial condition and results of operations.

We operate in a highly competitive market for investment opportunities.

A large number of entities compete with us. We compete with a large number of private and public transfer agents including financial services companies such as banks. Many of our competitors are substantially larger and have considerably greater financial, technical and marketing resources than we do. For example, some competitors may have a lower cost of funds and access to funding sources that are not available to us. There can be no assurance that the competitive pressures we face will not have a material adverse effect on our business, financial condition and results of operations. Also, as a result of this competition, we may not be able to take advantage of attractive opportunities from time to time, and we can offer no assurance that we will be able to identify and make acquisitions that are consistent with our strategy.

Our business model depends upon the development of strong referral relationships.

If we fail to maintain our relationships with key firms, or if we fail to establish strong referral relationships with other firms, we will not be able to grow our business and achieve our objectives. In addition, persons with whom we have informal relationships are not obligated to provide us with potential clients, and therefore there is no assurance that such relationships will lead to the origination of new revenues.

We may not realize gains from our Current Portfolio.

We invested in debt securities, as well as equity securities. However, the equity interests we received may not appreciate in value and, in fact, may decline in value. Accordingly, we may not be able to realize gains from our Current Portfolio, and any gains that we do realize on the disposition of any equity interests may not be sufficient to offset any other losses we experience.

The lack of liquidity in Current Portfolio may adversely affect our business.

As stated above, our current investments are not generally in publicly traded securities. Substantially all of these securities are subject to legal and other restrictions on resale or will otherwise be less liquid than publicly traded securities. The illiquidity of our investments may make it difficult for us to sell such investments if the need arises. Also, if we are required to liquidate all or a portion of our portfolio quickly, we may realize significantly less than the value at which we have previously recorded our investments. We expect that our holdings of equity securities may require several years to appreciate in value, and we can offer no assurance that such appreciation will occur.

We may experience fluctuations in our quarterly results.

We may experience fluctuations in our quarterly operating results due to a number of factors, including the rate at which we make new investments, the interest rates payable on the debt securities we acquire, the default rate on such securities, the level of our expenses, variations in and the timing of the recognition of realized and unrealized gains or losses, the degree to which we encounter competition in our markets and general economic conditions. As a result of these factors, results for any period should not be relied upon as being indicative of performance in future periods.

Regulations governing our operation as a transfer agent company could affect our ability to raise additional capital, which may expose us to risks, including the typical risks associated with leverage.

We will require a substantial amount of capital, which we may acquire from the following sources:

Senior securities and other indebtedness. We may issue debt securities or preferred stock and/or borrow money from banks or other financial institutions, which we refer to collectively as “senior securities”. If we issue senior securities, including preferred stock and debt securities, we will be exposed to typical risks associated with leverage, including an increased risk of loss. If we incur leverage to make investments, a decrease in the value of our investments would have a greater negative impact on the value of our common stock. If we issue debt securities or preferred stock, it is likely that such securities will be governed by an indenture or other instrument containing covenants restricting our operating flexibility. In addition, such securities may be rated by rating agencies, and in obtaining a rating for such securities, we may be required to abide by operating and investment guidelines that could further restrict our operating flexibility. Furthermore, any amounts that we use to service our indebtedness would not be available for distributions to our common stockholders.

Common stock. We may sell the Company’s common stock, warrants, options or rights to acquire common stock, at a price below the then-current net asset value of our common stock if our Board of Directors determines that such sale is in our best interest and that of our stockholders, and our stockholders approve such sale. If we raise additional funds by issuing more common stock or senior securities convertible into, or exchangeable for, our common stock, the percentage ownership of our stockholders at that time would decrease and they may experience dilution. Moreover, we can offer no assurance that we will be able to issue and sell additional equity securities in the future on favorable terms or at all.

A change in interest rates may adversely affect our profitability.

A portion of our income will depend upon the difference between the rate at which we borrow funds (if we do borrow) and the interest rate on the debt securities in which we invested. Some of our investments in debt securities are at fixed rates and others at variable rates. We may, but will not be required to, hedge against interest rate fluctuations by using standard hedging instruments such as futures, options and forward contracts, subject to applicable legal requirements. These activities may limit our ability to participate in the benefits of lower interest rates with respect to the hedged portfolio. Adverse developments resulting from changes in interest rates or hedging transactions could have a material adverse effect on our business, financial condition and results of operations. Also, we have limited experience in entering into hedging transactions, and we will initially have to purchase or develop such expertise.

Provisions of the Nevada General Corporation Law and of our charter and bylaws could deter takeover attempts and have an adverse impact on the price of our common stock.

Our charter and bylaws, as well as certain statutory and regulatory requirements, contain certain provisions that may have the effect of discouraging a third party from making an acquisition proposal for us. These anti-takeover provisions may inhibit a change of control in circumstances that could give the holders of our common stock the opportunity to realize a premium over the market price for our common stock.

RISKS RELATED TO OUR CURRENT PORTFOLIO

Start-up and micro companies are subject to many risks, including volatility, intense competition, decreasing life cycles and periodic downturns.

Prior to the withdraw to be treated as a business development company; we invested in small and micro companies, some of which may have relatively short operating histories. The revenues, income (or losses) and valuations of start-up and micro companies can and often do fluctuate suddenly and dramatically.

Elections to not make follow-on investments in our portfolio companies could impair the value of our portfolio.

Following an initial investment in a portfolio company, we may make additional investments in that portfolio company as “follow-on” investments, in order to: (1) increase or maintain in whole or in part our equity ownership percentage; (2) exercise warrants, options or convertible securities that were acquired in the original or subsequent financing; or (3) attempt to preserve or enhance the value of our investment. We may elect not to make follow-on investments or otherwise lack sufficient funds to make those investments. We have the discretion to make any follow-on investments, subject to the availability of capital resources. The failure to make follow-on investments may, in some circumstances, jeopardize the continued viability of a portfolio company and our initial investment, or may result in a missed opportunity for us to increase our participation in a successful operation. Even if we have sufficient capital to make a desired follow-on investment, we may elect not to make a follow-on investment because we may not want to increase our concentration of risk, because we prefer other opportunities, or because we are inhibited by compliance with business development company requirements or the desire to maintain our tax status.

Because we generally do not hold controlling equity interests in our portfolio companies, we may not be in a position to exercise control over our portfolio companies or to prevent decisions by management of our portfolio companies that could decrease the value of our investments.

Although we may do so in the future, to date we have generally not taken controlling equity positions in our portfolio companies. As a result, we are subject to the risk that a portfolio company may make business decisions with which we disagree, and the stockholders and management of a portfolio company may take risks or otherwise act in ways that are adverse to our interests. Due to the lack of liquidity for the debt and equity investments that we typically hold in our portfolio companies, we may not be able to dispose of our investments in the event we disagree with the actions of a portfolio company, and may therefore suffer a decrease in the value of our investments.

RISKS RELATED TO AN INVESTMENT IN OUR COMMON STOCK

Our common stock price may be volatile.

The trading price of our common stock may fluctuate substantially. Many factors relating to the price of our common stock are beyond our control and may not be directly related to our operating performance. These factors include, but are not limited to, the following:

·	price and volume fluctuations in the overall stock market from time to time;

·	significant volatility in the market price and trading volume of securities of regulated investment companies, business development companies or other financial services companies;

·	actual or anticipated changes in our earnings or fluctuations in our operating results or changes in the expectations of securities analysts;

·	general economic conditions and trends;

·	loss of a major funding source; or

·	departures of key personnel.

In the past, following periods of volatility in the market price of a company’s securities, securities class action litigation has often been brought against that company. Due to the potential volatility of our stock price, we may therefore be the target of securities litigation in the future. Securities litigation could result in substantial costs and divert management’s attention and resources from our business.

There is a risk that you may not receive dividends or that our dividends may not grow over time.

We cannot assure you that we will achieve our targets that will allow any specified level of cash distributions or year-to-year increases in cash distributions.

Our common stock is deemed to be a “penny stock,” which may make it more difficult for you to sell your shares.

Our common stock is deemed to be “penny stock” as that term is defined and promulgated under the Securities Exchange Act of 1934. These requirements may reduce the potential market for the common stock by reducing the number of potential investors. For example many mutual funds and other institutional investors are prohibited from investing in “penny stocks.” This may make it more difficult for investors of the common stock to sell shares to third parties or to otherwise dispose of them. This could cause our stock price to decline. Penny stocks are stock with a price of less than $5.00 per share.

Broker/dealers dealing in penny stocks are required to provide potential investors with a document disclosing the risks of penny stocks. Moreover, broker/dealers are required to determine whether an investment in a penny stock is a suitable investment for a prospective investor.

Our common stock may be affected by limited trading volume and may fluctuate significantly.

