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

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~October~~ January 31, ~~2018~~2019

[ _] 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 000-51073

INFITECH VENTURES INC.
(Exact name of registrant as specified in its charter)

NEVADA	98-0335119
(State or other jurisdiction of incorporation or organization)	(I.R.S Employer Identification No.)

20 Lyall Avenue
Toronto, Ontario, Canada	M4E 1V9
(Address of principal executive offices)	(Zip Code)

(416) 691-4068
(Registrant's telephone number, including area code)

N/A
(Former name, former address and former fiscal year, if changed since last report)

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. [X] Yes [ _] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [ ] Yes [X] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ _] Accelerated filer [ _] Non-accelerated filer [ _] (Do not check if a smaller reporting company) Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [X] Yes [ _] No

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: As of ~~December~~March 1218, ~~2018~~2019, the Registrant had 15,128,332 shares of ~~common~~ common stock outstanding.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b -2 of this chapter).

Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ~~[ ]~~

[ ]

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X, and, therefore, do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the three and six months ended ~~October~~ January 31, ~~2018~~ 2019 are not necessarily indicative of the results that can be expected for the year ending July 31, 2019.

As used in this Quarterly Report, the terms "we,” "us,” "our,” and “Infitech” mean Infitech Ventures Inc. unless otherwise indicated. All dollar amounts in this Quarterly Report are in U.S. dollars unless otherwise stated.

INFITECH VENTURES INC.

FINANCIAL STATEMENTS (Expressed in United States Dollars)

~~October~~January 31, ~~2018~~2019

(Unaudited)

INFITECH VENTURES INC.
BALANCE SHEETS
(Expressed in United States Dollars)
(Unaudited)

		October 31, 2018			July 31, 2018
		January 31, 2019			July 31, 2018
ASSETS
Current
Cash	$	~~361~~3,302		$	511
Total assets	$	~~361~~3,302		$	511
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current
Accounts payable and accrued liabilities	$	199,~~175~~184		$	14,355
Accounts payable and accrued liabilities - related party (Note 5)		3637,~~600~~200			36,000
Due to related parties (Note 5)		~~341~~363,~~504~~112			341,473
Total current liabilities		~~397~~409,~~279~~496			391,828
Stockholders' deficiency
Common stock Authorized 100,000,000 common shares with par value of $0.001 Issued and outstanding 15,128,332 shares (July 31, 2018 - 15,128,332)		15,128			15,128
Additional paid-in capital		1,~~198~~213,132			1,183,132
Accumulated deficit		(1,~~610~~634,~~178~~454	)		(1,589,577	)
Total stockholders' deficiency		(~~396~~406,~~918~~194	)		(391,317	)
Total liabilities and stockholders' deficiency	$	~~361~~3,302		$	511
Subsequent Event (Note 8)

The accompanying notes are an integral part of these financial statements.

F-2

INFITECH VENTURES INC.
STATEMENTS OF OPERATIONS
(Expressed in United States Dollars)
(Unaudited)

		Three			Three
		Six			Six			Three			Three
		Months Ended			Months Ended			Months Ended			Months Ended
		October 31, 2018			October 31, 2017
		January 31, 2019			January 31, 2018			January 31, 2019			January 31, 2018
Expenses
Contributed executive services (Note 5)	$	1530,000		$	1530,000		$	15,000		$	15,000
Office		15,~~502~~439			35,~~020~~111			3,937			2,091
Professional fees		48,~~195~~879			49,~~727~~354			4,684			4,627
Rent (Note 5)		~~600~~1,200			~~600~~1,200			600			600
Foreign exchange gain		(696	)		(2,045	)
Foreign exchange (gain) loss		(641	)		1,243			55			3,288
Net loss	$	(2044,~~601~~877	)	$	(2146,~~302~~908	)	$	(24,276	)	$	(25,606	)
Basic and diluted net loss per share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average number of common shares outstanding		15,128,332			15,128,332
Weighted average number of common shares outstanding, basic and diluted		15,128,332			15,128,332			15,128,332			15,128,332

The accompanying notes are an integral part of these financial statements.

F-3

INFITECH VENTURES INC.
STATEMENTS OF STOCKHOLDERS' DEFICIENCY
(Expressed in United States Dollars)
(Unaudited)

	Common Shares				Additional
					Paid-in		Accumulated
	Number		Amount		Capital		Deficit			Total
Balance, July 31, 2017	15,128,332	$	15,128	$	1,123,132	$	(1,494,415	)	$	(356,155	)
Contributed executive services	-		-		1530,000		-			1530,000
Net loss	-		-		-		(2146,~~302~~908	)		(2146,~~302~~908	)
Balance, October 31, 2017	15,128,332	$	15,128	$	1,138,132	$	(1,515,717	)	$	(362,457	)
Balance, January 31, 2018	15,128,332	$	15,128	$	1,153,132	$	(1,541,323	)	$	(373,063	)
Balance, July 31, 2018	15,128,332	$	15,128	$	1,183,132	$	(1,589,577	)	$	(391,317	)
Contributed executive services	-		-		30,000		-			30,000
Net loss	-		-		-		(44,877	)		(44,877	)
Balance, January 31, 2019	15,128,332	$	15,128	$	1,213,132	$	(1,634,454	)	$	(406,194	)
Balance, October 31, 2017	15,128,332	$	15,128	$	1,138,132	$	(1,515,717	)	$	(362,457	)
Contributed executive services	-		-		15,000		-			15,000
Net loss	-		-		-		(2025,~~601~~606	)		(2025,~~601~~606	)
Balance, January 31, 2018	15,128,332	$	15,128	$	1,153,132	$	(1,541,323	)	$	(373,063	)
Balance, October 31, 2018	15,128,332	$	15,128	$	1,198,132	$	(1,610,178	)	$	(396,918	)
Contributed executive services	-		-		15,000		-			15,000
Net loss	-		-		-		(24,276	)		(24,276	)
Balance, January 31, 2019	15,128,332	$	15,128	$	1,213,132	$	(1,634,454	)	$	(406,194	)

The accompanying notes are an integral part of these financial statements.

