10-K 1 bmi201010k.txt 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, 2010 [ ] Transition Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 For the transition period from to --------- --------- Commission File Number 333-139129 ----------------- BORDER MANAGEMENT, INC. (Exact name of small business issuer as specified in its charter) Nevada 20-5088293 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 968 - 240 th Street V2Z 2Y3 Langley, British Columbia, Canada (Address of principal (Zip Code) executive offices) ------------------ 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 Preferred stock, par value $0.001 per share Issuer's telephone number, including area code: (604) 539-9680 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 404 of the Securities Act. [ ] Indicate by check mark if the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. [ ] ---------------------------------------------------------------- Check whether the issuer filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to the filing requirements for the past 90 days. Yes [X] No Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-K and no disclosure will be contained, to the best of the issuer'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. [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X] (Do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No There were no issuer's revenues for the fiscal year ended December 31, 2010. The aggregate market value of the Common Stock held by non-affiliates of the issuer as of October 17, 2011 was $0. The number of shares outstanding of the issuer's Common Stock as of October 12, 2011 was 14,050,000 shares. DOCUMENTS INCORPORATED BY REFERENCE: NONE -------------------------------------------------------------- BORDER MANAGEMENT, INC. 2010 FORM 10-K ANNUAL REPORT TABLE OF CONTENTS PART I Item 1 Description of Business . . . . . . . . . . . . . . . . . . . .1 Item 1a Risk Factors. . . . . . . . . . . . . . . . . . . . . . . . . .3 Item 2 Description of Property . . . . . . . . . . . . . . . . . . . .7 Item 3 Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . .7 Item 4 Submission of Matters to a Vote of Security Holders . . . . . .7 PART II Item 5 Market for Common Equity and Related Stockholder Matters. . . .7 Item 6 Management's Discussion and Analysis or Plan of Operation . . .9 Item 7 Financial Statements. . . . . . . . . . . . . . . . . . . . . .F-1 Item 8 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. . . . . . . . . . . . . . . . . . . . . . . . . .14 Item 8A Controls and Procedures . . . . . . . . . . . . . . . . . . . .14 Item 8B Other Information . . . . . . . . . . . . . . . . . . . . . . .14 PART III Item 9 Directors, Executive Officers, Promoters and Control Persons: Compliance with Section 16(a) of the Exchange Act . . . . . . . . . . .14 Item 10 Executive Compensation. . . . . . . . . . . . . . . . . . . . .16 Item 11 Security Ownership of Certain Beneficial Owners and Management and Related Stockholders. . . . . . . . . . . . . . . . . . . . . . . .16 Item 12 Certain Relationships and Related Transactions, and Director Independence. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18 Item 13 Exhibits. . . . . . . . . . . . . . . . . . . . . . . . . . . .18 Item 14 Principal Accountant Fees and Services. . . . . . . . . . . . .18 PART I Item 1. DESCRIPTION OF BUSINESS History and Development We were incorporated pursuant to the laws of the State of Nevada on June 7, 2006 under the name Border Management, Inc. Our Directors have significant business experience. They have dealt personally with many entrepreneurs, existing for profit and not-for profit businesses and organizations. They have also dealt with all three Canadian levels of government. It became apparent that the complexities of operating in Canada would be even more daunting for non-Canadians who did not have the cultural, geographic, or business background necessary. Border Management was formed to offer a "one stop" management and consulting service to Non-Canadians. We have a mature base of consultants that we can draw on to assist our Directors in providing services to our clients. We are therefore able to provide advice directly or through a sound base of business, engineering, legal, and other professionals relating to a wide variety of issues including: Business Structure Strategic Planning Budgeting Financing Accounting Systems Tax Planning Marketing Capital Expenditures Cost Controls Project Management Estate Planning Mediation Due Diligence Mergers Acquisitions Web Site Design Computer and Systems Installations Border Management will work with both private and public companies. We will market our services to accommodate a wide range of clients. We will serve clients who require our services on a one-time basis. We believe however, the majority of our revenues will be derived from assisting clients on an ongoing basis over a period of years. We will strive to establish long term business relationships. Typical Revenue Producing Transaction We will analyze each clients needs and our ability to professionally service that client. Assuming we can, our fee will be set by the type of service we provide. Services of a more routine or elementary nature will be charged at lower rates than services requiring specialized skills. Also, in many cases we will have to utilize the outside services of consultants. In doing so our fee will in part be dictated by the type of consultant retained what they as sub-contractors would charge as well the quantity of work and expertise applied. In some cases our fee will only be for a review of the clients needs. In all cases, we will attempt to avoid misunderstandings regarding fees with our clients by discussing and reviewing our services and the amounts to be charged to our clients before accepting the engagement. .1. Revenue Breakdown We will bill our clients in two ways. We will record revenues depending on which way we invoice. If we accept an appointment to act as management or business consultants, and the appointment is for a service or services which will take an extended time to deliver, we will bill and record revenue on a monthly or periodic basis. If we accept appointments that will provide services for a short duration of time, we will bill and record revenue when the services are completed. We may receive equity securities in certain entities as payments for services provided for these entities. Some of these entities may be newly formed, have no operating history, and the market for such securities is very limited. Since there is no assurance that these securities are marketable, we will recognize a reduced amount of revenue upon receipt. Actual amounts of revenue will be recorded at the time we sell any of these securities. The amount of shares we will accept in lieu of a portion of a client's cash payment is situation specific. Such amount will not be contingent on the success or failure of our efforts. Strategic Relationships We plan to engage outside consultants to assist us in providing services to our clients. We will strive to establish personal and long-term business relationships with these consultants. As our management team expands and we are able to offer a wide range of services, we hope to engage the same consultants on an ongoing basis. We should be able to effect economies of scale in terms of the fees charged to us as well as become more efficient in the use of such consultants. The Market Canada provides an exceptional market for many businesses. New businesses or organizations however are faced with major differences in government regulations and local business conditions than they are familiar with in their home countries. Every person, business, or organization will face the many challenges and Canadian specific regulations when attempting to set up in Canada. We believe our potential client base is very large. Within the potential client base we believe small to medium sized businesses will most likely find our services attractive. Very large companies will have more "in house" expertise as well as better funding to search out more established consultants with high profiles. Competition We face a highly competitive market place for all of our services. We do not expect this to change in the future. Other business consultants, accounting firms, marketing and business development companies, engineering, personnel, and project management firms will be direct competitors. Our competitors will be better funded, more experienced, and already established. They therefore may be able to offer similar services at lower rates. Employees and Strategic Advisors As at October 17, 2011 we have no full-time employees with the exception of our three members of Executive Management and Board of Directors. We will utilize outside consultants as required to offer our services. These consultants will be independent contractors. .2. Financial Information About Industry Segments The Company has commenced limited operations with respect to research and marketing as at December 31, 2010. The Company has generated no service revenue to date and therefore does not report financial information on industry segments. Compliance with Environmental Laws and Regulations Our operations are subject to local, state and federal laws and regulations governing environmental quality and pollution control. To date, our compliance with these regulations has had no material effect on our operations, capital, earnings, or competitive position, and the cost of such compliance has not been material. We are unable to assess or predict at this time what effect additional regulations or legislation could have on our activities. Item 1a RISK FACTORS Risk Factors In addition to other information contained in this Form 10-K, the following Risk Factors should be considered when evaluating the forward-looking statements contained in this Form 10-K: An Investment In Our Common Stock Involves A High Degree Of Risk. Investors could lose their entire investment. Prospective investors should carefully consider the following factors, along with the other information set forth in this 10-K, in evaluating Border Management, its business and prospects before purchasing the common stock. Concentrated Ownership Of Our Common Stock May Allow Certain Security Holders To Exert Significant Influence In Corporate Matters Which May Be Adverse To The Public Investor. Our principal stockholders, officers and directors own a controlling interest in our voting stock and investors will not have any effective voice in our management, which could result in decisions adverse to our general shareholders. Our two officers and directors, in the aggregate, beneficially own approximately or have the right to vote 54% of our outstanding common stock. As a result, these three stockholders, acting together, will have the ability to control substantially all matters submitted to our stockholders for approval including: - election of our board of directors; - removal of any of our directors; - amendment of our Articles of Incorporation or bylaws; - adoption of measures that could delay or prevent a change in control or impede a merger, takeover or other business combination involving us; and - adoption of measures that could initiate a change in control, a merger, takeover, or other business combination involving us. As a result of their ownership and positions, our directors and executive officers collectively are able to influence all matters requiring shareholder approval, including the election of directors and approval of significant corporate transactions. In addition, the future prospect of sales of significant amounts of shares held by our directors and executive officers, could affect the market price of our common stock if the marketplace does not orderly adjust to the increase in shares in the market and the value of your investment in the company may decrease. Management's stock ownership may discourage a potential acquirer from making a tender offer or otherwise attempting to obtain control of us, this in turn could reduce our stock price or prevent our stockholders from realizing a premium over our stock price. The Timing And Amount Of Capital Requirements Are Not Entirely Within Our Control And Cannot Accurately Be Predicted And As A Result, We May Not Be Able To Raise Capital In Time To Satisfy Our Needs. If we are unable to attract clients and the resulting revenues, we may need to acquire additional financing. If working capital is required, we may require financing sooner than anticipated. We have no commitments for financing, and we cannot be sure that any financing would be available in a timely manner, on terms acceptable to us, or at all. Further, any equity financing could reduce ownership of existing