There has been a limited public market for our common stock and there can be no assurance that an active trading market for our common stock will develop. As a result, this could adversely affect our shareholders’ ability to sell our common stock in short time periods, or possibly at all. Our common stock has experienced, and is likely to experience in the future, significant price and volume fluctuations that could adversely affect the market price of our common stock without regard to our operating performance. In addition, we believe that factors such as quarterly fluctuations in our financial results and changes in the overall economy or the condition of the financial markets could cause the price of our common stock to fluctuate substantially. Substantial fluctuations in our stock price could significantly reduce the price of our stock.

Our common stock is traded on the “Over-the-Counter Bulletin Board,” which may make it more difficult for you to resell your shares due to suitability requirements.

Our common stock is currently traded on the Over the Counter Bulletin Board (OTCBB) where we expect it to remain for the foreseeable future. Broker-dealers often decline to trade in OTCBB stocks given that the market for such securities is often limited, the stocks are more volatile, and the risks to investors are greater. These factors may reduce the potential market for our common stock by reducing the number of potential investors. This may make it more difficult for investors in our common stock to sell shares to third parties or to otherwise dispose of them. This could cause our stock price to decline.

Future developments may cause our stock to be no longer traded on the OTCBB.

Future developments, such as a loss of assets, insolvency, or an inability to comply with certain regulatory requirements, may cause our stock to be no longer listed on the OTCBB, which may make it more difficult to sell your stock or may affect the price at which you may be able to sell your stock.

Changes in the law or regulations that govern us could have a material effect on us or our operations.

We are regulated by the SEC. In addition, changes in the laws or regulations that govern transfer agents may significantly affect our business. Any change in the law or regulations that govern our business could have a material effect on us or our operations. Laws and regulations may be changed from time to time, and the interpretations of the relevant laws and regulations also are subject to change, which may have a material effect on our operations.

The market for our stock is limited and our stock price may be volatile.

The market for our common stock has been limited due to low trading volume and the small number of brokerage firms acting as market makers. Because of the limitations of our market and volatility of the market price of our stock you may face difficulties in selling shares at attractive prices. The average daily trading volume for our stock has varied significantly from week to week and from month to month, and the trading volume often varies widely from day to day.

We may incur significant expenses as a result of being quoted on the OTCBB, which may negatively impact our financial performance.

We may incur significant legal, accounting and other expenses as a result of being listed on the OTCBB. The Sarbanes-Oxley Act of 2002, as well as related rules implemented by the Commission has required changes in corporate governance practices of public companies. We expect that compliance with these laws, rules and regulations, including compliance with Section 404 of the Sarbanes-Oxley Act of 2002 as discussed in the following risk factor, may substantially increase our expenses, including our legal and accounting costs, and make some activities more time-consuming and costly. As a result, there may be a substantial increase in legal, accounting and certain other expenses in the future, which would negatively impact our financial performance and could have a material adverse effect on our results of operations and financial condition.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None

ITEM 2. DESCRIPTION OF PROPERTY

We do not own any real estate or other physical properties materially important to our operation. Since March 2006, our principal executive offices have been located to 3300 North A Street Suite 2-210, which are being provided by our CEO/CFO, Robert Cole, free of charge, on a month to month basis. Management believes that our office in Texas is adequate for our operation s as presently conducted. EXX is currently located at 600 Old Country Road, Suite 318, Garden City, NY. MTA is currently located at 117 Randolph, Jersey City, NJ.

ITEM 3. LEGAL PROCEEDINGS

There are no other 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. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. While the outcome of these legal proceedings cannot be predicted with certainty, we do not expect that these proceedings will have a material effect upon our financial condition or results of operations.

ITEM 4. REMOVED AND RESERVED

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Our common stock is listed on the OTCBB under the symbol “STIV.” Following is the range of high and low sales prices on the OTCBB for the common stock for the periods indicated. This chart was based on information obtained from the OTCBB.

	High		Low
Calendar Year 2009
First Quarter	$	0.07	$	0.01
Second Quarter	$	0.07	$	0.01
Third Quarter	$	0.03	$	0.01
Fourth Quarter	$	0.03	$	0.01

Calendar Year 2008
First Quarter	$	0.05	$	0.03
Second Quarter	$	0.09	$	0.01
Third Quarter	$	0.06	$	0.01
Fourth Quarter	$	0.03	$	0.01

The last reported price for our common stock on March 31, 2010 was $0.02 per share.

Holders

As of March 31, 2010, we had approximately 700 shareholders of record.

Dividends

We have not paid cash dividends on our common stock and we do not plan to pay cash dividends in the foreseeable future.

Recent Sales of Unregistered Securities

On December 28, 2009 the Company issued 10,000,000 restricted common shares in relation to the $140,214.92 secured promissory note dated December 16, 2009 between the Company and Reese-Cole Partnership, Ltd. Under the terms of the secured note the Company agreed to issue 10,000,000 restricted common shares to Reese-Cole Partnership, Ltd as inducement to the lender to grant the loan. The transaction is exempt from registration pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended. The proceeds were used for working capital purposes.

As of December 28, 2009 a total of $57,000, was due and payable to R & J Cole, Inc. for Mr. Cole’s services as CEO/CFO. Mr. Cole agreed to accept 6,500,000 restricted common shares in lieu of $52,000 of the $57,000 which was owed and the stock was registered under the name of R & J Cole, Inc. The transaction is exempt from registration pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended.

On December 09, 2009 the Company issued a total of 625,000 restricted common shares of the Company as stock compensation to its employees and consultants. The transaction is exempt from registration pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended.

On November 04, 2009 the Company agreed to acquire all of the outstanding capital stock of Todd & Co., a broker/dealer located in Hasbrouck Height, New Jersey for $100,000 convertible note convertible into 3,333,333 restricted common shares of the Company. The transaction is exempt from registration pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended.

On October 28, 2009 the Company issued 11,641,096 restricted common shares in relation to the conversion of the defaulted $775,000 note dated March 12, 2006. As of October 28, 2009 a total of $321,108, was due and payable. The Noteholders agreed to convert such amount into 11,641,096 restricted common shares of the Company. The transaction is exempt from registration pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended.

On October 09, 2009 the Company issued 82,000,000 restricted common shares in relation to its acquisition of EXX.com. Of the 82,000,000 shares, 41,000,000 shares of common stock were issued to James Dovico, and the remaining balance of 41,000,000 shares of common stock were issued to Douglas Carter. The transaction is exempt from registration pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended.

Issuer Purchases of Equity Securities

We have not repurchased any shares of our common stock during the fiscal year ended December 31, 2009.

Securities authorized for issuance under equity compensation plans.

On December 10, 2009 the Company issued as compensation a total of 625,000 restricted common shares with a market valued of approximately $6,250 to Tim Keyes (100,000), Leon Urbaitel, (100,000), Mark Raffensperger (50,000), Chris Collins (100,000), Chris Griffin (100,000), Manu Kalia (25,000) and Cristiano Germinario (150,000) for their services as Directors of the Company.

ITEM 6. SELECTED FINANCIAL DATA

The following selected financial data for the each of the last five fiscal years for the Company is derived from our financial statements which have been audited by Larry O’Donnell, CPA, our independent registered public accounting firm. The data should be read in conjunction with our financial statements and related notes thereto and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included elsewhere in this report.

Statement of Operations

	Year Ended December 31,
Statement of Operations	2009			2008			2007			2006			2005



Total Income		954,410			133,686			186,934			86,707			41,931
Selling, administrative and general & stock based expenses		1,489,763			338,583			148,585			241,134			865,829
Net income (loss) before other income (expense)		(1,340,988	)		(204,897	)		38,349			(154,427	)		(823,898	)

Interest expense		50,519			52,510			76,697			51,532			22,362
Net realized unrealized gain (loss)/(Other expense)		(572,340	)		(476,234	)		(25,127	)		(868,480	)		219,503
Net income (loss)	$	(1,913,328	)	$	(681,131	)	$	13,222		$	(1,022,907	)	$	(626,757	)

EARNINGS PER COMMON SHARE:

Basic & diluted income (loss) per common share	$	(0.02	)	$	(0.01	)	$	0.00		$	(0.04	)	$	(0.03	)

Balance Sheet

	December 31,
Balance Sheet	2009			2008			2007			2006			2005

Working capital	$	(1,624,414	)	$	(336,326	)	$	(527,692	)	$	(1,257,206	)	$	(827,045	)

Total assets	$	3,752,867		$	1,482,822		$	2,155,537		$	1,734,537		$	2,697,660

Long-term debt, capital leases and due to officer	$	-		$	-		$	-		$	-		$	-

Shareholders’ Equity (Deficit)	$	1,909,698		$	1,097,160		$	1,541,904		$	335,450		$	1,825,465

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Certain statements contained in this Annual Report, including statements regarding the anticipated development and expansion of our business, our intent, belief or current expectations, primarily with respect to the future operating performance of the Company and the services we expect to offer and other statements contained herein regarding matters that are not historical facts, are “forward-looking” statements. Future filings with the Securities and Exchange Commission, future press releases and future oral or written statements made by us or with our approval, which are not statements of historical fact, may contain forward-looking statements, because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements.