F-4

INFITECH VENTURES INC.
STATEMENTS OF CASH FLOWS
(Expressed in United States Dollars)
(Unaudited)

		Three			Three
		Six			Six
		Months Ended			Months Ended
		October 31, 2018			October 31, 2017
		January 31, 2019			January 31, 2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(2044,~~601~~877	)	$	(2146,~~302~~908	)
Items not affecting cash:
Contributed executive services		1530,000			1530,000
Unrealized foreign exchange loss (gain)		31			(1,239	)
Unrealized foreign exchange loss		20			1,802
Changes in non-cash working capital items:
Increase (decrease) in accounts payable and accrued liabilities		4,820			(130	)
Decrease in accounts payable and accrued liabilities		(5,171	)		(11,053	)
Increase in accounts payable and accrued liabilities -related party		~~600~~1,200			~~600~~1,200
Net cash used in operating activities		(~~150~~18,828	)		(724,~~071~~959	)
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in due to related parties		-21,619			725,~~102~~954
Net cash provided by financing activities		-21,619			725,~~102~~954
Change in cash for the period		~~(150~~2,791	)		31995
Cash, beginning of period		511			163
Cash, end of period	$	~~361~~3,302		$	~~194~~1,158
Cash paid for interest during the period	$	-4		$	-
Cash paid for income taxes during the period	$	-		$	-
Supplemental Cash Flow Disclosure (Note 6)

Supplemental Cash Flow Disclosure (Note 6)

The accompanying notes are an integral part of these financial statements.

F-5

INFITECH VENTURES INC. NOTES TO THE FINANCIAL STATEMENTS (Expressed in United States Dollars) ~~October~~January 31, ~~2018~~2019

1. HISTORY AND ORGANIZATION OF THE COMPANY Infitech Ventures Inc. (the “Company”) was incorporated on October 24, 2000 under the Laws of the State of Nevada. The Company intended to develop and market a wax technology relating to the process of solidifying and removing spilled oil on land and water. The Company is currently exploring new business opportunities. All of the Company’s assets are held in Canada. All amounts are stated in United States dollars unless otherwise noted. 2. GOING CONCERN These financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America with the on-going assumption that the Company will be able to realize its assets and discharge its liabilities in the normal course of business. However, certain conditions noted below currently exist which raise substantial doubt about the Company’s ability to continue as a going concern. The operations of the Company have primarily been funded by the issuance of common stock and funding from related parties. Continued operations of the Company are dependent on the Company’s ability to complete equity financings or generate profitable operations in the future. Management’s plan in this regard is to secure additional funds through future equity sales. Such sales may not be available or may not be available on reasonable terms. There can be no assurance the Company will be able to continue to raise funds in which case the Company may be unable to meet its obligations. Should the Company be unable to realize economic benefit from its assets and discharge its liabilities in the normal course of business, the net realizable value of assets may be materially less than the amounts recorded on the balance sheets. These financial statements do not include any adjustments to the amounts and classifications of assets and liabilities that might be necessary should the Company be unable to continue as a going concern. The current market conditions and volatility increase the uncertainty of the Company’s ability to continue as a going concern given the need to both curtail expenditures and to raise additional funds. The Company is experiencing, and has experienced, negative operating cash flows. The Company will continue to search for new or alternate sources of financing but anticipates that the current market conditions may impact the ability to source such funds. 3. SIGNIFICANT ACCOUNTING POLICIES The significant accounting policies adopted by the Company are as follows: Generally accepted accounting principles The accompanying unaudited financial statements have been prepared by the Company in conformity with accounting principles generally accepted in the United States of America applicable to interim financial information and with the rules and regulations of the United States Securities and Exchange Commission. Accordingly, certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed, or omitted, pursuant to such rules and regulations. In the opinion of Management, the unaudited interim financial statements include all adjustments necessary for the fair presentation of the results of the interim periods presented. All adjustments are of a normal recurring nature, except as otherwise noted below. These financial statements should be read in conjunction with the Company’s audited ~~consolidated~~ financial statements and notes thereto for the year ended July 31, 2018, included in the Company’s Form 10-K, filed with the Securities and Exchange Commission. The results of operations for the interim periods are not necessarily indicative of the results of operations for any other interim period or for a full fiscal year.

F-6

INFITECH VENTURES INC. NOTES TO THE FINANCIAL STATEMENTS (Expressed in United States Dollars) ~~October~~January 31, ~~2018~~2019

3.	SIGNIFICANT ACCOUNTING POLICIES (cont’d)
	Use of estimates
	These financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America. The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates.
	Foreign currency translation
	Transaction amounts denominated in foreign currencies are translated at exchange rates prevailing at transaction dates. Carrying values of monetary assets and liabilities are adjusted at each balance sheet date to reflect the exchange rate at that date. Non-monetary assets and liabilities are translated at the exchange rate on the original transaction date. Gains and losses from restatement of foreign currency monetary assets and liabilities are included in the statements of operations. Revenues and expenses are translated at the rates of exchange prevailing on the dates such items are recognized in the statement of operations.
	Cash and cash equivalents
	The Company considers cash held at banks and all highly liquid investments with original maturities of three months or less to be cash and cash equivalents. At October 31, 2018 and July 31, 2018, the Company did not hold any cash equivalents.
	The Company considers cash held at banks and all highly liquid investments with original maturities of three months or less to be cash and cash equivalents. At January 31, 2019 and July 31, 2018, the Company did not hold any cash equivalents.
	Accounting for impairment of long-lived assets and for long-lived assets to be disposed of
	Long-lived assets to be held and used by the Company are continually reviewed to determine whether any events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable.
	For long-lived assets to be held and used, the Company bases its evaluation on such impairment indicators as the nature of the assets, the future economic benefit of the assets, any historical or future profitability measurements, as well as other external market conditions or factors that may be present. In the event that facts and circumstances indicate that the carrying amount of an asset may not be recoverable and an estimate of future undiscounted cash flows is less than the carrying amount of an asset, an impairment loss will be recognized.
	Contributed executive services
	The Company is required to report all costs of conducting its business. Accordingly, the Company records the fair value of contributed executive services provided to the Company at no cost as compensation expense, with a corresponding increase to additional paid-in capital, in the year in which the services are provided.
	For each of the three month periods ended October 31, 2018 and 2017 the Company recorded contributed executive services in the amount of $15,000.
	For each of the six month periods ended January 31, 2019 and 2018 the Company recorded contributed executive services in the amount of $30,000.
	Income taxes
	A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expenses (benefit) result from the net change during the period of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