stockholders and any borrowed money could involve restrictions on future capital raising activities and other financial and operational matters. If we were unable to obtain financing as needed, we could be bankrupt. .3. We Are a Development Stage Company. We were incorporated on June 7, 2006. Although we believe we will generate revenues and become profitable, no assurance can be given in this regard. We are a development stage company and may never be able to effectively implement our business plan. The revenue and income potential of our proposed business and operations is unproven. The lack of operating history makes it difficult to evaluate the future prospects of our business. Our Competitors Are Better Financed and Already Established in the Industry. As our competitors are better established and funded, they will be able to offer services at more competitive prices than us if they choose. We may have to accept engagements at significantly lower fees to attract clients. We may be unable to attract larger clients who want existing name recognition from their consultants. In addition we hold no trademarks or copyrights and our proprietary information could be assumed by others offering similar services. Our business model is not capital intensive, so others wanting to enter our field will have little barrier to entry if they have the necessary skills. We Have Limited Operating History And Have Losses To Date Which May Continue in The Future. As A Result, We May Have To Suspend Or Cease Operations. We have generated no operating revenues since our incorporation on June 7, 2006. We cannot with any accuracy evaluate our future success or failure. Our ability to achieve and maintain profitability and positive cash flow is dependent upon our ability to procure new business and generate revenues. Our current operating expenses are greater than our revenues. As we cannot be certain of future revenues, we may have to suspend our operations. At Present We Are Dependant On Our Two Directors And A Loss Of Any Could Have A Material Adverse Effect Upon Us. Evan Williams, President and Solomon Nordine, Secretary and Treasurer are our Founding Directors. None of our Directors has a consulting or employment contract with us so there is no assurance that they will remain with us. Our Directors are committed to provide a part time commitment only as they serve on the Boards of other non-competitive privately held companies. If any were to leave or be unable to perform their duties, there is no assurance that we would be able to retain qualified personnel We do not maintain any key man life insurance policies on any of our Directors so in the event of death, there would be no extra funding to cope with any resulting financial losses we might incur. There is no current trading market for our securities and if a trading market does not develop, purchasers of our securities may have difficulty selling their shares. As of November 14, 2007, our securities were listed on the OTC Bulletin Board. There is currently no established public trading market for our securities and an active trading market in our securities may not develop or, if developed, may not be sustained. If for any reason a public trading market does not otherwise develop, purchasers of the shares may have difficulty selling their common stock should they desire to do so. No market makers have committed to becoming market makers for our common stock and none may do so. Our common stock was deleted from the OTC Bulletin Board March 26, 2010 for failure to comply with rule 15c2-11. .4. State securities laws may limit secondary trading, which may restrict the states in which and conditions under which you can sell the shares of our Company. Secondary trading in our common stock will not be possible in any state until the common stock is qualified for sale under the applicable securities laws of the state or there is confirmation that an exemption, such as listing in certain recognized securities manuals, is available for secondary trading in the state. If we fail to register of qualify, or to obtain or verify an exemption for the secondary trading of, the common stock in any particular state, the common stock could not be offered or sold to, or purchased by, a resident of that state. In the event that a significant number of states refuse to permit secondary trading in our common stock, the liquidity for the common stock could be significantly impacted thus causing you to realize a loss on your investment. We May Be Unable To Pay Any Cash Dividends On Our Common Stock, Our Stockholders May Not Be Able To Receive A Return On Their Shares Unless They Sell Them. As we presently do not have net income nor can we assure our shareholders of net income in the future, our stockholders may not be able to receive a return on their shares unless they sell them. There is no assurance that stockholders will be able to sell shares when desired. Under Certain Conditions, We May Receive Securities As Full or Partial Payment For Our Services Rendered And Such Securities May Lose All Value We Ascribe To Them. In certain circumstances, we may accept a client's securities as full or partial payment. The securities we receive may be unregistered and as a result restricted. As a general rule we must hold restricted securities for one year until we have the ability to sell them. Although we will book any restricted securities we receive at a significantly reduced valuation in comparison to the same company's unrestricted shares, there is a risk that during such holding period the securities may be become worthless. We would suffer a loss of revenue as a result of such devaluation. By accepting client's securities as payment we could become partially or fully dependent of the client's success to sell the client's shares or receive dividends on the client's shares that we hold. Securities we receive as payment may decline in value from the time we receive them. Should we have to sell them to acquire additional capital for operations, we could incur serious financial losses that would impair our ability to carry on business. We may not be able to raise sufficient capital or generate adequate revenue to meet our obligations and fund our operating expenses. Failure to raise adequate capital and generate adequate sales revenues to meet our obligations and develop and sustain our operations could result in our having to curtail or cease operations. Additionally, even if we do raise sufficient capital and generate revenues to support our operating expenses, there can be no assurances that the revenue will be sufficient to enable us to develop business to a level where it will generate profits and cash flows from operations. These matters raise substantial doubt about our ability to operate as a going concern. Our independent auditors currently included an explanatory paragraph in their report on our financial statements regarding concerns about our ability to continue as a going concern. .5. We may, in the future, issue additional common shares, which would reduce investors' percent of ownership and may dilute our share value. Our Articles of Incorporation authorize the issuance of 50,000,000 shares of common stock and 20,000,000 preferred shares. The future issuance of either common or preferred stock may result in substantial dilution in the percentage of our common stock held by our then existing shareholders. We may value any stock issued in the future on an arbitrary basis. The issuance of common or preferred stock for future services or acquisitions or other corporate actions may have the effect of diluting the value of the shares held by our investors, and might have an adverse effect on any trading market for our common stock. Our common shares are subject to the "Penny Stock" Rules of the SEC and the trading market in our securities is limited, which makes transactions in our stock cumbersome and may reduce the value of an investment in our stock. The Securities and Exchange Commission has adopted Rule 15g-9 which establishes the definition of a "penny stock," for the purposes relevant to us, as any equity security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require: - that a broker or dealer approve a person's account for transactions in penny stocks; and - the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased. In order to approve a person's account for transactions in penny stocks, the broker or dealer must: - obtain financial information and investment experience objectives of the person; and - make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks. The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prescribed by the Commission relating to the penny stock market, which, in highlight form: - sets forth the basis on which the broker or dealer made the suitability determination; and - that the broker or dealer received a signed, written agreement from the investor prior to the transaction. Generally, brokers may be less willing to execute transactions in securities subject to the "penny stock" rules. This may make it more difficult for investors to dispose of our Common shares and cause a decline in the market value of our stock. .6. Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks. Our Services May Sometimes Be Paid for With Restricted Securities We may allow certain clients to pay for our services with a combination of cash and restricted securities of theirs and as a result we are somewhat dependent on such companies' ability to succeed in the marketplace. There will usually be a significant period of time between when such securities are received and when they may be sold into the market. In the event that any securities we receive as partial payment decline in value from the time we receive them and we find ourselves in the unfortunate position of needing to raise capital for operations by selling some or all of such securities we may suffer irreparable harm. Our Forward-looking Statements Are Estimates Only The statements contained in this 10-K that are not historical fact are "forward-looking statements," which can be identified by the use of forward-looking terminology such as "believes," "expects," "may," "should," or "anticipates," the negatives thereof or other variations thereon or comparable terminology, and include statements as to the intent, belief or current our expectations with respect to the future operations, performance or position. These forward-looking statements are predictions. We cannot assure you that the future results indicated, whether expressed or implied, will be achieved. While sometimes presented with numerical specificity, these forward-looking statements are based upon a variety of assumptions relating to our business, which, although currently considered reasonable by us, may not be realized. Because of the number and range of the assumptions underlying our forward-looking statements, many of which are subject to significant uncertainties and contingencies beyond our reasonable control, some of the assumptions inevitably will not materialize and unanticipated events and circumstances may occur subsequent to the date of this 10-K. These forward-looking statements are based on current information and expectation, and we assume no obligation to update them at any stage. Therefore, our actual experience and results achieved during the period covered by any particular forward-looking statement may differ substantially from those anticipated. Consequently, the inclusion of forward-looking statements should not be regarded as a representation by us or any other person that these estimates will be realized, and actual results may vary materially. We cannot assure that any of these expectations will be realized or that any of the forward-looking statements contained herein will prove to be accurate. Item 2. DESCRIPTION OF PROPERTY The Company owns no Property. Our executive offices are located at 968 - 240th Street, Langley, BC, CanadaV2Z 2Y3. Our telephone number is (604) 539-9680. The office premises, which are approximately 1000 square feet, and include furniture, and equipment have been provided to December 31, 2010 by the President and majority shareholder Evan Williams. Item 3. LEGAL PROCEEDINGS None Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matters were submitted to a vote of the Company's shareholders through the solicitation of proxies, during the fourth quarter of the Company's fiscal year ended December 31, 2010. PART II Item 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS The Company's Common Stock was available for trading on the OTC Bulletin Board. The following table sets forth the high and low bid price per share of the company's common stock for each full quarterly period since incorporation on June 7, 2006 to December 31, 2010.