All forward-looking statements speak only as of the date on which they are made. We undertake no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they are made. The following analysis of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes thereto contained elsewhere in this Annual Report.

Our primarily objective will be to operate and expand internally our transfer agent business. Also we will look to expand our business through acquisitions and/or mergers of our operating subsidiaries My Transfer Agent, LLC and Stocktransfer, LLC with current competitors. We will seek to acquire transfer agents that have been operating for at least one year prior to the date of our acquisition and at the time of our investment have employees, revenues and preferably positive cash flow.

Our secondary objective will be to liquidate our current portfolio maximizing the value for our shareholders. As stated above, our current investments are not generally in publicly traded securities. Substantially all of these securities are subject to legal and other restrictions on resale or will otherwise be less liquid than publicly traded securities. The illiquidity of our investments may make it difficult for us to sell such investments if the need arises. Also, if we are required to liquidate all or a portion of our portfolio quickly, we may realize significantly less than the value at which we have previously recorded our investments. We expect that our holdings of equity securities may require several years to be fully liquidated and we can offer no assurance that such liquidation will occur.

To the extent possible, our loans are collateralized by a security interest in the borrower’s assets or guaranteed by a principal to the transaction. Interest payments, if not deferred, are normally payable quarterly.

Current Portfolio Company	Investment	Cost
Crownbutte Wind Power, Inc	Common Stock	$199,999
Western Roses Memorial Park, Inc	Secured Loan	$450,000
Total		$649,999

Health Rush, Inc and Strasbourger Pearson Tulcin Wolff, Inc were written off at the end of the fiscal quarter ending December 31, 2009. Currently Health Rush’s management is seeking funding to roll out the strategy in the North East US market. StarInvest’s management has decided to write down the value of Health Rush to zero to be conservative on its portfolio valuations. If the situation should change management will re-adjust Health Rush’s valuation.

Strasbourger Pearson Tulcin Wolff Inc (SPTW) withdrew its registration as a Broker Dealer in July 2009. With the financial markets challenges and erosion of credit facilities the capital requirement forced the firm to withdraw its registration. Currently, the firm is inactive; therefore management has decided to write down the value of SPTW to zero to be conservative on its portfolio valuations. If the situation should change management will re-adjust SPTW’s valuation.

Critical Accounting Policies

The preparation of financial statements and related disclosures in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the periods reported. Actual results could materially differ from those estimates. We have identified our investment valuation policy as a critical accounting policy.

Investment Valuation

The most significant estimate inherent in the preparation of our financial statements is the valuation of investments and the related amounts of unrealized appreciation and depreciation of investments recorded. We value our investment portfolio each quarter. For investments in which there is no readily available, reliable market information, the Company utilized the “fair value method” for ascribing value. This valuation method has members of our portfolio management team provide information to our Board of Directors on each portfolio company including the most recent financial statements and forecasts, if any. The Board of Directors then uses the information provided by the portfolio management team in its determination of the final fair value of investments, as noted in the Schedule of Investments.

The Board of Directors’ final determination of fair value is based on some or all of the following factors, as applicable, and any other factors considered relevant:

·	the nature of any restrictions on the disposition of the securities;

·	assessment of the general liquidity/illiquidity of the securities;

·	the issuer’s financial condition, including its ability to make payments and its earnings and discounted cash flow;

·	the markets in which the issuer does business;

·	the cost of the investment;

·	the size of the holding and the capitalization of issuer;

·	the nature and value of any collateral;

·	the prices of any recent transactions or bids/offers for the securities or similar securities or any comparable securities that are publicly traded;

·	any available analyst, media or other reports or information deemed reliable by the independent valuation firm regarding the issuer or the markets or industry in which it operates;

·	certified appraisal reports

·	past experience with the valuation of the securities; and

·	the sensitivity of the securities to fluctuations in interest rates.

The fair value method for valuing securities may be applied to the following types of investments:

·	private placements and restricted securities that do not have an active trading market;

·	securities whose trading has been suspended or for which market quotes are no longer available;

·	debt securities that have recently gone into default and for which there is no current market;

·	securities whose prices are stale; and

·	securities affected by significant events.

Due to the uncertainty inherent in the valuation process, such estimates of fair value may differ significantly from the values that would have resulted had a readily available market for the securities existed, and the differences could be material. Additionally, changes in the market environment and other events that may occur over the life of the investments may cause the amount ultimately realized on these investments to be different than the valuation currently assigned.

Interest Income Recognition

Interest income is recorded on the accrual basis to the extent that such amounts are expected to be collected.

Results of Operations

Year ended December 31, 2009 compared to year ended December 31, 2008

Income

For the year ended, December 31, 2009 gross revenue totaled $954,410 as compared to $133,686 for the year ended December 31, 2008. During the past year the Company has shifted its focus from a business development company to becoming a transfer agent and a software provider for Broker-Dealers, Hedge Funds, Algorithmic Trading Firms, and high net worth individuals. As such, its operations now consist of managing the day by day operations of two subsidiaries, as well as, liquidating our current portfolio. Future revenues are expected to be generated by our subsidiaries as well as from the liquidation of our current portfolio.

Expenses

For the year ended December 31, 2009, expenses totaled $1,489,763 as compared to $338,583 for the year ended December 31, 2008. The increase was a result of the purchase of EXX.com in 2009.

Net Income (Loss) before other income (expenses)

The company’s net loss before other income (expenses) totaled $1,340,988 as compared to a loss of $204,897, respectively for the years ended December 31, 2009 and 2008. This increase to the loss is primarily due to the purchase of EXX.com.

Net Realized Gains/Losses

The Company had net realized gain for the year ended December 31, 2009 of $9,399 as compared to a gain of $50,349 in 2008. The Company sold some performing investments in both 2009 and 2008 that created the realized gain.

Net Unrealized Depreciation on Investments

Net unrealized losses were $581,739 for the year ended December 31, 2009 as compared to losses of $526,583 for the year ended December 31, 2008, primarily as a result of decreases in the value of the Company’s portfolio investments.

Year ended December 31, 2008 compared to year ended December 31, 2007

Income

Income for the years ended December 31, 2008 and 2007 were $133,686 and $186,934, respectively. During 2007 the Company shifted its focus to becoming an investment company. As such, its operations consisted of making investments in small, developing businesses. In 2008, the Company renounced its existence as an investment company. Future revenues are expected to be generated through our subsidiaries and the liquidation of our investments.

Expenses

For the year ended December 31, 2008, general and administrative expenses were $120,560 as compared to $243,776 for the year ended December 31, 2007, a decrease of 51%. The decrease was a result of decreased operating expenses due to the reorganization of the Company's operations in 2008.

Net Income (Loss) before other income (expense)

The Company’s net loss before other income (expense) totaled $204,897 for the year ended December 31, 2008. This compared to net income before other income (expense) of $38,349 for the year ended December 31, 2007. This income in 2007 was primarily due to the extraordinary income caused by the write down of accounts payable.

Net Unrealized Depreciation on Investments

Net unrealized losses were $526,583 in the year ended December 31, 2008 as compared to an unrealized loss of $250,554 for the year ended December 31, 2007, primarily as a result of the write down of company investments in both 2008 and 2007.

Liquidity and Capital Resources

During the fiscal year ended December 31, 2009, the Company funded its requirements for working capital primarily through the sale of investments and convertible loans.

For the year ended December 31, 2009, net cash used in operating activities was $725,960, which was primarily attributable to a net loss of $1,913,328 and a net change in unrealized depreciation of $581,739, along with an increase in accounts payable and accrued expenses of $652,652. This compares to net cash used in operating activities of $115,498 for the year ended December 31, 2008. The primary difference was the increase in accounts payable and accrued expenses along with the net loss from its subsidiary EXX.com in 2009.

Net cash used by investing activities was $35,304 for the year ended December 31, 2009 as compared to net cash received from investments of $272,353 for the year ended December 31, 2008.

For the year ended December 31, 2009, net cash provided by financing activities was $764,855 which was attributable to proceeds from convertible loans. This compares to $202,127 used by financing activities in 2008.

The Company anticipates a significant increase in capital expenditures subject to obtaining additional financing, of which there can be no assurance. The Company’s capital requirements depend on numerous factors, including market acceptance of the Company’s investment ability to obtain additional financing, technological developments, capital expenditures and other factors. The Company has an immediate need for additional financing to continue operations. The Company is seeking to obtain additional capital through the sale of its securities and loans. If the Company does not receive additional financing, the Company will be required to cease operations. If the Company obtains additional financing, of which there can be no assurance, the Company may sell its equity securities. The sale of additional equity or convertible debt securities could result in additional dilution to stockholders. There can be no assurance that financing will be available in the required amounts or on terms acceptable to the Company, if at all.