F-7

INFITECH VENTURES INC. NOTES TO THE FINANCIAL STATEMENTS (Expressed in United States Dollars) ~~October~~January 31, ~~2018~~2019

3.	SIGNIFICANT ACCOUNTING POLICIES (cont’d)
	Income taxes
	A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expenses (benefit) result from the net change during the period of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
	Net loss per share
	Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share takes into consideration shares of common stock outstanding (computed under basic net loss per share) and potentially dilutive shares of common stock.
	Recent accounting pronouncements
	In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes (“ASU 2015- 17”). ASU 2015-17 requires companies to classify all deferred tax assets or liabilities as noncurrent on the balance sheet rather than separately disclosing deferred taxes as current and noncurrent. This standard is effective for the Company beginning on August 1, 2018 and can be applied either prospectively or retrospectively to all periods presented upon adoption. The standard is not expected to have any impact on the Company’s financial statements.
	In January 2016, FASB issued a new standard to amend certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Most prominent among the amendments is the requirement for changes in fair value of equity investments, with certain exceptions, to be recognized through profit or loss rather than other comprehensive income. The new standard will be effective for the Company beginning August 1, 2018. The standard is not expected to have any impact on the Company’s financial statements.
	In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Liabilities”. This ASU amendment addresses aspects of recognition, measurement, presentation and disclosure of financial instruments. It affects investments in equity securities and the presentation of certain fair value changes for financial liabilities measured at fair value, and simplifies the impairment assessment of equity investments without a readily determinable fair value by requiring a qualitative assessment. The ASU applies to all entities and is effective for annual periods beginning after December 15, 2017, and interim periods thereafter, with early adoption permitted. The standard is not expected to have any impact on the Company’s financial statements.
	On February 25, 2016, the FASB issued ASU No. 2016-02, “Leases”. This ASU applies to public companies beginning January 1, 2019 and affects the requirement that lessees account for all leases – both operating and finance – on the balance sheet while recognizing both an asset for the right to use the leased asset and an obligation to make lease payments over the lease term. The Company is currently evaluating the impact of the adoption of this standard.
	There are no other recent accounting pronouncements which are expected to have a material effect on the Company’s financial statements.
4.	CAPITAL STOCK
	Holders of common stock are entitled to one vote for each share held. There are no restrictions that limit the Company's ability to pay dividends on its common stock. The Company has not declared any dividends since incorporation.

F-8

INFITECH VENTURES INC. NOTES TO THE FINANCIAL STATEMENTS (Expressed in United States Dollars) ~~October~~January 31, ~~2018~~2019

4. CAPITAL STOCK Holders of common stock are entitled to one vote for each share held. There are no restrictions that limit the Company's ability to pay dividends on its common stock. The Company has not declared any dividends since incorporation. 5. RELATED PARTY TRANSACTIONS At ~~October~~January 31, ~~2018~~2019, there is $~~341~~363,~~504~~112 (July 31, 2018 - $341,473) due to a director and shareholder of the Company. The amounts are unsecured, non-interest bearing and are due on demand. For each of the ~~three~~six months ended ~~October~~January 31, ~~2018~~2019 and ~~2017~~2018 the Company accrued rent of $~~600~~1,200 to a director of the Company. Rent is accrued on a month to month basis. At ~~October~~January 31, ~~2018~~2019 there is $3637,~~600~~200 (July 31, 2018 - $36,000) payable to a related party with respect to rent payable. For each of the ~~three~~six months ended ~~October~~January 31, ~~2018~~2019 and ~~2017~~2018 there was $1530,000 in contributed executive services recorded in additional paid in capital in relation to services of the Company’s sole director. These transactions were in the normal course of operations and were measured at the exchange value which represents the amount of consideration established and agreed to by the related parties. 6. SUPPLEMENTAL CASH FLOW DISCLOSURE During the ~~three~~six months ended ~~October~~January 31, ~~2018~~2019 and ~~2017~~2018, the Company’s sole director contributed $1530,000 as executive services which was recorded as additional paid in capital. 7. FINANCIAL INSTRUMENTS The Company classifies financial assets and liabilities as held-for-trading, available-for-sale, held-to-maturity, loans and receivables or other financial liabilities depending on their nature. Financial assets and financial liabilities are recognized at fair value on their initial recognition, except for those arising from certain related party transactions which are accounted for at the transferor’s carrying amount or exchange amount. Financial assets and liabilities classified as held-for-trading are measured at fair value, with gains and losses recognized in net income. Financial assets classified as held-to-maturity, loans and receivables, and financial liabilities other than those classified as held-for-trading are measured at amortized cost, using the effective interest method of amortization. Financial assets classified as available-for-sale are measured at fair value, with unrealized gains and losses being recognized as other comprehensive income until realized, or if an unrealized loss is considered other than temporary, the unrealized loss is recorded in income. Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

	•	Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities;
	•	Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and
	•	Level 3 – Inputs that are not based on observable market data.

Cash is classified as held for trading, and is measured at fair value using Level 1 inputs. Accounts payable and accrued liabilities, accounts payable and accrued liabilities – related party, and due to related parties are classified as other financial liabilities, and have a fair value approximating their carrying value, due to their short-term nature.

Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.

F-9

~~INFITECH~~ITEM ~~VENTURES INC~~2. ~~NOTES~~MANAGEMENT’S TODISCUSSION ~~THE~~AND ~~FINANCIAL~~ANALYSIS ~~STATEMENTS~~OF ~~(Expressed~~FINANCIAL inCONDITION ~~United~~AND ~~States~~RESULTS ~~Dollars)~~OF ~~October 31, 2018~~OPERATIONS.