2006 --------- High Low Third Quarter No Quote No Quote Fourth Quarter No Quote No Quote 2007 --------- High Low First Quarter No Quote No Quote Second Quarter No Quote No Quote Third Quarter No Quote No Quote Fourth Quarter No Quote No Quote 2008 --------- High Low First Quarter No Quote No Quote Second Quarter No Quote No Quote Third Quarter No Quote No Quote Fourth Quarter No Quote No Quote 2009 --------- High Low First Quarter No Quote No Quote Second Quarter No Quote No Quote Third Quarter No Quote No Quote Fourth Quarter No Quote No Quote 2010 --------- High Low First Quarter No Quote No Quote Second Quarter No Quote No Quote Third Quarter No Quote No Quote Fourth Quarter No Quote No Quote

As of December 31, 2010 there were 56 holders of record of the Common Stock of the Company. .7. General The following description of our capital stock does not purport to be complete and is subject to and qualified in its entirety by our Articles of Incorporation, and By-laws, which are included as exhibits. We are authorized to issue 50,000,000 shares of common stock, $0.001 par value per share, of which 14,050,000 shares were issued and outstanding as of December 31, 2010. We are also authorized to issue 20,000,000 preferred stock, $0.001 par value per share, of which no shares were issued as of December 31, 2010. The Company did not purchase any securities during the year-ended December 31, 2010. Common Stock Holders of shares of our common stock are entitled to share equally on a per share basis in such dividends as may be declared by our Board of Directors out of funds legally available. There are presently no plans to pay dividends with respect to the shares of our common stock. Upon our liquidation, dissolution or winding up, after payment of creditors and the holders of any of our senior securities, if any, our assets will be divided pro rata on a per share basis among the holders of the shares of our common stock. The common stock is not subject to any liability for further assessments. There are no conversion or redemption privileges or any sinking fund provisions with respect to the common stock. The holders of common stock do not have any pre-emptive or other subscription rights. Holders of shares of common stock are entitled to cast one vote for each share held at all stockholders' meetings for all purposes, including the election of directors. The common stock does not have cumulative voting rights. Our Preferred shares have not been assigned any special or preemptive rights at this time, nor any cumulative voting rights. Dividend Policy We have never declared or paid any cash dividends on our common stock. We anticipate that any earnings will be retained for development and expansion of our business and we do not anticipate paying any cash dividends in the near future. Our Board of Directors has sole discretion to pay cash dividends with respect to our common stock based on our financial condition, results of operations, capital requirements, contractual obligations and other relevant factors. Equity Compensation Plan Information No equity compensation plan has been authorized by the Company. Unregistered Sales of Equity Securities Following is a summary of unregistered securities issued from inception (June 7, 2006) through December 31, 2010. On June 7, 2006, we issued an aggregate of 7,600,000 shares of our common stock, par value $.001 per share, to the founders and Directors of our company, which included our Chief Executive Officer, our Treasurer, and Secretary for an aggregate purchase price of $77,173.29. On September 30, 2006, we issued an aggregate of 6,450,000 shares of our common stock, par value $.001 per share to the other 53 founders of our Company for an aggregate purchase price of $65,502.43. .8. Item 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION The following discussion should be read in conjunction with our financial statements and attached notes. This discussion may contain forward-looking statements that could involve risks and uncertainties. For additional information see "Risk Factors". Border Management was incorporated on June 7, 2006 however, we have not yet commenced operations other than research and establish a preliminary business plan. We invested the majority of the proceeds from our original share issue in a short term interest bearing note issued by JPI Project Management Inc., The note was repaid during 2008. JPI Project Management Inc. is a privately held British Columbia non reporting company owned by Mrs. Jillian Williams, Evan Williams's wife. Critical Accounting Policies: Our financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The critical accounting policies that affect our more significant estimates and assumptions used in the preparation of our financial statements are reviewed and any required adjustments are recorded on a monthly basis. Results of Operations: Substantial positive and negative fluctuations can occur in our business due to a variety of factors, including variations in the economy, and the abilities to raise capital. As a result, net income and revenues in a particular period may not be representative of full year results and may vary significantly in this early stage of our operations. In addition results of operations, may vary in the future, and will be materially affected by many factors of a national and international nature, including economic and market conditions, currency values, inflation, the availability of capital, the level of volatility of interest rates, the valuation of security positions and investments and legislative and regulatory developments. Our results of operations also may be materially affected by competitive factors and our ability to attract and retain highly skilled individuals. Liquidity Management: Liquidity is the ability to meet current and future financial obligations of a short-term nature. Our primary sources of funds will consist of management and consulting revenues. During the next twelve months, we will continue our research into our specific industry, management systems, and marketing. We have also commenced operations with the creation of our website and the marketing of our services. Unless we derive sufficient revenues from operations, we will be required to issue additional share capital or secure debt financing. Depending on market conditions, we may be required to pay high rates of interest on such loans. We do not have enough cash available to satisfy our requirements during the next twelve months. Operational Matters: Over the next twelve months, we do not have enough cash to proceed with limited research, recruitment, and marketing plans. Our industry research will be ongoing. We will monitor what services our competitors offer along with their strengths, weaknesses, and fees. We will also monitor changes in Federal and Provincial legislation, which is likely to affect our clients and our ability to deliver professional service. Our recruiting efforts will be to attract and contract with professionals such as engineers, lawyers, and accountants outside of our company. We will also recruit prospective employees and professionals to work within our company. Employees, however, will only be hired as workload demands. As such we cannot say at this time how many, if any, will be hired during the next twelve months. Our marketing objective will be to solicit clients outside and to a lesser extent inside of Canada. Our marketing will include the use of newspapers and internet. We will consider trade journals, various print mediums such as brochures, and some travel to meet prospective clients. We will change our website as is necessary. Primary Investing Activities: We do not anticipate any major investing activities in the next twelve months. Neither do we expect any major purchases or sales of plant and equipment. In addition to the other information set forth in this report, you should carefully consider the "Risk Factors" in this Annual Report, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks that we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially affect our business, financial condition and/or operating results. Period Ended December 31, 2010: We have commenced operations, however we have had no service revenues to date. Much of our preliminary organization has been completed including establishing our office premises and accounting system. During the last year, we had very limited resources to continue our marketing plan. We have continued discussions with a number of business contacts. We believe the value of the Canadian dollar as compared to the U.S. dollar may have had a negative and on going impact on our business plans. Should we be able to develop a client base, we anticipate our services will be rendered to our clients on both an ongoing basis as well as a one time and project consulting basis. If engaged on a project or one time basis, we will recognize revenues at the time that all services have been substantially completed. At the discretion of our management, we may accept restricted equity securities in certain entities as payments for services provided to these entities. Some of these entities may be