Going Concern Consideration

The Company has an accumulated deficit of $14,427,501 at December 31, 2009. Additionally, for the year ended December 31, 2009, the Company had net cash used by operating activities of $725,960. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Management is taking steps to address this situation by implementing its new business plan and by working on the marketing of its subsidiaries My Transfer Agent, LLC and EXX.com and liquidating its current investment holdings as soon as practicable.

Management expects operations to generate negative cash flow at least through December 2010 and the Company does not have existing capital resources or credit lines available that are sufficient to fund operations and capital requirements as presently planned over the next twelve months. The ability of the Company to continue as a going concern is dependent on the Company’s ability to further implement its business plan. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management believes that the actions presently being taken to further implement its business plan and generate additional revenues provide the opportunity for the Company to continue as a going concern. Management intends to attempt to raise additional funds by way of a public or private offering. While the Company believes in its ability to raise additional funds, there can be no assurances to that effect.

Off-Balance Sheet Arrangements

At December 31, 2009, the Company did not have any off-balance sheet liabilities or other contractual obligations that are reasonably likely to have a current or future material effect on our financial condition.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

A smaller reporting company is not required to provide the information required by this Item.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

	Page
Report of Independent Registered Public Accounting Firm
Balance Sheet for the years ending December 31, 2009 and December 31, 2008
Statements of Operations for the year ending December 31, 2009, 2008 and 2007,

Statement of Cash Flows for the year ending December 31, 2009, 2008 and 2007
Statement of Stockholders' Equity for the year ending December 31, 2009
Notes to Financial Statements

Larry O'Donnell, CPA, P.C.

Telephone (303) 745-4545 2228 South Fraser Street

Fax (303) 369-9384 Unit I

Email larryodonnellcpa@msn.com Aurora, Colorado 80014

www.larryodonnellcpa.com

Report of Independent Registered Public Accounting Firm

To the Board of Directors

StarInvest Group, Inc.

Midland, Texas

I have audited the accompanying balance sheets of StarInvest Group, Inc. including the schedule of investments as of December 31, 2009 and 2008, and the related statements of operations, stockholders’equity and cash flows for the years ended December 31, 2009, 2008 and 2007. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor was I engaged to perform, an audit of its internal control over financial reporting. My audits 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, I express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of StarInvest Group, Inc. as of December 31, 2009 and 2008, and the results of its operations and cash flows for the years ended December 31, 2009, 2008 and 2007 in conformity with accounting principles generally accepted in the United States of America.

The accompanying consolidated financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has an accumulated deficit of $14,427,501 at December 31, 2009. Additionally, for the year ended December 31, 2009, the Company incurred a net loss of $1,913,328. These matters raise substantial doubt about the Company's ability to continue as a going concern. Management's plans in regards to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Larry O’Donnell, CPA, P.C.

March 30, 2010

STARINVEST GROUP, INC.
BALANCE SHEET
AS OF DECEMBER 31, 2009 & 2008

	2009			2008
ASSETS	(audited)			(audited)
Current Assets
Cash	$	11,527		$	7,936
Receivable, deposits and other		179,476			1,553
Total current assets		191,003			9,489

Computers and software (net)		150,809			14,847

Investments and loans (cost of $649,999 & $1,297,970)		721,630			1,282,525
Website and other assets (net)		619,415			111,361
Goodwill		2,070,010			64,600

Total assets	$	3,752,867		$	1,482,822


LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
Accounts payable and accrued expenses	$	671,891		$	19,239

Loans payable		1,143,526			341,423

Total current liabilities		1,815,417			360,662

Long term liabilities		27,752			25,000

Stockholders' equity
Common stock, $.001 par value, 900,000,000 shares
authorized; 201,620,200 and 91,875,714 shares issued
and outstanding, respectively		201,620			91,876
Additional paid-in-capital		16,135,579			13,242,831
Treasury stock		-			-
Accumulated deficit		(14,427,501	)		(12,237,547	)

Total stockholders' equity		1,909,698			1,097,160

Total liabilities and stockholders' equity	$	3,752,867		$	1,482,822

STARINVEST GROUP, INC.
STATEMENT OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31,

	2009			2008			2007
Operations:
Total Revenue	$	954,410		$	133,686		$	186,934
Cost of sales		805,635			-			-
Gross profit		148,775			133,686			186,934
Expenses:
General and administrative		1,316,196			120,560			243,776
Professional Fees		123,048			223,186			92,256
Other (Income) expense		-			(57,673	)		(264,144	)
Interest Expense		50,519			52,510			76,697

Total expenses		1,489,763			338,583			148,585

Net Income (Loss) before other income (expenses)		(1,340,988	)		(204,897	)		38,349

Net Realized and Unrealized Gains (Losses):
Net realized gains (losses)		9,399			50,349			225,427
Net change in unrealized depreciation		(581,739	)		(526,583	)		(250,554	)

Total net realized and unrealized losses		(572,340	)		(476,234	)		(25,127	)

Net income (loss)	$	(1,913,328	)	$	(681,131	)	$	13,222

Basic & diluted earnings (loss) per common share	$	(0.02	)	$	(0.01	)	$	0.00

Weighted average shares outstanding - basic & diluted		110,665,532			72,408,306			52,707,483

STARINVEST GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31,

	2009			2008			2007

Cash flows from operating activities:
Net income (loss)	$	(1,913,328	)	$	(681,131	)	$	13,222

Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization		67,131			2,777			-
Net unrealized loss in investments		581,739			526,583			250,554
Interest expense		50,519			45,000			76,697
Consulting income		-			-			(35,000	)
Non-cash professional fees		6,250			72,000			-
Interest income		(45,000	)		(60,851	)		(151,934	)
Extraordinary income		-			(57,673	)		(264,144	)
(Increase) decrease in receivable		(177,923	)		6,182			100,000
Changes in assets and liabilities
(Increase) decrease in assets:
Other investments		-			-			(24,491	)
Increase (decrease) in liabilities:
Non-cash decrease in accounts payable		52,000			57,673			264,144
Accounts payable and accrued expenses		652,652			(26,058	)		(259,207	)

Total adjustments		1,187,368			565,633			(43,381	)

Net cash used in operating activities		(725,960	)		(115,498	)		(30,159	)

Cash flows used by investing activities
Net cash (paid for) received from investments		(35,304	)		272,353			(600,000	)

Cash flows from financing activities
Net proceeds from (repayments) of loans		764,855			(201,913	)		(526,247	)
Debt converted to shares		-			-			266,633
Payment to repurchase shares		-			(214	)		-
Proceeds from issuance of common stock		-			-			926,600

Net cash provided by (used in) financing activities		764,855			(202,127	)		666,986

Net increase (decrease) in cash		3,591			(45,272	)		36,827

Cash, beginning of period		7,936			53,208			16,381

Cash, end of period		11,527			7,936			53,208

STARINVEST GROUP, INC.
STOCKHOLDERS' EQUITY
AS OF DECEMBER 31, 2009 & 2008

				Stock
	Common Stock		Additional	Subscription	Treasury	Accumulated
	Shares	Amount	Paid In Capital	Receivable	Stock	Deficit	Total

Beginning Balance, January 1, 2008	68,679,047	68,679	13,029,641	-	-	(11,556,416)	1,541,904

Issuance of common stock for Professional Fees	9,500,000	9,500	62,500	-	-	-	72,000

Issuance of common stock for Acquisition	13,716,667	13,717	150,883	-	-	-	164,600

Net repurchase and retiring of shares	(20,000)	(20)	(193)	-	-	-	(213)

Net loss	-	-	-	-	-	(681,131)	(681,131)

Balance, December 31, 2008	91,875,714	91,876	13,242,831	-	-	(12,237,547)	1,097,160

Issuance of common stock for Professional Fees	7,125,000	7,125	51,125	-	-	-	58,250

Issuance of common stock for Acquisition	82,000,000	82,000	2,513,010	-	-	-	2,595,010

Net repurchase, retiring issued for debt shares	8,978,390	8,978	(8,978)	-	-	(276,626)	(276,626)

Convertible notes	11,641,090	11,641	337,591	-	-	-	349,232

Net loss	-	-	-	-	-	(1,913,328)	(1,913,328)

Balance, December 31, 2009	201,620,194	201,620	16,135,579	-	-	(14,427,501)	1,909,698

STARINVEST GROUP, INC

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2009

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business

StarInvest Group, Inc. (“StarInvest” or the “Company”) was incorporated on September 26, 1985 as Gemini Energy Corporation under the laws of the State of Nevada. On January 28, 1994, the Company’s name was changed to Nerox Energy Corporation. On April 24, 1998 the Company’s name was changed to Nerox Holding Corporation. On December 15, 1998 the Company’s name was changed to E*twoMedia.com. On December 19, 2000 the Company’s name was changed to Exus Networks, Inc. On November 22, 2002 the Company’s name was changed to Exus Global, Inc. On January 13, 2005 the Company’s name was changed to StarInvest Group, Inc.