7.	FINANCIAL INSTRUMENTS
	The Company classifies financial assets and liabilities as held-for-trading, available-for-sale, held-to-maturity, loans and receivables or other financial liabilities depending on their nature. Financial assets and financial liabilities are recognized at fair value on their initial recognition, except for those arising from certain related party transactions which are accounted for at the transferor’s carrying amount or exchange amount.
	Financial assets and liabilities classified as held-for-trading are measured at fair value, with gains and losses recognized in net income. Financial assets classified as held-to-maturity, loans and receivables, and financial liabilities other than those classified as held-for-trading are measured at amortized cost, using the effective interest method of amortization. Financial assets classified as available-for-sale are measured at fair value, with unrealized gains and losses being recognized as other comprehensive income until realized, or if an unrealized loss is considered other than temporary, the unrealized loss is recorded in income.
	Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

FORWARD-LOOKING STATEMENTS

~~Level~~Certain 1statements contained in this Quarterly Report on Form 10-Q constitute "forward-looking statements." These statements, identified by words such as “plan,” "anticipate," "believe," "estimate," "should," "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Such risks and uncertainties include those set forth under the caption “Part II – ~~Unadjusted~~Item ~~quoted~~1A. ~~prices~~Risk Factors” and elsewhere in ~~active~~this ~~markets~~Quarterly ~~for~~Report. ~~identical~~We ~~assets~~do not intend to update the forward-looking information to reflect actual results or changes ~~liabilities;~~in the factors affecting such forward-looking information. We advise you to carefully review the reports and documents, particularly our Annual Reports, our Quarterly Reports and our Current Reports we file from time to time with the United States Securities and Exchange Commission (the “SEC”). Copies of all of our filings with the SEC may be accessed by visiting the SEC site (http://www.sec.gov) and performing a search of our electronic filings.

~~Level~~INTRODUCTION ~~2 – Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and~~

~~Level~~The 3following –discussion ~~Inputs~~and ~~that~~analysis ~~are~~summarizes ~~not~~our ~~based~~results of operations for the three and six months ended January 31, 2019, and changes in our financial condition from July 31, 2018. This discussion should be read in conjunction with the Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on ~~observable~~Form ~~market~~10-K ~~data~~for the fiscal year ended July 31, 2018 filed with the SEC on November 7, 2018.

	Cash is classified as held for trading, and is measured at fair value using Level 1 inputs. Accounts payable and accrued liabilities, accounts payable and accrued liabilities – related party, and due to related parties are classified as other financial liabilities, and have a fair value approximating their carrying value, due to their short-term nature.
	Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.
8.	SUBSEQUENT EVENT
	On November 22, 2018, a loan was granted from a director and shareholder of the Company for $5,852 (Cdn $7,500). The amount is unsecured, non-interest bearing and is due on demand.

OVERVIEW

~~F-10~~We were incorporated on October 24, 2000 under the laws of the State of Nevada for the purpose of seeking business opportunities with respect to environmental technologies and products.

~~ITEM~~Our 2business revolves around the development and marketing of a proprietary technology (the “Wax Technology”) that uses a molten wax compound consisting of paraffin wax and resins to control, clean and remediate oil and other liquid fuel spills on land and water. ~~MANAGEMENT’S~~In ~~DISCUSSION~~addition, ~~AND~~as ~~ANALYSIS~~part OFof ~~FINANCIAL~~our long-term ~~CONDITION~~business ~~AND~~plan, ~~RESULTS~~we OFintend ~~OPERATIONS~~to pursue business opportunities in wastewater treatment solutions.

~~FORWARD-LOOKING~~We ~~STATEMENTS~~continue to require additional financing if we are to continue as a going concern and to finance our business operations. As of January 31, 2019, we had cash on hand of $3,302. If we are not able to acquire sufficient financing in the near future, our business could fail and investors could lose their investment.

~~Certain~~RESULTS ~~statements~~OF ~~contained~~OPERATIONS in this Quarterly Report on Form 10-Q constitute "forward-looking statements." These statements, identified by words such as “plan,” "anticipate," "believe," "estimate," "should," "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Such risks and uncertainties include those set forth under the caption “Part II – Item 1A. Risk Factors” and elsewhere in this Quarterly Report. We do not intend to update the forward-looking information to reflect actual results or changes in the factors affecting such forward-looking information. We advise you to carefully review the reports and documents, particularly our Annual Reports, our Quarterly Reports and our Current Reports we file from time to time with the United States Securities and Exchange Commission (the “SEC”). Copies of all of our filings with the SEC may be accessed by visiting the SEC site (http://www.sec.gov) and performing a search of our electronic filings.

~~INTRODUCTION~~Three and Six Months Summary

The following discussion and analysis summarizes our plan of operation for the next twelve months, our results of operations for the three months ended October 31, 2018, and changes in our financial condition from July 31, 2018. This discussion should be read in conjunction with the Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the fiscal year ended July 31, 2018 filed with the SEC on November 7, 2018.

		Three Months Ended					Percentage		Six Months Ended					Percentage
		January 31,					Increase /		January 31,					Increase /
		2019			2018		(Decrease)		2019			2018		(Decrease)
Revenue	$	-		$	-		n/a	$	-		$	-		n/a

Expenses		(24,276	)		(25,606	)	(5.2)%		(44,877	)		(46,908	)	(4.3)%

Net Income (Loss)	$	(24,276	)	$	(25,606	)	(5.2)%	$	(44,877	)	$	(46,908	)	(4.3)%

~~OVERVIEW~~ 4

WeRevenues ~~were incorporated on October 24, 2000 under the laws of the State of Nevada for the purpose of seeking business opportunities with respect to environmental technologies and products.~~