newly formed, have no operating history, and the market for such securities would be very limited. In the event that there is a public market for the securities, we will record the securities at a discount from the market price, since (i) the securities are restricted and (ii) there is no assurance that the value of these securities will be realized. The amount of shares we will accept in lieu of a portion of a client's cash payment is situation specific. The major changes in specific accounts in our operating statement for the year ended December 31, 2010 as compared to the previous period are as follows: Revenue Revenue for the year ended December 31, 2010 was $ 0. Revenue for the year ended December 31, 2009 was $0. Expenses Advertising costs decreased to $245 during the year ended December 31, 2010. Advertising costs of $333 were incurred during the previous year ended December 31, 2009. Management fees of $12,207 were incurred during this year of operations. $4,961 was paid during the previous year ended December 31,2009. Professional fees of $26,617 were incurred as compares to $14,864 for the year ended December 31, 2009. Included in fees to December 31, 2010 were fees of $9,421 paid to S N Ventures Inc., a company owned by the Treasurer. Listing and Share Transfer fees of $11,836 were incurred for the year ended December 31, 2010. Our prior period amount to December 31, 2009 was $5,429. The increase was due to the initial costs paid to Island Stock Transfer of Florida upon their appointment as our new Listing and Stock Transfer Agent. Rent, of $2,211 was paid during the year ended December 31, 2010. $2,481 was paid during the previous year of operations. The net loss for the year ended December 31, 2010 was $55,074 or $0.00392 per share compared to a loss of $29,501 for the period ended December 31, 2009, an increase of $25,573. .9. Off-Balance Sheet Arrangements We do not have any off balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenues, results of operations, liquidity or capital expenditures. Shares Eligible for Future Sale Common Stock We are authorized to issue an additional 35,950,000 shares of Common Stock; however, none have been issued to date. The founders shares(14,050,000) are deemed to be "restricted securities," as that term is defined under Rule 144 promulgated under the Securities Act. .10. Preferred Stock We are authorized to issue 20,000,000 shares of preferred stock; however none have been issued to date. Transfer Agent and Registrar Our transfer agent is Island Stock Transfer located in St. Petersburg, Florida. Resale Restrictions All of our shares of common stock issued prior to March 25, 2008 are "restricted securities" as this term is defined under Rule 144, in that such shares were issued in private transactions not involving a public offering and may not be sold in the U.S. in the absence of registration other than in accordance with Rule 144 under the Securities Act of 1933, as amended, or another exemption from registration. In general, under Rule 144 as currently in effect, any of our affiliates or any person (or persons whose shares are aggregated in accordance with Rule 144) who has beneficially owned our common shares which are treated as restricted securities for at least one (1) year would be entitled to sell within any three-month period a number of shares that does not exceed the greater of 1% of our outstanding common shares (approximately 170,500 shares based upon the number of common shares expected to be outstanding after our offering) or the reported average weekly trading volume in our common shares during the four weeks preceding the date on which notice of such sale was filed under Rule 144. Sales under Rule 144 are also subject to sale restrictions and notice requirements and to the availability of current public information concerning our company. In addition, affiliates of our company must comply with the restrictions and requirements of Rule 144 (other than the one (1) year holding period requirements) in order to sell common shares that are not restricted securities (such as common shares acquired by affiliates in market transactions). Furthermore, if a period of at least two (2) years has elapsed from the date restricted securities were acquired from us or from one of our affiliates, a holder of these restricted securities who is not an affiliate at the time of the sale and who has not been an affiliate for at least three (3) months prior to such sale would be entitled to sell the shares immediately without regard to the volume, manner of sale, notice and public information requirements of Rule 144. Penny Stock Considerations Broker-dealer practices in connection with transactions in penny stocks are regulated by certain penny stock rules adopted by the Securities and Exchange Commission. Penny stocks generally are equity securities with a price of less than US $5.00. Penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document that provides information about penny stocks and the risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction, and monthly account statements showing the market value of each penny stock held in the customer's account. In addition, the penny stock rules generally require that prior to a transaction in a penny stock, the broker-dealer make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for a stock that becomes subject to the penny stock rules. Our shares may be subject to such penny stock rules and our shareholders may find it difficult to sell their securities. .11. PLAN OF DISTRIBUTION Currently there are no shares registered for sale on behalf of the Company. There are no shares registered for sale on behalf on the existing Shareholders. The existing shareholders may sell some or all of their shares as restricted shares at any price. Broker-dealers engaged by the selling shareholder may arrange for other broker-dealers to participate. Broker-dealers may receive commissions or discounts from the selling shareholder (or, if any such broker-dealer acts as agent for the purchaser of such shares, from such purchaser) in amounts to be negotiated. Broker-dealers may agree with the selling shareholder to sell a specified number of such shares at a stipulated price per share. The selling shareholders and any broker-dealers participating in the distributions of the shares may be deemed to be "underwriters" within the meaning of Section 2(11) of the Securities Act. Any profit on the sale of shares by the selling shareholder and any commissions or discounts given to any such broker-dealer may be deemed to be underwriting commissions or discounts. The shares may also be sold pursuant to Rule 144 under the Securities Act of 1933, as amended, beginning one (1) year after the shares were issued. Under the Securities Exchange Act of 1934 and the regulations there under, any person engaged in a distribution of the shares of our Common Stock offered by our prospectus may not simultaneously engage in market making activities with respect to our Common Stock during the applicable "cooling off" periods prior to the commencement of such distribution. Also, the selling shareholder is subject to applicable provisions that limit the timing of purchases and sales of our Common Stock by the selling shareholder. .12. We have informed the selling shareholders that, during such time as he may be engaged in a distribution of any of the shares we have registered by our prospectus, he is required to comply with Regulation M. In general, Regulation M precludes the selling shareholder, any affiliated purchasers and any broker-dealer or other person who participates in a distribution from bidding for or purchasing, or attempting to induce any person to bid for or purchase, any security which is the subject of the distribution until the entire distribution is complete. Regulation M defines a "distribution" as an offering of securities that is distinguished from ordinary trading activities by the magnitude of the offering and the presence of special selling efforts and selling methods. Regulation M also defines a "distribution participant" as an underwriter, prospective underwriter, broker, dealer, or other person who has agreed to participate or who is participating in a distribution. Regulation M prohibits any bids or purchases made in order to stabilize the price of a security in connection with the distribution of that security, except as specifically permitted by Rule 104 of Regulation M. These stabilizing transactions may cause the price of our Common Stock to be less volatile than it would otherwise be in the absence of these transactions. We have informed the selling shareholder that stabilizing transactions permitted by Regulation M allow bids to purchase our Common Stock if the stabilizing bids do not exceed a specified maximum. Regulation M specifically prohibits stabilizing that is the result of fraudulent, manipulative, or deceptive practices. The selling shareholder and distribution participants are required to consult with their own legal counsel to ensure compliance with Regulation M. .13. BORDER MANAGEMENT, INC. (A Development Stage Company) FINANCIAL STATEMENTS DECEMBER 31, 2010