In January 2001, an Agreement to Exchange Stock dated January 15, 2001 was entered into by and between Exus and Exus New York (the “Agreement”). Under terms of the Agreement, Exus New York exchanged all of its issued and outstanding shares for 20,000,000 shares of the Company. After the Agreement, the Company owned 79% of the outstanding common stock of the combined entity and became the surviving corporation. The transaction has been accounted for as a reverse acquisition under the purchase method for business combinations. On November 25, 2002, the Company amended its articles of incorporation to change the name of the Company to Exus Global, Inc. On March 9, 2004, the Company filed Form N-54 to elect to report as a business development company (BDC) under the Investment Company Act of 1940. On January 12, 2005, the Company changed its name to StarInvest Group Inc.

In 2008, the Company changed it business focus and withdrew its election to be treated as a business development company and as a result its withdrawal of election to be treated as business development company, the Company was no longer qualified to be treated as a RIC.

Revenue Recognition

We record interest income on an accrual basis for loans on which we expect to collect such amounts. We will not accrue interest if we have reason to doubt our ability to collect such interest. Consulting revenue is recognized at the time the services are performed.

Cash and Cash Equivalents

Cash and cash equivalents consist of demand deposits and highly liquid investments with original maturities of three months or less. Cash and cash equivalents are carried at cost or amortized cost, which approximates fair value.

Property and Equipment

Property and equipment are stated at cost. Depreciation is being provided on the modified accelerated cost recovery system over the estimated useful lives of the assets (generally three to ten years).

Loss per Common Share

The Company complies with SFAS No. 128, “Earnings per Share”. SFAS No. 128 requires dual presentation of basic and diluted earnings per share for all periods presented. Basic earnings per share excludes dilution and is computed by dividing loss applicable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. Since there are no outstanding options, convertible debentures or preferred stock there is no difference between basic and diluted calculations.

Stock-Based Compensation

Statement of Financial Accounting Standards No. 123, “Accounting for Stock-Based Compensation” (“SFAS 123”), encourages, but does not require, companies to record compensation cost for stock-based employee compensation plans at fair value. The Company has chosen to account for stock-based compensation using the intrinsic value method prescribed in Accounting Principles Board Opinion No. 25, “Accounting for Stock Issued to Employees”, and related Interpretations. Accordingly, compensation cost for stock options is measured as the excess, if any, of the estimated fair value of the Company’s stock at the date of the grant over the amount an employee must pay to acquire the stock. The Company has adopted the “disclosure only” alternative described in SFAS 123 and SFAS 148, which require pro forma disclosures of net income and earnings per share as if the fair value method of accounting had been applied.

Fair Value of Financial Instruments

The carrying amount reported in the consolidated balance sheets for cash, accounts payable and accrued expenses approximate fair value because of the immediate or short-term maturity of the financial instruments.

Use of Estimates

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America that require management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates. In the normal course of business, the Company may enter into contracts that contain a variety of representations and provide indemnifications. The Company’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Company that have not yet occurred. However, based upon experience, the Company expects the risk of loss to be remote.

Investment Valuation

The Company carries its investments at fair value, as determined in good faith by the Board of Directors. Securities that are publicly traded are valued at the closing price on the valuation date. Debt and equity securities that are not publicly traded are valued at fair value as determined in good faith by the Board of Directors. In making such determination, the Board of Directors values non-convertible debt securities at cost plus amortized original issue discount plus payment-in-kind (“PIK”) interest, if any, unless adverse factors lead to a determination of a lesser valuation. Due to the uncertainty inherent in the valuation process, such estimates of fair value may differ significantly from the values that would have resulted had a readily available market for the securities existed, and the differences could be material. Additionally, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuation currently assigned.

Federal Income Taxes

Permanent differences are reclassified among capital accounts in the financial statement to reflect their tax character. Temporary differences arise when certain items of income, expense, gain or loss are recognized at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

The Company utilizes the asset and liability method of accounting for deferred income taxes. Under this method, deferred tax assets and liabilities are established based on the differences between financial statement and income tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company provides a valuation allowance against deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.

Recently Issued Accounting Pronouncements

In December 2007, the FASB issued FASB Statement No. 160 “Noncontrolling Interests in Consolidated Financial Statements - an amendment of ARB No. 51” (“SFAS No. 160”), which causes noncontrolling interests in subsidiaries to be included in the equity section of the balance sheet. SFAS No. 160 applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008, except for the presentation and disclosure requirements, which shall be applied retrospectively for all periods presented. The Company will adopt this standard at the beginning of the Company’s fiscal year ending December 31, 2008 for all prospective business acquisitions. The Company has not determined the effect that the adoption of SFAS No. 160 will have on the financial results of the Company.

In March 2008, the Financial Accounting Standards board (FASB) issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (SFAS 161). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about Fund’s derivative and hedging activities. Management is currently evaluating the impact the adoption of SFAS 161 will have on the Fund’s financial statement disclosures.

The FASB has revised SFAS No. 141. This revised statement establishes uniform treatment for all acquisitions. It defines the acquiring company. The statement further requires an acquirer to recognize the assets acquired, the liabilities assumed, and any non-controlling interest in the acquired at the acquisition date, measured at their fair market values as of that date. It requires the acquirer in a business combination achieved in stages to recognize the identifiable assets and liabilities, as well as the non-controlling interest in the acquired, at the full amounts of their fair values. This changes the way that minority interest is recorded and modified as a parent’s interest in a subsidiary changes over time. This statement also makes corresponding significant amendments to other standards that related to business combinations, namely, 109, 142 and various EITF’s. This statement applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. The Company believes the implementation of this standard will have no effect on our financial statements.

In May 2008, FASB issued SFAS 162, “The Hierarchy of Generally Accepted Accounting Principles”. Effective 60 days following the SEC’s approval of the Public Company Accounting Oversight Board amendments to AU Section 411, The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles. The Board does not expect that this Statement will result in a change in current practice. However, transition provisions have been provided in the unusual circumstance that the application of the provisions of this Statement results in a change in practice. The Company believes the implementation of this standard will have no effect on our financial statements.

In May, 2008 FASB issued SFAS 163. This Statement requires that an insurance enterprise recognize a claim liability prior to an event of default (insured event) when there is evidence that credit deterioration has occurred in an insured financial obligation. This Statement also clarifies how Statement 60 applies to financial guarantee insurance contracts, including the recognition and measurement to be used to account for premium revenue and claim liabilities. Those clarifications will increase comparability in financial reporting of financial guarantee insurance contracts by insurance enterprises. This Statement requires expanded disclosures about financial guarantee insurance contracts. The Company believes the implementation of this standard will have no effect on our financial statements.

NOTE 2 - GOING CONCERN

The accompanying consolidated financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has an accumulated deficit of $14,427,501 at December 31, 2009. Additionally, for the year ended December 31, 2009, the Company had net cash used by operating activities of $725,960. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 3 - INCOME TAXES

Current income taxes are computed at statutory rates on pretax income. Deferred taxes would be recorded based on differences in financial statements and taxable income. At December 31, 2009, the Company had elected to carry forward net operating losses for federal and state income tax purposes of approximately $8,769,300 that are available to reduce future taxable income through 2022. As utilization of such operating losses for tax purposes is not assured, the deferred tax asset has been fully reserved through the recording of a 100% valuation allowance. These operating losses may be limited to the extent an “ownership change”, as defined under section 382 of the Internal Revenue Code, occurs. The provision (benefit) for income taxes differs from the amounts computed by applying the statutory Federal income tax rate of 35% to income (loss) before provision for income taxes is as follows:

	2009			2008
Tax benefit computed at statutory rates	$	(669,600	)	$	(238,400	)
State income tax benefit (net of Federal Tax)		(95,600	)		(34,100	)
Permanent differences		125,000			125,000
Income tax benefit not utilized		640,200			147,500
Net income tax benefit	$	-		$	-

The components of the deferred tax asset as of December 31, 2009 are as follows:

	2009			2008
Deferred Tax Asset:
Net Operating Loss Carryforward	$	3,507,700		$	2,742,500
Accrued compensation		-			-
		3,507,700			2,742,500
Less: Valuation Allowance		(3,507,700	)		(2,742,500	)
Net Deferred Tax Asset	$	-		$	-

NOTE 4 – LOANS PAYABLE

		2009	2008
Current loans payable with an aggregate principal of $775,000, due May 10, 2007, principal and interest at 8% per annum, interest paid quarterly. Accrued interest on these loans at December 31, 2008 is approximately $71,108. These loans are unsecured.		0	321,108

Convertibles Debenture payable with an aggregate principal of $886,103.97, due in March 31, 2013 at an interest at 3% per annum, interest paid semi-annually. Accrued interest on these convertibles at December 31, 2009 is approximately $9,156.02. These loans are unsecured.		895,260	0
Other Loans		251,018	0

	Totals	$1,146,278	$ 321,108

NOTE 5 - COMMITMENTS AND CONTINGENCIES

Employment Agreements

The Company has a contract with R & J Cole, Inc, to hire Robert H. Cole to serve as its CEO/CFO. Under this Contract, the Company agreed to pay Mr. Cole $7,500 per month until December 31, 2009. For 2010 the Contract was modified to increase Mr. Cole salary from $7,500 per month to $10,000 per month. The Company has a contract with Mr. Cristiano Germinario to serve as consultant of the Company. He has been serving in this capacity since April 1, 2006 and continues to serve in this position. Under its consulting agreement Mr. Germinario is paid $5,000 per month. This contract expired in March 2009 and has been extended until March 2010. All contracts can be extended from year to year.