~~Our~~We ~~business~~have ~~revolves~~not ~~around~~earned ~~the~~any ~~development~~revenues to date and ~~marketing~~we ofdo anot ~~proprietary~~anticipate ~~technology~~earning ~~(the~~revenue ~~“Wax~~until ~~Technology”)~~we ~~that~~have ~~uses~~completed acommercial ~~molten~~development ~~wax compound~~of ~~consisting~~products ofincorporating ~~paraffin~~our ~~wax~~Wax ~~and~~Technology. ~~resins~~We toare ~~control,~~presently ~~clean~~in ~~and~~the ~~remediate~~development stage ~~oil~~of ~~and other~~our ~~liquid~~business ~~fuel~~and ~~spills~~we oncan ~~land~~provide ~~and~~no ~~water.~~assurance Inthat ~~addition,~~we aswill ~~part~~be ofable ~~our~~to ~~long-term~~complete ~~business~~commercial ~~plan,~~development weor ~~intend~~successfully tosell ~~pursue~~or ~~business~~license ~~opportunities in~~products ~~wastewater~~incorporating ~~treatment~~our ~~solutions~~Wax Technology once development is complete.

WeOperating ~~continue~~Costs ~~to require additional financing if we are to continue as a going concern~~ and toExpenses finance our business operations. As of October 31, 2018, we had cash on hand of $361. If we are not able to acquire sufficient financing in the near future, our business could fail and investors could lose their investment.

~~RESULTS~~Our OFoperating ~~OPERATIONS~~expenses for the three and six months ended January 31, 2019 and 2018 consisted of the following:

Three Months Summary
		Three Months Ended					Percentage		Six Months Ended				Percentage
		Three Months Ended October 31,					Percentage
		January 31,					Increase /		January 31,				Increase /
		2018			2017		Increase / (Decrease)
		2019			2018		(Decrease)		2019			2018	(Decrease)
Revenue	$	-		$	-		n/a
Contributed Executive Services	$	15,000		$	15,000		0.0%	$	30,000		$	30,000	0.0%
Expenses		(20,601	)		(21,302	)	(3.3)%
Office		3,937			2,091		88.3%		5,439			5,111	6.4%
Net Loss	$	(20,601	)	$	(21,302	)	(3.3)%
Professional Fees		4,684			4,627		1.2%		8,879			9,354	(5.1)%
Rent		600			600		0.0%		1,200			1,200	0.0%
Foreign Exchange Loss (Gain)		55			3,288		(98.3)%		(641	)		1,243	(151.6)%
Total	$	24,276		$	25,606		(5.2)%	$	44,877		$	46,908	(4.3)%

~~Revenues~~Our operating expenses decreased during the six months ended January 31, 2019, primarily as a result of recording a foreign exchange gain of $641 as compared to a foreign exchange loss of $1,243 for the six months ended January 31, 2018. The operating expense was also decreased by a decrease in professional fees. The decrease was slightly offset by an increase in office expenses.

WeOur ~~have~~operating ~~not~~expenses ~~earned~~decreased ~~any~~during ~~revenues~~the tothree ~~date~~months ~~and~~ended January we31, do2019, ~~not anticipate~~primarily ~~earning~~as ~~revenue~~a ~~until~~result weof ~~have~~recording ~~completed~~a ~~commercial~~foreign ~~development~~exchange loss of ~~products~~$55 ~~incorporating~~as ~~our~~compared ~~Wax~~to ~~Technology.~~a Weforeign ~~are~~exchange ~~presently~~loss ~~in the development stage~~ of ~~our~~$3,288 ~~business~~for ~~and~~the wethree ~~can~~months ~~provide no~~ended ~~assurance~~January ~~that~~31, we2018. ~~will~~The bedecrease ~~able~~was topartially ~~complete~~offset ~~commercial~~by ~~development~~increases ~~or successfully~~in ~~sell or license products incorporating our Wax Technology once~~office ~~development~~expenses isand ~~complete~~professional fees.

4We are required to report all costs of conducting our business. As such, we have recorded as an expense the fair market value of contributed executive services provided to us at no cost. We recorded contributed executive services of $5,000 per month. These services are provided to us at no charge and a corresponding increase in additional paid-in capital has been recorded.

~~Operating~~If ~~Costs~~we are able to obtain sufficient financing to proceed with our plan of operation, of which there is no assurance, we expect that our expenses will increase significantly as we engage in product and ~~Expenses~~business development activities.

~~Our operating expenses for the three months ended October 31, 2018 and 2017 consisted of the following:~~ 5

		Three Months Ended October 31,					Percentage
		2018			2017		Increase / (Decrease)
Contributed Executive Services	$	15,000		$	15,000		n/a
Office		1,502			3,020		(50.3)%
Professional Fees		4,195			4,727		(11.3)%
Rent		600			600		n/a
Foreign Exchange Gain		(696	)		(2,045	)	(66.0)%
Total Operating Expenses	$	20,601		$	21,302		(3.3)%

LIQUIDITY AND CAPITAL RESOURCES

During the three months ended October 31, 2018, our operating expenses primarily consisted of accounting expenses, legal expenses and office administration expenses. Our operating expenses for the three months ended October 31, 2018, decreased because we recorded a foreign exchange gain and there was a decrease in both office administration expenses and professional fees.

Working Capital
							Percentage
		At January 31, 2019			At July 31, 2018		Increase / (Decrease)
Current Assets	$	3,302		$	511		546.2%
Current Liabilities		(409,496	)		(391,828	)	4.5%
Working Capital Deficit	$	(406,194	)	$	(391,317	)	3.8%

We are required to report all costs of conducting our business. As such, we have recorded as an expense the fair market value of contributed executive services provided to us at no cost. We recorded contributed executive services of $5,000 per month. These services are provided to us at no charge and a corresponding increase in additional paid-in capital has been recorded.