FINANCIAL STATEMENTS BORDER MANAGEMENT, INC. (A Development Stage Company) INDEX --------------------------------------------------------------------------- Page (s) --------------------------------------------------------------------------- Independent Auditors' Report . . . . . . . . . . . . . . . . . . . F-2 Financial Statements: Balance Sheets as at December 31, ~~2009~~2010 and December 31, ~~2008~~2009 . . . F-3 Statement of Operations for the Cumulative Period from Inception June 7, 2006, to December 31, ~~2009~~2010 . . . . . . . . . . . . . . . . F-4 Statement of Shareholders' Equity for the Cumulative Period from Inception, June 7, 2006 to December 31, ~~2009~~2010 . . . . . . . . . . . F-5 Statement of Cash Flows for the Cumulative Period from Inception, June 7, 2006 to December 31, ~~2009~~2010. . . . . . . . . . . . . . . . . F-6 Notes to Financial Statement . . . . . . . . . . . . . . . . . . . F-7

.F. REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and Board of Directors of: Border Management, Inc. We have audited the accompanying balance sheet of Border Management, Inc. (a Development Stage Company) as at December 31, 2010, and the related statements of operations, stockholders' equity and cash flows for the year then ended, and cumulative for the period from June 7, 2006 (inception) to December 31, 2010. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. The cumulative statements of operations, stockholders' equity and cash flows for the period from June 7, 2006 (inception) to December 31, 2010 include amounts for the period from June 7, 2006 (inception) to December 31, 2009 which were audited by other auditors whose reports have been furnished to us, and our opinion, insofar as it relates to the amounts included for the period June 7, 2006 (inception) to December 31, 2009 is based solely on the reports of other auditors. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit 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. We believe that our audit and the report of other auditors provides a reasonable basis for our opinion. In our opinion, based on our audit and the report of other auditors, the financial statements referred to above present fairly, in all material respects, the financial position of Border Management, Inc. (a Development Stage Company) as at December 31, 2010 and 2009 and the results of its operations and cash flows for the years ended December 31, 2010, and 2009 and cumulative for the period from June 7, 2006 (inception) to December 31, 2010 in conformity with accounting principles generally accepted in the United States of America. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company has limited capital and has suffered losses from operations and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. /s/ Leed Advisors Inc. -------------------------- Leed Advisors Inc. Chartered Accountants Surrey, British Columbia, Canada October 17, 2011 .F-2.

Border Management, Inc. (a development stage company) Balance Sheets As At As At December 31 December 31 2010 2009 ~~2008~~ --------------------------------------------------------------------- ASSETS --------------------------------------------------------------------- Current Assets: Cash $ ~~1,747~~457 $ 91,~~983~~747 Refundable Taxes 4,429 249 ~~664~~ ------------ ------------- Total Assets $ 14,~~996~~886 $ 101,~~647~~996 ============ ============= --------------------------------------------------------------------- LIABILITIES --------------------------------------------------------------------- Current Accounts payable and $ 3189,~~641~~605 $ 1031,~~791~~641 accrued liabilities ------------ ------------- --------------------------------------------------------------------- STOCKHOLDERS' DEFICIENCY (Note 3) --------------------------------------------------------------------- Common stock, $.001 par value Authorized: 50,000,000 shares Issued: 14,050,000 shares 14,050 14,050 Preferred stock,$.001 par value Authorized: 20,000,000 shares Issued: Nil Additional paid-in capital 128,626 128,626 Deficit accumulated during the development stage (~~172~~227,~~321~~395) (~~142~~172,~~820~~321) ------------ ------------- Total stockholders' deficiency (2984,~~645~~719) (~~144~~29,645) ------------ ------------- Total liabilities and stockholders' deficiency $ 14,~~996~~886 $ 101,~~647~~996 ============ ============= GOING CONCERN (Note 1) ~~The accompanying notes are an integral part of these financial statements.~~

APPROVED BY THE DIRECTORS: /s/Evan Williams ---------------- Evan William Director /s/ Solomon Nordine ------------------- Solomon Nordine Director The accompanying notes are an integral part of these financial statements. .F-3.