Litigation

There are no lawsuits that we are aware of as of March 26, 2009.

NOTE 6 - STOCKHOLDERS’ DEFICIT

Stock as settlement of debt

We were in default of the $775,000 note related to the Loan Agreement with Strasbourger, Pearson, Tulcin, Wolff, Incorporated (“SPTW”) a privately-held NYSE Member Firm, which specializes in convertible securities, and small-cap private placement (“SPTW”) dated March 12, 2006. On October 28, 2009 the Company and the Noteholders reached an agreement under which the Company agreed to pay a total of $349,232.88 including principal and accrued interest to the Noteholders and the Noteholders agreed to convert such amount into 11,641,096 restricted common shares of the Company.

On December 28, 2009, we instructed our transfer agent to issue 6,500,000 restricted common shares to R & J Cole, Inc to settle a total of $52,000 of unpaid salaries due to our CEO Mr. Robert H. Cole.

Stock Sold

During the year ended December 31, 2009, the Company sold a total of $886,103 convertible debentures, convertible into 41,213,575 restricted shares of its common stock under a Regulation D offering. No shares were sold in 2009.

Stock Options

As of December 31, 2009 the Company granted a total of 3 series of Warrants (A-B-C) to the noteholder in relation to the Company’s Regulation D offering. Each series grants the right to the noteholders to exercise the right to convert up to 41,213,575 restricted shares of its common stock at a strike price of $0.15 $0.25 and $0.35 respectively.

NOTE 7 - SUBSEQUENT EVENTS

On January 07, 2010 the Board of Director instructed the Company’s transfer agent to put a stop transfer on all certificates issued to James Dovico and Douglas Carter in relationship to their sale of EXX. The Board has been informed that Dovico and Carter have breached their contract on several occasions, and the Company is taking legal actions to recover any loss incurred in this transaction.

NOTE 8 - EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted net income per share for the years ended December 31, 2009 and 2008:

	Year ended December 31, 2009		Year ended December 31, 2008
Numerator for basic and diluted income (loss) per share	$	(1,913,328)	$	(681,131	)

Denominator for basic and diluted weighted average shares		110,665,532		72,408,306

Basic and diluted net loss per common share	$	(0.02)	$	(0.01	)

NOTE 9 - OTHER INCOME

Other income includes primarily extraordinary income (relief of debt) due to the write down of accounts payable in 2007 and 2008. The Company does not ordinarily write down payables, thus the one large tax payable and smaller trade payables were considered extraordinary.

NOTE 10 - FINANCIAL HIGHLIGHTS

Statement of Operations Data:	For the Year Ended December 31, 2009	For the Year Ended December 31, 2008
Total Income	$954,410	$133,686
Total Expenses	1,489,763	338,583
Net Income (Loss) before other income (expense)	(1,340,988)	(204,897)
Net Realized and Unrealized (Losses) Gains	(572,340)	(476,234)
Net Income (Loss)	(1,913,328)	(681,131)

Per Share Data:
Net Income (Loss) per Share	$(0.02)	$(0.01)


Balance Sheet Data:
Total Assets	$3,752,867	$1,482,822
Borrowings Outstanding	1,143,526	341,423
Shareholders’ Equity	1,909,698	1,097,160

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON ACCOUNTING AND FINANCIAL DISCLOSURE

There were no changes in or disagreements on accounting or financial disclosure with Larry O’Donnell, CPA, the Company’s independent public accounting firm during the fiscal year ended December 31, 2009.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Evaluation of Disclosure Controls

Our Chief Executive Officer and Principal Financial Officer, after evaluating the effectiveness of the Company’s “disclosure controls and procedures” (as defined in the Securities Exchange Act of 1934 (Exchange Act) Rules 13a-15(e) or 15d-15(e)) as of the end of the period covered by this annual report, has concluded that our disclosure controls and procedures are effective such that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding disclosure. A controls system cannot provide absolute assurance, however, that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. We believe our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective.

Management’s Report on Internal Control Over Financial Reporting

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting. As defined in Rules 13a-15(f) under the Securities Exchange Act of 1934, internal control over financial reporting is a process designed by, or under the supervision of, the Company’s principal executive, principal operating and principal financial officers, or persons performing similar functions, and effected by the Company’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.

The Company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records, that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Company’s assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of the Company’s management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. 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.

The Company’s management, including the Company’s Chief Executive Officer and Principal Financial Officer assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2009. In making this assessment, management used the framework in “Internal Control - Integrated Framework” promulgated by the Committee of Sponsoring Organizations of the Treadway Commission, commonly referred to as the “COSO” criteria. Based on the assessment performed, management believes that as of December 31, 2009, the Company’s internal control over financial reporting was effective based upon the COSO criteria. Additionally, based on management’s assessment, the Company determined that there were no material weaknesses in its internal control over financial reporting as of December 31, 2009.

This annual report does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management’s report in this annual report.

Changes in Internal Controls

During the year ended December 31, 2009, there was no change in internal control over financial reporting that has materially affected, or is reasonably likely to materially affect our internal control over financial reporting.

The Company’s management, including the chief executive officer and principal financial officer, do not expect that its disclosure controls or internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. In addition, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake.

Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management’s override of the control. The design of any systems of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of these inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected. Individual persons perform multiple tasks which normally would be allocated to separate persons and therefore extra diligence must be exercised during the period these tasks are combined. Management is aware of the risks associated with the lack of segregation of duties at the Company due to the small number of employees currently dealing with general administrative and financial matters. Although management will periodically reevaluate this situation, at this point it considers the risks associated with such lack of segregation of duties and that the potential benefits of adding employees to segregate such duties do not justify the substantial expense associated with such increases. It is also recognized the Company has not designated an audit committee and no member of the board of directors has been designated or qualifies as a financial expert. The Company should address these concerns at the earliest possible opportunity.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The following table sets forth information concerning our directors and executive officers:

Name	Age	Position
Robert H. Cole	66	Chief Executive, Chief Financial Officer and Director

Cristiano Germinario	38	Secretary and Director

Manu Kalia

Director

The following is a brief summary of the background of each executive officer and director:

Robert H. Cole

Robert H. Cole has been a Director of our Company since March 9, 2006 and our Chief Executive Officer, Chief Financial Officer since May 10, 2006. Since 1981 he has been President of Permian Business Group, a business consulting company founded by Mr. Cole specialized in the sale and installation of computer solutions. From 1970 to 1980, Mr. Cole was a Senior Analyst with Gulf Oil Company, and in 1989 he became Chairman of Aplex Industries where he grew the company to $8 million in sales. Mr. Cole founded Stadium Chair Company in 1999, and sold it in 2003. Mr. Cole holds a Bachelor’s Degree in Electrical Engineering, a Masters of Science in Computing Science from Texas A&M, and a MBA from Houston Baptist University.

Cristiano Germinario

Cristiano Germinario has been a Director of our company since November 20, 2006 and Secretary of the Company since August 2007. From April 2000 to May 2006, Cristiano D. Germinario worked as a financial analyst at IIG International Investment Company, a New York based fund specialized in Trade Financing. Cristiano D. Germinario holds a Masters Degree in Political Science from the University of Bologna, Italy.

Manu Kalia

Manu Kalia brings 13 years of high tech and financial management experience to StarInvest. He has served at senior management levels as: CEO of Promana Solutions Inc. (web services), CFO of ARC International PLC (semiconductors), CFO of Tradeworx Inc. (statistical-arbitrage financial analytics/ hedge fund), and CEO of Open Source Creations Inc. (online collaboration). Prior to that, Manu spent time as an investment banker for Commonwealth Associates, as an analyst for Sanford Bernstein, and as a manager at Lucent Technologies Bell Laboratories. Manu holds a Bachelors in Engineering Sciences (cum laude) from Dartmouth College, and an MBA from the Amos Tuck School of Business Administration at Dartmouth. anu brings 13 years of high tech and financial management experience to StarInvest. He has served at senior management levels as: CEO of Promana Solutions Inc. (web services), CFO of ARC International PLC (semiconductors), CFO of Tradeworx Inc. (statistical-arbitrage financial analytics/ hedge fund), and CEO of Open Source Creations Inc. (online collaboration). Prior to that, Manu spent time as an investment banker for Commonwealth Associates, as an analyst for Sanford Bernstein, and as a manager at Lucent Technologies Bell Laboratories. Manu holds a Bachelors in Engineering Sciences (cum laude) from Dartmouth College, and an MBA from the Amos Tuck School of Business Administration at Dartmouth.