Cash Flows
		Six Months Ended January 31,
		2019			2018
Cash Flows (Used In) Operating Activities	$	(18,828	)	$	(24,959	)
Cash Flows From Financing Activities		21,619			25,954
Net Increase In Cash During Period	$	2,791		$	995

IfOur weonly ~~are~~sources ~~able~~of tofinancing ~~obtain~~for ~~sufficient~~the ~~financing~~six-month toperiod ~~proceed with~~ended ~~our~~January ~~plan of operation~~31, of2019 ~~which~~were ~~there~~loans isof no$15,000 ~~assurance~~and CDN$8,700 we ~~expect~~received ~~that~~from ~~our~~Paul G. ~~expenses~~Daly, ~~will~~our ~~increase~~sole ~~significantly~~director asand weexecutive ~~engage~~officer. inThe ~~product~~loans ~~and~~are ~~business~~unsecured, ~~development~~non-interest ~~activities~~bearing and due on demand.

~~LIQUIDITY~~Our ~~AND~~plan ~~CAPITAL~~of ~~RESOURCES~~operation calls for us to spend significantly more than our current capital resources or the amount of financing that we have been able to obtain to date. As such, there is a substantial doubt that we will be able to raise significant financing to complete our stated plan of operation. Any substantial financing that we are able to obtain is expected to be in the form of equity financing.

Working Capital
							Percentage
		At October 31, 2018			At July 31, 2018		Increase / (Decrease)
Current Assets	$	361		$	511		(29.4)%
Current Liabilities		(397,279	)		(391,828	)	1.4%
Working Capital Deficit	$	(396,918	)	$	(391,317	)	1.4%

To date, we have relied on short term loans from our sole executive officer and director and private placement sales of our equity securities in order to finance our ongoing activities and to meet our outstanding financial obligations. There is no assurance that we will be able to continue to obtain financing from these sources in the future. Our sole executive officer and director could refuse to provide us with any additional financing and we may not be able to find suitable investors willing to purchase our equity securities. If we are unable to obtain financing, our business could fail and shareholders could lose some or all of their investment.

Cash Flows
		Three Months Ended October 31,
		2018			2017
Cash Flows (Used In) Operating Activities	$	(150	)	$	(7,071	)
Cash Flows From Financing Activities		-			7,102
Net Increase (Decrease) In Cash During Period	$	(150	)	$	31

OFF-BALANCE SHEET ARRANGEMENTS

~~Our~~We ~~plan~~have ofno ~~operation~~significant ~~calls~~off-balance ~~for~~sheet usarrangements tothat ~~spend significantly more~~have ~~than our current capital resources~~ or ~~the~~are ~~amount~~reasonably oflikely ~~financing~~to ~~that we~~ have ~~been able to obtain to date. As such, there is~~ a ~~substantial~~current ~~doubt~~or ~~that~~future weeffect ~~will~~on beour financial ~~able~~condition, tochanges ~~raise~~in ~~significant~~financial ~~financing~~condition, torevenues ~~complete~~or ~~our~~expenses, ~~stated~~results ~~plan~~ of ~~operation.~~ ~~Any~~operations, ~~substantial~~liquidity, ~~financing~~capital ~~that~~expenditures weor ~~are~~capital ~~able~~resources tothat ~~obtain~~ is material ~~expected~~ to ~~be in the form of equity financing~~stockholders.

5CRITICAL ACCOUNTING POLICIES

~~Subsequent~~The tofinancial statements presented with this Quarterly Report have been prepared in accordance with generally accepted accounting principles in the ~~three~~United ~~months~~States ~~ended~~of ~~October~~America ~~31,~~for ~~2018,~~interim wefinancial information. These ~~received~~financial ~~loans~~statements do not include all information and footnote disclosures required for an annual set of ~~$5,852~~financial ~~from~~statements ~~Paul~~prepared Gunder United States generally accepted accounting principles. ~~Daly,~~In the opinion of our ~~sole~~management, ~~director~~all adjustments (consisting solely of normal recurring accruals) considered necessary for a fair presentation of the financial position, results of operations and ~~executive~~cash flows as at January 31, 2019, and for all periods presented ~~officer~~in the attached financial statements, have been included. ~~The~~Interim ~~loans~~results ~~are~~for the ~~unsecured~~quarter ended January 31, ~~non-interest~~2019 ~~bearing~~are ~~and~~not ~~due~~necessarily onindicative ~~demand~~of the results that may be expected for the fiscal year as a whole.

~~OFF-BALANCE SHEET ARRANGEMENTS~~ 6

We have noidentified ~~significant~~certain ~~off-balance~~accounting ~~sheet~~policies, ~~arrangements~~described below, that ~~have or~~ are ~~reasonably~~most ~~likely~~important to ~~have~~the aportrayal ~~current~~of ~~or future effect on~~ our current financial condition, ~~changes~~and inresults ~~financial~~of ~~condition,~~operations. ~~revenues~~Our orsignificant ~~expenses,~~accounting ~~results~~policies ofare ~~operations,~~disclosed ~~liquidity,~~in ~~capital~~the ~~expenditures~~notes orto ~~capital~~the ~~resources~~interim ~~that~~financial ~~is material~~statements toincluded ~~stockholders.~~with this Quarterly Report.

~~CRITICAL~~Foreign ~~ACCOUNTING~~Currency ~~POLICIES~~Translation

~~The~~Transaction ~~financial~~amounts ~~statements~~denominated ~~presented with this Quarterly Report have been prepared~~ in ~~accordance~~foreign ~~with~~currencies ~~generally accepted accounting principles~~are intranslated ~~the~~at ~~United~~exchange ~~States~~rates ofprevailing ~~America~~at ~~for~~transaction ~~interim~~dates. ~~financial~~Carrying ~~information.~~values ~~These~~of ~~financial~~monetary ~~statements~~assets ~~do not include all information~~ and ~~footnote~~liabilities ~~disclosures required~~are ~~for~~adjusted anat ~~annual~~each ~~set~~balance ofsheet ~~financial~~date ~~statements prepared under United States~~to ~~generally~~reflect ~~accepted accounting principles. In~~ the ~~opinion~~exchange ofrate ~~our~~at ~~management,~~that ~~all adjustments~~date. ~~(consisting~~Non-monetary ~~solely~~assets ofand ~~normal~~liabilities ~~recurring accruals) considered~~are ~~necessary~~translated ~~for~~at athe ~~fair~~exchange ~~presentation~~rate ofon the ~~financial~~original ~~position,~~transaction ~~results~~date. ~~of operations~~Gains and losses ~~cash~~from ~~flows~~restatement asof atforeign ~~October~~currency ~~31,~~monetary ~~2018,~~assets and ~~for~~liabilities ~~all periods presented~~are included in the ~~attached~~consolidated ~~financial~~ statements, ~~have~~of ~~been included~~operations. ~~Interim~~Revenues ~~results~~and ~~for~~expenses are ~~the~~translated ~~three~~at ~~months~~the ~~ended~~rates ~~October~~of ~~31,~~exchange ~~2018~~prevailing ~~are~~on ~~not~~the ~~necessarily~~dates ~~indicative~~such ofitems ~~the~~are ~~results~~recognized ~~that~~in ~~may be expected for~~ the ~~fiscal~~statement ~~year~~of ~~as a whole~~operations.