Border Management, Inc. (a development stage company) Statements of Operations For the Year For the Year ~~For the Year~~ Period From Ended Ended ~~Ended~~ June 7, 2006 Dec 31, ~~2009~~2010 Dec 31, ~~2008~~2009 ~~Dec 31, 2007~~ (inception) to Dec 31, ~~2009~~2010 ---------------------------------------------------------------------~~-------------------~~ REVENUE Interest Revenue $ - $ ~~4,600~~- $ ~~9,741 $~~ 17,096 Operating Revenue - - - - ------------- ------------- --------------- ~~--------------~~ Total Revenue $ - $ ~~4,600~~- $ ~~9,741 $~~ 17,096 ============= ============= =============== ~~==============~~ EXPENSES Advertising 245 333 ~~167 746~~ 1,~~247~~491 Bank Charges 1,005 240 ~~309~~1,605 ~~23 600~~ Foreign Currency Loss/(Gain) 953 1,193 ~~517 - 1~~2,~~710~~663 Listing and Share Transfer fees 11,836 5,429 630,~~700~~234 ~~6,020 18,399~~ Management fees 12,207 4,961 3974,~~841~~450 ~~17,441 62,243~~ Professional fees 26,617 14,864 29114,~~611~~796 ~~16,759~~Rent 882,~~177~~211 ~~Rent~~ 2,481 1019,~~155~~252 ~~4,405 17,041~~ ------------- ------------- -------------- ~~---------------~~ Total Expenses 55,074 29,501 87244,~~300~~491 ~~45,394 189,417~~ ============= ============= ============== ~~===============~~ NET LOSS $ (2955,~~501~~074) $ (8229,~~700~~501) $ (35227,~~653~~395) ~~$ (172,321)~~ ============= ============= ============== ~~===============~~ Loss per share $ (0.00) $ (0.~~01) $ (0.~~00) $ (0.0102) (Note 2(f)) ============= ============= ============== ~~===============~~ Weighted average number of shares outstanding 14,050,000 14,050,000 ~~14,050,000~~ 13,~~480~~605,~~737~~306 ============= ============= ============== ~~===============~~ ---------------------------------------------------------------------~~--------------------~~

The accompanying notes are an integral part of these financial statements. .F-4. Border Management, Inc. (a development stage company) Statement of Stockholders' Equity For the Period from June 7, 2006 (inception) to December 31, 2010

----------------------------------------------------------------------------- Common stock -------------- Deficit Acc. Total Number Amount Additional During Devel- Stockholders Of Shares Paid-in opment Stage Equity Capital --------- -------- ----------- --------------- ------------- Issue of Common 7,600,000 $ 7,600 $ 68,400 $ - $ 76,000 Stock for cash On organization Of the Company Issue of Common 6,450,000 $ 6,450 $ 60,226 $ - $ 66,676 Stock for cash Net loss for Period - - - $ (24,467) $ (24,467) --------- -------- ----------- --------------- ------------- Balance 14,050,000 $14,050 $ 128,626 $ (24,467) $ 118,209 December 31, 2006 Net loss for the period - - - (35,653) (35,653) --------- -------- ----------- --------------- ------------- Balance Dec 31, 2007 14,050,000 $14,050 $ 128,626 $ (60,120) $ 82,556 Net loss for The period - - - (82,700) (82,700) ---------- -------- ----------- --------------- ------------- Balance Dec 31, 2008 14,050,000 $14,050 $ 128,626 $(142,820) $ (144) Net loss for The period - - - (29,501) (29,501) ---------- -------- ----------- --------------- ------------- Balance Dec 31, 2009 14,050,00 $14,050 $ 128,626 $(172,321) $(29,645) Net loss for The period - - - (55,074) (55,074) ---------- -------- ----------- --------------- ------------- Balance Dec 31, 2010 14,050,00 $14,050 $ 128,626 $(227,395) $(84,719) =========== ======== =========== ================ ============

The accompanying notes are an integral part of these financial statements. .F-5.

Border Management, Inc. (a development stage company) Statement of Cash Flows For the Year For the Year ~~For the Year~~ Period from Ended Ended ~~Ended~~ June 7,2006 Dec 31,~~2009~~2010 Dec 31,~~2008~~2009 ~~Dec 31,2007~~ (inception) to Dec 31, ~~2009~~2010 ------------------------------------------------------------------~~---------------~~ CASH FLOWS (USED IN) PROVIDED BY: OPERATING ACTIVITIES Net loss $ (2955,~~501~~074) $ (8229,~~700~~501) $ (35227,~~653~~395) ~~$(172,321)~~ Adjustments to reconcile net loss to net cash used in operating activities: Increase in accounts receivable and accrued assets ~~416 2,269~~ (24,~~933~~180) 416 (~~249~~4,429) Increase (Decrease) In accounts payable and accrued liabilities 57,964 20,849 ~~84 (11~~89,~~436)~~605 ~~31,641~~ ----------- ---------- ----------- ~~------------~~ (81,~~236~~290) (808,~~347~~236) (50142,~~022~~219) ~~(140,929)~~ =========== ========== =========== ~~============ INVESTING ACTIVITIES Promissory note receivable - 90,000 50,000 - ----------- ---------- ----------- ------------~~ FINANCING ACTIVITIES Common stock issued for cash: - - - 142,676 ----------- ---------- ----------- ~~------------~~INCREASE (DECREASE) IN CASH (81,~~236~~290) ~~9,653~~ (228,236) ~~1,747~~457 ~~----------- ---------- ----------- ------------~~ CASH, beginning 1,747 9,983 ~~330 352~~ - ----------- ---------- ----------- ~~------------~~ CASH, ending $ ~~1,747~~457 $ 91,~~983~~747 $ ~~330~~457 ~~$ 1,747~~ =========== ========== =========== ~~============~~ SUPPLEMENTAL INFORMATION Cash paid during the year to: Interest $ - $ - $ - ~~$ -~~ Income taxes $ - $ - $ - $ - -----------------------------------------------------------------~~----------------~~