Except as indicated above, none of our directors holds any directorships in companies with a class of securities registered pursuant to Section 12 of the Securities Exchange Act or subject to the requirements of Section 15(d) of such Act or any company registered as an investment company under the Investment Company Act of 1940, as amended. There are no family relationships among any of our directors or executive officers.

Board Composition

The Company’s board of directors consists of three directors. At each annual meeting of its stockholders, all of its directors are elected to serve from the time of election and qualification until the next annual meeting following election. In addition, the Company’s bylaws provide that the maximum authorized number of directors may be changed by resolution of the stockholders or by resolution of the board of directors. The non-officer directors received no pay for their services.

Meetings and Committees of the Board of Directors

Our Board of Directors conducts its business through meetings of the Board. During the fiscal year ended December 31, 2009, our Board of Directors held telephone meetings and took numerous actions by unanimous consent.

Nominating Committee. Our entire Board of Directors participates in consideration of director nominees. The Board will consider candidates who have experience as a board member or senior officer of a company or who are generally recognized in a relevant field as a well-regarded practitioner, faculty member or senior government officer. The Board will also evaluate whether the candidates' skills and experience are complementary to the existing Board's skills and experience as well as the Board's need for operational, management, financial, international, technological or other expertise. The Board will interview candidates that meet the criteria and then select nominees that Board believes best suit our needs.

The Board will consider qualified candidates suggested by stockholders for director nominations. Stockholders can suggest qualified candidates for director nominations by writing to our President Robert Cole at P.O. Box 50236, Midland, TX, 79710. Submissions that are received that meet the criteria described above will be forwarded to the Board for further review and consideration. The Board will not evaluate candidates proposed by stockholders any differently than other candidates.

Audit Committee. Presently, the Board of Directors acts as the audit committee. The Audit Committee operates pursuant to a charter adopted by the Board of Directors. The charter sets forth the responsibilities of the Audit Committee. Following the resignation of Ronald Signore as a director on January 10, 2008, we no longer have an Audit Committee financial expert. The primary function of the Audit Committee is to serve as an independent and objective party to assist the Board of Directors in fulfilling its responsibilities for overseeing and monitoring the quality and integrity of the Company’s financial statements, the adequacy of the Company’s system of internal controls, the review of the independence, qualifications and performance of the Company’s independent registered public accounting firm, and the performance of the Company’s internal audit function.

Limitations of Liability and Indemnification of Directors and Officers

Our bylaws limit the liability of directors and officers to the maximum extent permitted by Nevada law. We will indemnify any person who was or is a party, or is threatened to be made a party to, an action, suit or proceeding, whether civil, criminal, administrative or investigative, if that person is or was a director, officer, employee or agent of ours or serves or served any other enterprise at our request.

We have been advised that it is the position of the SEC that insofar as the indemnification provisions referenced above may be invoked to disclaim liability for damages arising under the Securities Act, these provisions are against public policy as expressed in the Securities Act and are, therefore, unenforceable.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Exchange Act requires our executive officers, directors and persons who beneficially own more than 10% of a registered class of the Company’s equity securities to file with the SEC initial reports of ownership and reports of changes in ownership of our common stock. Such persons are required by SEC regulations to furnish us with copies of all Section 16(a) report which they file. Based upon our review of the Forms 3, 4 and 5 submitted by these reporting persons, during the fiscal year ended December 31, 2009, Manu Kalia did not file a Form 3 in connection with his appointment to the Board of Directors.

Code of Ethics

We have adopted a code of ethics that applies to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. For purposes of this Item, the term code of ethics means written standards that are reasonably designed to deter wrongdoing and to promote:

·	honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

·	full, fair, accurate, timely, and understandable disclosure in reports and documents that the issuer files with, or submits to, the SEC and in other public communications made by us;

·	compliance with applicable governmental laws, rules and regulations;

·	the prompt internal reporting of violations of the code to the board of directors or another appropriate person or persons; and

·	accountability for adherence to the code.

We will provide to any person without charge, upon request, a copy of our code of ethics. Such request may be made in writing to the board of directors at the address of our company.

ITEM 11. EXECUTIVE COMPENSATION

The following table sets forth information regarding compensation earned in or with respect the Company’s fiscal year ending December 31, 2009 by:

		Each person who served as the Registrant's principal executive officer or acting in a similar capacity during the last completed fiscal year, regardless of compensation level ;



Each person who served as the Registrant's principal financial officer or acting in a similar capacity during the last completed fiscal year, regardless of compensation level; and

		The Registrant's three most highly compensated executive officers other than the principal Executive Officer and the principal financial officer who were serving as executive officers at the end of the last completed fiscal year; and
		Up to two additional individuals for whom disclosure would have been provided pursuant to paragraph (a)(3)(iii) of Item 402 but for the fact that the individual was not serving as an executive officer of the registrant at the end of the last completed fiscal year

We refer to these officers collectively as our named executive officers.

Summary Compensation Table

Name and principal position	Year	Salary	Bonus	Stock awards	Option awards	Nonequity incentive plan compensation	Nonqualified deferred compensation earnings	All other compensation	Total
Name and principal position	Year	($)	($)	($)	($)	($)	($)	($)	($)
Robert H. Cole CEO and CFO	2009	90,000	0	0	0	0	0	0	90,000
Mr. Leon Urbaitel (CEO of MTA)	2009	60,000		0	0	0	0	0	60,000
Cristiano Germinario (Secretary)	2009	60,000	0	0	0	0	0	0	60,000

Employment Agreements – On December 31, 2008 the Company entered into an Employment Agreement with R & J Cole, Inc. pursuant to which the Company agrees to pay Mr. Cole $7,500 per month to serve as the Chief Executive Officer and Chief Financial Officer of the Company. The Company has agreed to modify this contract for 2010 fiscal year and agreed to pay R& J Cole, Inc. $10,000 per month. The Employment Contract can be extended upto five years, as of that date, unless either party shall have given to the other party notice, in the manner hereinafter provided, no later than on September 30th of each year.

On May 1, 2009 the Company entered into a Employment Agreement with Mr. Cristiano Germinario pursuant to which Mr. Germinario serves as the Operation Manager of My transfer Agent, LLC. In consideration for his services, the Company agrees to compensate Mr. Germinario $5,000 per month. The Employment Agreement expires in March 31, 2011.

On October 20, 2008 the Company entered into an Agreement with Mr. Leon Urbaitel pursuant to which Mr. Urbaitel has served as Chief Executive Officer of My Transfer Agent, LLC, a wholly owned subsidiary of the Company. In consideration for his services as Chief Executive Officer of MTA,, the Company agrees to pay Mr. Urbaitel $5,000 per month. This contract expires in September 30, 2011. The Company owes Mr. Urbaitel a balance of $12,500 for the payment of the $25,000 cash bonus related to his employment agreement dated October 20, 2008.

Outstanding Equity Awards

As of December 31, 2009, none of our directors or executive officers held unexercised options, stock that had not vested, or equity incentive plan awards. No stock options or stock appreciation rights were granted to any of our directors or executive officers during the period from the date of our incorporation through December 31, 2009.

Option/SAR Grants

We do not currently have a stock option plan. No individual grants of stock options, whether or not in tandem with stock appreciation rights known as SARs or freestanding SARs have been made to any executive officer or any director since our inception; accordingly, no stock options have been granted or exercised the officer and director since we were founded.

Long-Tem Incentive Plans and Awards

We do not have any long-term incentive plans that provide compensation intended to serve as incentive for performance. No individual grants or agreements regarding future payouts under non-stock price-based plans have been made to any executive officer or any director or any employee or consultant since our inception; accordingly, no future payouts under non-stock price-based plans or agreements have been granted or entered into or exercised by any of the officers or directors or employees or consultants since we were founded.

Other Compensation

We have no pension, health, annuity, bonus, insurance, equity incentive, non-equity incentive, stock options, profit sharing or similar benefit plans.

Director Compensation

The following table sets forth information concerning compensation paid to or earned by our directors during 2009 under contractual agreements or other, arrangements.

Name (a)	Year	Fees earned or paid in cash ($) (b)	Stock Awards ($) (c)	Option Awards ($) (d)	Non-equity incentive plan compensation ($) (e)	Nonqualified deferred compensation earnings ($) (f)	All other compensation ($) (g)	Total ($) (h)
Robert H. Cole	2009	0	0	0	0	0	0	0
Manu Kalia(1)	2009	0	250	0	0	0	0	250
*Cristiano Germinario(2)	2009	0	1,500	0	0	0	0	1,500

(1) 25,000 shares were issued to Manu Kalia for services rendered as a director of the Company.

(2)150,000 shares were issued to Cristiano Germinario for services rendered as director of the Company.