WeContributed ~~have~~Executive identified certain accounting policies, described below, that are most important to the portrayal of our current financial condition and results of operations. Our significant accounting policies are disclosed in the notes to the interim financial statements included with this Quarterly Report.Services

~~Foreign~~We ~~Currency~~are ~~Translation~~required to report all costs of conducting our business. Accordingly, we record the fair value of contributed executive services provided to us at no cost as compensation expense, with a corresponding increase to additional paid-in capital, in the year in which the services are provided.

Transaction amounts denominated in foreign currencies are translated at exchange rates prevailing at transaction dates. Carrying values of monetary assets and liabilities are adjusted at each balance sheet date to reflect the exchange rate at that date. Non-monetary assets and liabilities are translated at the exchange rate on the original transaction date. Gains and losses from restatement of foreign currency monetary assets and liabilities are included in the statements of operations. Revenues and expenses are translated at the rates of exchange prevailing on the dates such items are recognized in the statement of operations.

Contributed Executive Services

We are required to report all costs of conducting our business. Accordingly, we record the fair value of contributed executive services provided to us at no cost as compensation expense, with a corresponding increase to additional paid-in capital, in the year in which the services are provided.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not Applicable.

ITEM 4. CONTROLS AND PROCEDURES.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rules 13a-15(e) and 15(d)-15(e) as of ~~October~~January 31, ~~2018~~2019 (“Evaluation Date”). Based upon that evaluation our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of the Evaluation Date as a result of the material weaknesses in internal control over financial reporting discussed in our Annual Report on Form 10-K for the year ended July 31, 2018 (the “2018 Annual Report”).

6Notwithstanding the assessment that our internal controls over financial reporting were not effective and that there were material weaknesses as identified in our 2018 Annual Report, we believe that our financial statements contained in our Quarterly Report on Form 10-Q for the fiscal quarter ended January 31, 2019 report fairly present our financial condition, results of operations and cash flows in all material respects.

Notwithstanding the assessment that our internal controls over financial reporting were not effective and that there were material weaknesses as identified in our 2018 Annual Report, we believe that our financial statements contained in our Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 2018 fairly present our financial condition, results of operations and cash flows in all material respects.

Changes in Internal Controls

There were no changes in our internal control over financial reporting during the fiscal quarter ended ~~October~~January 31, ~~2018~~2019 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

We are not a party to any other legal proceedings and, to our knowledge;, no other legal proceedings are pending, threatened or contemplated.

ITEM 1A. RISK FACTORS.

The following are some of the important factors that could affect our financial performance or could cause actual results to differ materially from estimates contained in our forward-looking statements. We may encounter risks in addition to those described below. Additional risks and uncertainties not currently known to us, or that we currently deem to be immaterial, may also impair or adversely affect our business, financial condition or results of operation.

Need For Financing

We do not currently have the financial resources to complete our plan of operation for the next twelve months. We anticipate that we will require financing in the amount of $750,000 in order to fund our plan of operation over the next twelve months. We presently do not have any sufficient financing arrangements in place and there is no assurance that we will be able to obtain sufficient financing on terms acceptable to us or at all. If further financing is not available, our ability to meet our financial obligations and pursue our plan of operation will be substantially limited. If we are not able to meet our financial obligations as they come due, our business could fail and investors could lose a substantial portion or all of their investment.

Limited Operating History, Risks Of A New Business Venture

We were incorporated on October 24, 2000 and, prior to our acquisition of the Wax Technology, we had been involved primarily in organizational activities and in seeking business opportunities related to environmental technologies and products. We have not earned any revenues to date.

Potential investors should be aware of the difficulties normally encountered by a new enterprise and the high rate of failure of such enterprises. The potential for future success must be considered in light of the problems, expenses, difficulties complications and delays encountered in connection with the development of a business in the area in which we intend to operate and in connection with the formation and commencement of operations of a new business in general. These include, but are not limited to, unanticipated problems relating to research and development programs, marketing, approvals by government agencies, competition and additional costs and expenses that may exceed current estimates. There is no history upon which to base any assumption as to the likelihood that our business will prove successful, and there can be no assurance that we will generate any operating revenues or ever achieve profitable operations.

Our Operations Will Be Subject To Extensive Government Regulations

Our operations will be subject to extensive government regulations in the United States, Canada and in other countries in which we may operate. In order to sell our anticipated products, we may be required to obtain a number of regulatory approvals at the federal, state and local level, including the approval of the U.S. Environmental Protection Agency and Environment Canada. We may incur material costs or liabilities in obtaining such approvals and/or complying with applicable laws and regulations. Furthermore, our potential customers may be required to comply with numerous laws and regulations when engaging in environmental remediation activities. There can be no assurance that we will be able to successfully comply with all present or future government regulations. An inability to obtain necessary regulatory approvals or the imposition of onerous conditions on the use of our anticipated products will have a materially adverse effect on us, our business and our financial condition.

Our Business Operations, Assets and Personnel Are Located Outside The United States

Although we are incorporated in the United States, all of our current operating activities are conducted in, and all of our assets and personnel are located in, Canada. As such, investors in our securities may experience difficulty in enforcing judgments or liabilities against the Company or our personnel under United States securities laws.