The accompanying notes are an integral part of these financial statements. .F-6. BORDER MANAGEMENT, INC. (a development stage company) December 31, 2010 1. 0RGANIZATION AND DEVELOPMENT STAGE ACTIVITIES The Company was incorporated under the laws of the State of Nevada on June 7, 2006. The company purpose in the Articles of Incorporation is to engage in any lawful activity or activities in the State of Nevada and throughout the world. The Company will specialize in offering management and consulting services to non-Canadian businesses, organizations and individuals wishing to conduct business in Canada. As of December 31, 2010, the Company is considered to be in the development stage as the Company is devoting substantially all of its effort to establishing its new business and the Company has not generated revenues from its business activities. The Company has no cash flows from operations. The Company is currently seeking additional funds through future debt or equity financing to offset future cash flow deficiencies. Such financing may not be available or may not be available on reasonable terms. The resolution of this going concern issue is dependent on the realization of management's plans. If management is unsuccessful in raising future debt or equity financing, the Company will be required to liquidate assets and curtail or possibly cease operations. 2 . SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States. Because a precise determination of many assets and liabilities is dependent on future events, the preparation of financial statements for a period necessarily involves the use of estimates which have been made using careful judgment. The financial statements have, in management's opinion, been properly prepared within reasonable limits of materiality and within the framework of the accounting policies summarized below: a .Cash and cash equivalents The Company considers all short-term investments, including investments in certificates of deposit, with a maturity date at purchase of three months or less to be cash equivalents. b .Revenue recognition. Revenue is recognized on the sale and transfer of goods and services. c .Foreign currencies The functional currency of the Company is the United States dollar. Transactions in foreign currencies are translated into United States dollars at the rates in effect on the transaction date. Exchange gains or losses arising on translation or settlement of foreign currency denomination monetary items are included in the statement of operations. d .Financial instruments The Company's financial instruments consist of cash, refundable taxes, and accounts payable and accrued liabilities. Management is of the opinion that the Company is not subject to significant interest, currency or credit risks on the financial instruments included in these financial statements. The fair market values of these financial instruments approximate their carrying values. e .Income taxes The Company follows the asset and liability method of accounting for income taxes. Under this method, current taxes are recognized for the estimated income taxes payable for the current period. Deferred income taxes are provided based on the estimated future tax effects of temporary differences between financial statement carrying amounts of assets and liabilities and their respective tax bases as well as the benefit of losses available to be carried forward to future years for tax purposes. Deferred tax assets and liabilities are measured using enacted tax rates that are expected to apply to taxable income in the years in which those temporary differences are expected to be covered or settled. The effect of deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is recorded for deferred tax assets when it is more likely than not that such deferred tax assets will not be realized. f .Loss per share Basic loss per share is computed by dividing loss for the period available to common stockholders by the weighted average number of common stock outstanding during the period. g .Recent accounting pronouncements In January 2010, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2010-06, Improving Disclosures about Fair Value Measurements. The guidance in ASU 2010-06 provides amendments to literature on fair value measurements and disclosures currently within the ASC by clarifying certain existing disclosures and requiring new disclosures for the various classes of fair value measurements. ASU 2010-06 is effective for interim and annual periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements, which are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years. The adoption of this guidance is not expected to have a material impact on the Company's financial position or results of operations. In December 2010, the FASB issued ASU No. 2010-29, Business Combinations (Topic 805): Disclosure of Supplementary Pro Forma Information for Business Combinations. The guidance in ASU 2010-29 provides amendments to clarify the acquisition date which should be used for reporting the pro forma financial information disclosures in Topic 805 when comparative financial statements are presented. The amendments also improve the usefulness of the pro forma revenue and earnings disclosures by requiring a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination(s). The amendments in this update are effective prospectively for 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, 2010. Early adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company's financial position or results of operations. In May 2011, the FASB issued ASU No. 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. The guidance in ASU 2011-04 changes the wording used to describe the requirements in U.S. GAAP for measuring fair value and for disclosing information about fair value measurements, including clarification of the FASB's intent about the application of existing fair value and disclosure requirements and changing a particular principle or requirement for measuring fair value or for disclosing information about fair value measurements. The amendments in this ASU should be applied prospectively and are effective for interim and annual periods beginning after December 15, 2011. Early adoption by public entities is not permitted. The adoption of this guidance is not expected to have a material impact on the Company's financial position or results of operations. In June 2011, the FASB issued ASU No. 2011-05, Comprehensive Income (Topic 220): Presentation of Comprehensive Income. The guidance in ASU 2011-05 applies to both annual and interim financial statements and eliminates the option for reporting entities to present the components of other comprehensive income as part of the statement of changes in stockholders' equity. This ASU also requires consecutive presentation of the statement of net income and other comprehensive income. Finally, this ASU requires an entity to present reclassification adjustments on the face of the financial statements from other comprehensive income to net income. The amendments in this ASU should be applied retrospectively and are effective for fiscal year, and interim periods within those years, beginning after December 15, 2011. Early adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company's financial position or results of operations. In September 2011, the FASB issued ASU No. 2011-08, Intangibles - Goodwill and Other (Topic 350): Testing Goodwill for Impairment. The guidance in ASU 2011-08 is intended to reduce complexity and costs by allowing an entity the option to make a qualitative evaluation about the likelihood of goodwill impairment to determine whether it should calculate the fair value of a reporting unit. The amendments also improve previous guidance by expanding upon the examples of events and circumstances that an entity should consider between annual impairment tests in determining whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Also, the amendments improve the examples of events and circumstances that an entity having a reporting unit with a zero or negative carrying amount should consider in determining whether to measure an impairment loss, if any, under the second step of the goodwill impairment test. The amendments in this ASU are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. Early adoption is permitted, including for annual and interim goodwill impairment tests performed as of a date before September 15, 2011, if an entity's financial statements for the most recent annual or interim period have not yet been issued. The adoption of this guidance is not expected to have a material impact on the Company's financial position or results of operations. 3.STOCKHOLDERS' DEFICIENCY: Common Stock Offerings: On June 7, 2006, the Company completed a private placement offering of 7,600,000 common shares to its officers and directors for $76,000. On September 30, 2006, the Company completed a private placement offering of 6,450,000 to its remaining founders for $66,676. 4.RELATED PARTY TRANSACTIONS a.Included in accounts payable and accrued liabilities is (2010 - $40,937; 2009- $12,595) owing to the president of the Company. b.On April 1, 2007, a management agreement was entered into with JPI and all management fees (2010 - $10,196; 2009 - $4,961) relate to this agreement. Management fees for July 2009 to June 2010 have been waived. c.On Oct 1, 2010, a management agreement was entered into with Buzan Electrical Consultants (2003) Ltd., a company controlled by the president of the Company. Management fees (2010 - $2,011; 2009 - Nil) relate to this agreement. d.Rental charges are paid on a month-to-month basis to JPI (2010 - $1,457; 2009 - $2,480)and Buzan (2010 - $754; 2009 - nil. Rental charges for July 2009 to June 2010 have been waived. e.Professional fees include amounts attributed to S N Ventures Inc. (2010 - $9,421; 2009 - $1,481), a company controlled by the Treasurer. These amounts are recorded at the exchange amount based on the amounts paid and/or received by the parties. 5.INCOME TAXES

---------------------------------------------------------------------------- Deferred tax assets and liabilities: ---------------------------------------------------------------------------- Deferred tax assets: Dec 31,~~2009~~2010 Operating loss carry-forwards $ 5877,~~589~~314 Valuation allowance (5877,~~589~~314) ---------------------------------------------------------------------------- Net Deferred tax asset $ - ============================================================================

Management believes that it is not more likely than not that it will create sufficient taxable income sufficient to realize its deferred tax assets. It is reasonably possible these estimates could change due to future income and the timing and manner of the reversal of deferred tax liabilities. Due to its losses, the Company has no income tax expense. The Company has computed its 2010 operating loss carry-forwards for income tax purposes to be $227,395. .F-7. ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. Item 8A. CONTROLS AND PROCEDURES Management's Report on Internal Control over Financial Reporting. Our internal control over financial reporting is a process that, under the supervision of and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, was designed to provide reasonable assurances regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and our trustees; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on our 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 our controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. As management, it is our responsibility to establish and maintain adequate internal control over financial reporting. As of December 31, 2010, under the supervision and with the participation of our management, including our Chief Executive Officer, we evaluated the effectiveness of our internal control over financial reporting using criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"). Based on our evaluation, we concluded that the Company maintained effective internal control over financial reporting as of December 31, 2010, based on criteria established in the Internal Control - Integrated Framework issued by the COSO. This annual report does not include an attestation report of the company's 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 Securities and Exchange Commission that permit the company to provide only management's report in this annual report. Changes in internal controls. During the period covered by this report, no changes occurred in our internal control over financial reporting that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. Item 8B. OTHER INFORMATION None. PART III Item 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT The following table sets forth information about our executive officers, Key employees and directors as of December 31,2010.