Summary of Director Compensation

On December 09, 2009 the Company issued 175,000 restricted shares of common stock as bonus compensation to it directors, 25,000 shares were issued to Manu Kalia for services rendered as a director of the Company and 150,000 shares were issued to Cristiano Germinario for services rendered as director of the Company.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table lists, as of March 31, 2010, 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 201,620,194 shares of our common stock issued and outstanding as of March 31, 2010.

Except as indicated by footnote, and subject to community property laws where applicable, to our knowledge, each person listed is believed to have sole voting and investment power with respect to all shares of common stock owned by such person.

Name of Beneficial Owner	Number of Shares of Common Stock Beneficially Owned	Percent of Common Stock Beneficially Owned
Beneficial Owners of 5%
Robert H. Cole(1) 5102 Los Alamitos Ct. Midland, Texas 79705	26,166,667	12.98%
Ronald Moschetta (2) 345 Blackheath Road Lido Beach,, NY 11561	25,000,000	12.40%
James Dovico 85 Johnneck Road Shirlew, NY 11967	28,000,000	13.89%
Douglas Carter 28 Rose Run Lamberville, NJ 08530	18,000,000	8.93%
Cristiano Germinario 198 Arlington Avenue Jersey City, New Jersey 07305	1,150,000	0.57%
Leon Urbaitel 33 North Avenue, APT 12 Burlington, VT 05401	4,183,333	2.07%
All directors and executive officers as a group (three people)		50.84%

(1) Robert H. Cole directly owns 295,000 restricted common shares. Also Mr. Cole owns 50% of R&J Cole, Inc., the general partner and owner of 1% of Reese-Cole Partnership Ltd, that directly owns 11,666,667 restricted common shares of the Company. In addition, Mr. Cole is acting as the custodian for his son Mr. David R. Cole, who directly owns 250,000 common shares. R&J Cole, Inc. owns 14,500,000 restricted common shares.

(2) Ronald Moschetta directly owns 13,000,000 restricted common. Also he controls Phoenix Holdings, Inc that directly owns 12,000,000 restricted common shares.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

We were in default of the $775,000 note related to the Loan Agreement, dated March 12, 2006, with Strasbourger, Pearson, Tulcin, Wolff, Incorporated (“SPTW”) a privately-held NYSE Member Firm, which specializes in convertible securities, and small-cap private placement. On October 28, 2009 the Company and the Noteholders reached an agreement under which the Company agreed to pay a total of $349,232.8 including principal and accrued interest to the Noteholders and the Noteholders agreed to convert such amount into 11,641,096 restricted common shares of the Company.

The Company has an Employment Contract with R & J Cole, Inc, to hire Robert H. Cole to serve as its CEO/CFO. Under this Contract, the Company agreed to pay Mr. Cole $7,500 per month until December 31, 2009. For 2010 the Contract was modified to increase Mr. Cole salary from $7,500 per month to $10,000 per month. The contract will expire on December 31, 2013.

The Company has an Employment Contract with Mr. Cristiano Germinario to serve as the Operation Manager of My Transfer Agent, LLC. He has been serving in this capacity since May 1, 2009 and continues to serve in this position. Before that, he served as a consultant to the company since April 1, 2006. Under the Employment Contract, Mr. Germinario is paid $5,000 per month. This contract expired on March 31, 2011. All contracts can be extended from year to year.

Currently, we utilize space in Midland, Texas that is provided to us without charge by Mr. Robert Cole, our Chief Executive Officer and Chief Financial Officer and a director.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

From April 2005 to present, our principal independent accountant has been Larry O'Donnell, CPA, P.C. Their pre-approved fees billed to the Company are summarized below:

		Fiscal year ending December 31, 2009		Fiscal year ending December 31, 2008
Audit Fees	$	5,000	$	5,000
Audit Related Fees	$	0	$	0
Tax Fees	$	0	$	0
All Other Fees	$	0	$	0

(1) AUDIT FEES

The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the Company’s annual financial statements and review of financial statements included in the Company’s Form 10-Q (17 CFR 249.308a) or 10-QSB (17 CFR 249.308b) or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years was $5,000 for the fiscal year ended December 31, 2008 and $5,000 for the fiscal year ended December 31, 2009.

(2) AUDIT-RELATED FEES

No fees were billed in each of the last two fiscal years for assurance and related services by the principal accountant related to the performance of the audit or review of the Company’s financial statements.

(3) TAX FEES

No fees were billed for each of the fiscal years ended December 31, 2008 and 2009 for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.

(4) ALL OTHER FEES

No fees billed were bill for each of the fiscal years ended December 31, 2008 and 2009 for professional services rendered by the principal accountant for any other services.

(5) PRE-APPROVAL POLICIES AND PROCEDURES

Before the accountant is engaged by the issuer to render audit or non-audit services, the engagement is nominated by the members of the Audit Committee and approved by the Company’s board of directors.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

Exhibit No. Description

3.1		Restated Articles of Incorporation (annexed as Exhibit 3.(I) to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2003 filed with the Securities and Exchange Commission on May 22, 2003 and incorporated herein by reference).

3.2		Certificate of Amendment to the Articles of Incorporation (annexed as Annex I to the Registrant’s Information Statement filed with the Securities and Exchange Commission on February 10, 2004 and incorporated herein by reference).

3.3		By-Laws (annexed as Annex I to the Registrant’s Information Statement on Form 14C filed with the Securities and Exchange Commission on December 23, 2002and incorporated herein by reference).

4.1		Series A Preferred Stock Certificate of Designation (annexed as Appendix II to the Registrant’s Information Statement filed on December 20, 2002 filed with the Securities and Exchange Commission on December 20, 2002 and incorporated herein by reference).

4.2		Series B Preferred Stock Certificate of Designation (annexed as Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2004 filed with the Securities and Exchange Commission on June 4, 2004 and incorporated herein by reference).

10.1		Employment Agreement dated as of November 1, 2001 between the Registrant and Isaac Sutton (annexed as Exhibit 10.4 to the Registrant’s Annual Report on Form 10-KSB for the fiscal year ended December 31, 2001 filed with the Securities and Exchange Commission on May 20, 2002 and incorporated herein by reference).

10.2		Registration Rights Agreement (annexed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 20, 2002 and incorporated herein by reference).

10.3		Shareholder Agreement and Irrevocable Proxy (annexed as Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 20, 2002 and incorporated herein by reference).

10.4		Asset Acquisition Agreement dated October 28, 2002 between the Registrant and New Millennium Development Group, Inc. (annexed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 20, 2002 and incorporated herein by reference).

10.5		2002 Stock Option Plan (annexed as Appendix III to the Registrant’s Information Statement filed with the Securities and Exchange Commission on December 20, 2002 and incorporated herein by reference).

10.6		Loan Agreement Modification and Conversion dated December 31, 2002 between the Registrant and New Canaan Investment Partners, LLC (annexed as Exhibit 20 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2003 filed with the Securities and Exchange Commission on May 22, 2003 and incorporated herein by reference).

10.7		Assignment and Assumption of Lease, dated March 12, 2006 (annexed as Exhibit 10.4 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2005 filed with the Securities and Exchange Commission on March 31, 2006 and incorporated herein by reference).

10.8		Secured Promissory Note for $775,000 with Strasbourger Pearson Tulcin & Wolff, dated March 12, 2006 (annexed as Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006, filed with the Securities and Exchange Commission on April 17, 2007, and incorporated herein by reference).

10.9		Loan and Security Agreement with Strasbourger Pearson Tulcin & Wolff, dated March 12, 2006 (annexed as Exhibit 10.9 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006, filed with the Securities and Exchange Commission on April 17, 2007, and incorporated herein by reference).

10.10		Assignment of GoIP Global, Inc. Debt to Isaac H. Sutton, dated March 12, 2006 (annexed as Exhibit 10.10 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006, filed with the Securities and Exchange Commission on April 17, 2007, and incorporated herein by reference).

10.11		Employment contract with Mr. Robert H. Cole (annexed as Exhibit 10.11 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006, filed with the Securities and Exchange Commission on April 17, 2007, and incorporated herein by reference).

10.12		Consultant agreement with Mr. Cristiano Germinario (annexed as Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006, filed with the Securities and Exchange Commission on April 17, 2007, and incorporated herein by reference).
10.13		Purchase Agreement, dated May 28, 2009, among Exx.com LLC, James Dovico and Douglas Carter and StarInvest Group, Inc. (annexed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 18, 2009, and incorporated herein by reference).
14.1		Code of Ethics

31		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended.*

32		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.*

* Filed herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

March 31, 2010		STARINVEST GROUP, INC.
		By: /s/ Robert H. Cole
		Name: Robert H. Cole
		Title: Chief Executive Officer, Chief Financial Officer and Director (Principal Executive, Financial and Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signatures Title

Date	Signature	Title
March 31, 2010	/s/ Robert H. Cole	Chief Executive Officer, Chief Financial Officer and Director (Principal Executive, Financial and Accounting Officer)

March 31, 2010	/s/ Cristiano Germinario	Secretary and Director

STARINVEST GROUP, INC. 10-K