As a Nevada corporation, we are subject to the laws of the United States, including the federal securities laws of the United States, and to the jurisdiction of United States courts. As such, investors may bring proceedings against us, and enforce judgments obtained against us, in United States courts.

Generally, original actions to enforce liabilities under United States federal securities laws may not be brought in a Canadian court. Such actions must be brought in a court in the United States with applicable jurisdiction. Persons obtaining judgments against us in United States courts, including judgments obtained under United ~~States~~us, ~~federal~~or ~~securities~~that ~~laws,~~we ~~will then~~currently bedeem ~~required~~ to ~~bring~~be animmaterial, ~~application~~may inalso aimpair or ~~Canadian~~adversely ~~court~~affect toour ~~enforce~~business, ~~such judgments~~financial incondition ~~Canada.~~or results of operation.

Competition Is Intense And We May Be Unable To Achieve Market Acceptance

The business environment in which we intend to operate is highly competitive. Currently, there exist a number of established methods, products and technologies used to control, clean and remediate oil spills and we expect to experience competition from a number of established companies involved in the environmental remediation industry. Certain of our potential competitors will have greater technical, financial, marketing, sales and other resources than us.

In addition, while the environmental remediation industry is a mature one, there is no established market for products utilizing our Wax Technology. We are unable to provide assurances that our target customers and markets will accept our technologies or will purchase our products and services in sufficient quantities to achieve profitability. If a significant market fails to develop or develops more slowly than we anticipate, we may be unable to recover the losses incurred to develop products and we may be unable to meet our operational expenses. Acceptance of our anticipated products by environmental remediation firms and other organizations will depend upon a number of factors, including the cost competitiveness of our products, customer reluctance to try new products or services, regulatory requirements or the emergence of more competitive or effective products.

Asserting And Defending Intellectual Property Rights May Impact The Results Of Our Operations

We had applied for a patent from the CIPO, however, we did not receive a final grant of patent from the CIPO, and we have decided to abandon our patent application at this time. As patent applications are publicly available documents, competitors may be able to copy the formulations set out in our patent application. Due to our limited financial resources, we do not expect to apply for patent protection for any new developments that we make to the Wax Technology. As a result, in order to protect future developments, we will need to maintain the secrecy of our formulations and the methods we use. If we are unable to maintain the secrecy of those developments, then competitors may be able to copy our formulations and methodology, which would have a material adverse effect on our business.

Dependence On Key Personnel

Our success will largely depend on the performance of our directors and officers and our key consultants. Our success will also depend on our ability to attract and retain highly skilled technical, research, management, regulatory compliance, sales and marketing personnel. Competition for such personnel is intense. The loss of the services of such personnel or the inability to attract and retain other key personnel could impair the development of our business, operating results and financial condition.

Our Stock is a Penny Stock

Because our stock is a penny stock, shareholders will be more limited in their ability to sell their stock. The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the Nasdaq system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or quotation system. Because our securities constitute “penny stocks” within the meaning of the rules, the rules apply to us and to our securities. The rules may further affect the ability of owners of shares to sell our securities in any market that might develop for them. As long as the trading price of our common stock is less than $5.00 per share, the common stock will be subject to Rule 15g-9 under the Exchange Act. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that:

1. contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading; 2. contains a description of the broker’s or dealer’s duties to the customer and of the rights and remedies available to the customer with respect to a violation to such duties or other requirements of securities laws; 3. contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price; 4. contains a toll-free telephone number for inquiries on disciplinary actions; 5. defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and 6. contains such other information and is in such form, including language, type, size and format, as the SEC shall require by rule or regulation.

The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with: (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (d) a monthly account statements showing the market value of each penny stock held in the customer’s account. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitably statement. These disclosure requirements may have the effect of reducing the trading activity in the secondary market for our stock.

2.	contains a description of the broker’s or dealer’s duties to the customer and of the rights and remedies available to the customer with respect to a violation to such duties or other requirements of securities laws;

3.	contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price;

4.	contains a toll-free telephone number for inquiries on disciplinary actions;

5.	defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and

6.	contains such other information and is in such form, including language, type, size and format, as the SEC shall require by rule or regulation.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

None.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

The following exhibits are either provided with this Quarterly Report or are incorporated herein by reference:

Exhibit
Number		Description of Exhibit
3.1		Articles of Incorporation.
3.2		Bylaws.
4.1		Specimen Common Stock Certificate.
10.1		Technology Transfer Agreement dated May 6, 2004 between William Ernest Nelson and Infitech Ventures Inc.
10.2		Receipt and Acknowledgement of William Ernest Nelson dated February 5, 2005.
10.3		Form of Promissory Note.
14.1		Code of Ethics.
31.1		Certification of Chief Executive Officer and Chief Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Chief Executive Officer and Chief Financial Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		XBRL Instance Document.
101.SCH		XBRL Taxonomy Extension Schema.
101.CAL		XBRL Taxonomy Extension Calculation Linkbase.
101.DEF		XBRL Taxonomy Extension Definition Linkbase.
101.LAB		XBRL Taxonomy Extension Label Linkbase.
101.PRE		XBRL Taxonomy Extension Presentation Linkbase.

1011

SIGNATURES

Pursuant to the requirements 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.

			INFITECH VENTURES INC.	~~INFITECH VENTURES INC.~~
Date:	~~December~~March 1418, ~~2018~~2019	By:	~~By:~~/s/ Paul G. Daly	~~/s/ Paul G. Daly~~
			PAUL G. DALY	~~PAUL G. DALY~~
			Chief Executive Officer, Chief Financial Officer	~~Chief Executive Officer, Chief Financial Officer~~
			President, Secretary and Treasurer	~~President, Secretary and Treasurer~~
			(Principal Executive Officer, Principal Financial Officer	~~(Principal Executive Officer, Principal Financial Officer~~
			and Principal Accounting Officer)	~~and Principal Accounting Officer)~~

1112

Filing Compare · INFITECH VENTURES INC