--------------------------- --------------- --------------------------- NAME AGE Position --------------------------- --------------- --------------------------- Evan Williams 6465 President Solomon Nordine 2930 Treasurer ~~Leigh~~and ~~Anderson 71~~ Secretary --------------------------- --------------- ---------------------------

Background of Executive Officers, Directors and Significant Employees Evan Williams. Mr. Williams is a founder, and current President and CEO of Border Management, Inc. Mr. Williams has over thirty-seven years experience as an electrical, engineering, and project management consultant. Mr. Williams has provided professional advice through his own consulting company to both small and large businesses as well as institutional and government bodies. Mr. Williams also has experience in business planning, performance analysis, budgeting, procurement, and quality assurance. Mr. Williams holds a General Certificate of Education in Mathematics & Physics, University of Cambridge, Extn. Examinations Syndicate. Also Ordinary National Diplomas in Mechanical, Electronic, and Electrical Engineering (Great Britain) and Higher National Diploma in Electrical and Electronic Engineering (Great Britain). Mr. Williams has received Post Graduate awards for Illuminating Engineering and Mathematics. Mr. Williams professional affiliations include membership in the Illuminating Engineering Society and prior membership in the Electrical Research Association (U.K.) 1967-1971 .14. Solomon Nordine. Mr. Nordine is a founder , and current Treasurer and Secretary of Border Management, Inc. Mr. Nordine has operated his own accounting and business consulting company for over four years. Mr. Nordine has also provided part time and full time marketing services for over one year to an import and distribution business. Mr. Nordine earned a Diploma in Business Administration and Bachelor of Business Administration from Okanagan University College as well as a Master of Business Administration from the University of Phoenix. Compensation of Directors We currently do not pay our Directors any fee in connection with their role as members of our Board; however our Board may choose to pay our Directors in the future dependent on Border Management's income and cash flows. Our Directors will be reimbursed for travel and out-of-pocket expenses in connection with their attendance at Board meetings. Employment Agreements There are currently no Employment Agreements in place. Committees of the Board We currently have no audit committee, compensation committee, nominations and governance committee of our board of directors. Indebtedness of Executive Officers and Directors No executive officer, director or any member of these individuals' immediate families or any corporation or organization with whom any of these individuals is an affiliate is or has been indebted to us since the beginning of our last fiscal year. Family Relationships There are no family relationships among our executive officers and directors. Legal Proceedings As of December 31, 2010, there are no material proceedings to which any of our directors, executive officers, affiliates or stockholders is a party adverse to us. Code of Ethics We have not adopted a Code of Ethics within the meaning of Item 406(b) of Regulation S-B of the Securities Exchange Act of 1934. Section 16(a) of the Securities Exchange Act of 1934 requires our directors and executive officers and persons who beneficially own more than ten percent of a registered class of our equity securities to file with the SEC initial reports of ownership and reports of change in ownership of common stock and other equity securities of our company. Officers, directors and greater than ten percent stockholders are required by SEC regulations to furnish us with copies of all Section 16 (a) forms they file. Based solely upon a review of Forms 3 and 4 and amendments thereto furnished to us under Rule 16a-3(e) during the fiscal year ended December 31, 2010, and Forms 5 and amendments thereto furnished to us with respect to the fiscal year ended December 31, 2010, we believe that during the year ended December 31, 2010, our executive officers, directors and all persons who own more than ten percent of a registered class of our equity securities complied with all Section 16(a) filing requirements. .15. Item 10. EXECUTIVE COMPENSATION We currently do not pay our Directors any fee in connection with their role as members of our Board; however our Board may choose to pay our Directors in the future dependent on Border Management's income and cash flows. Our Directors will be reimbursed for travel and out-of-pocket expenses in connection with their attendance at Board meetings. Outstanding Equity Awards at Fiscal Year-End Table. None. Director Compensation None. Employment Agreements None. Item 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The following table sets forth, as of December 31, 2010 information regarding the beneficial ownership of our common stock by each person we know to own five percent or more of the outstanding shares, by each of the directors, and officers. As of December 31, 2010, there were 14,050,000 shares of our common stock outstanding. Beneficial ownership has been determined in accordance with Rule 13d-3 of the Exchange Act. Generally, a person is deemed to be the beneficial owner of a security if he has the right to acquire voting or investment power within 60 days. Subject to community property laws, where applicable, the persons or entities named in the table above have sole voting and investment power with respect to all shares of our common stock indicated as beneficially owned by them. .16.

The following table sets forth information concerning the beneficial ownership of shares of our Common Stock with respect to stockholders who were known by us to be beneficial owners of more than 5% of our Common Stock as of December 31, 2010. Unless otherwise indicated, the beneficial owner has sole voting and investment power with respect to such shares of Common Stock. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities. In accordance with the Securities and Exchange Commission rules, shares of our Common Stock which may be acquired upon exercise of stock options or warrants which are currently exercisable or which become exercisable within sixty (60) days of the date of the table are deemed beneficially owned by the optionees. Subject to community property laws, where applicable, the persons or entities named in the table above have sole voting and investment power with respect to all shares of our Common Stock indicated as beneficially owned by them. Percentage ownership is based on 14,050,000 shares of Common Stock outstanding as of December 31, 2010. There is no public trading market for our shares of common stock. In addition to Mr. Evan Williams our President, we have 55 shareholders, none of which owns more than 5% of the total shares outstanding.

.17. Item 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE There were no material related party transactions which we entered into from inception (June 7, 2006) to December 31, 2010. Item 13. EXHIBITS

Exhibit Description No. 3.1 Articles of Incorporation of Border Management, Inc. filed with Nevada Secretary of State on June 7, 2006. (1) 3.4 Bylaws of Border Management, Inc. (1) 23.1 Consent of ~~UHY~~Leed ~~LDMB~~ Advisors Inc. (filed herewith) Material Contracts 31.1 Certification by Chief Executive Officer pursuant to Sarbanes - Oxley Section 302 (filed herewith) 31.2 Certification by Chief Financial Officer pursuant to Sarbanes - Oxley Section 302 (filed herewith) 32.1 Certification by Chief Executive Officer pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith) 32.2 Certification by Chief Financial Officer pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith) Notes (1) Incorporated by reference to the Company's Registration Statement on Form SB-2 filed with the SEC on December 5, 2006.

Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES Audit Fees The aggregate fees billable to us by Leed Advisors Inc. during 2010 for the audit of our annual financial statements for the fiscal year totaled $9,000. Audit-Related Fees We incurred assurance and audit-related fees during 2010 of $9,000 to Leed Advisors Inc. in connection with the audit of the financial statements of Border Management, Inc. from June 7, 2006 (Inception) through December 31, 2010 and for the reviews of registration statements and issuance of related consents and assistance with SEC comment letters. Tax Fees We incurred fees of $0 billed to us by Leed Advisors Inc. for services rendered to us for tax compliance, tax advice, or tax planning for the fiscal year ended December 31, 2010. All Other Fees There were no fees billed to us by Leed Advisors Inc. for services rendered to us during the last fiscal year, other than the services described above under "Audit Fees" and Audit-Related Fees." As of the date of this filing, our current policy is not engage Leed Advisors Inc. to provide, among other things, bookkeeping services, appraisal or valuation services, or international audit services. The policy provides that we engage Leed Advisors Inc to provide audit, tax, and other assurance services, such as review of SEC reports or filings. .18. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Border Management, Inc. By: /s/ Evan Williams --------------------- Evan Williams Chief Executive Officer, President Date: October 17, 2011 In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

SIGNATURE TITLE DATE /s/ Evan Williams Chief Executive Officer, ~~March~~October 2917, ~~2010~~2011 ----------------- President, Director Evan Williams /s/ Solomon Nordine Chief Financial Officer, ~~March~~October 2917, ~~2010~~2011 ------------------- Treasurer, ~~Director~~Secretary, Solomon Nordine ~~/s/Leigh Anderson ----------------- Secretary,~~ Director ~~March 29, 2010 Leigh Anderson~~

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