UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-QSB

x
Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
For the quarterly period ended  July 31, 2007.

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

For the transition period     to

Commission File Number    0-29431
 
INFINEX VENTURES, INC.
(Exact name of small Business Issuer as specified in its charter)


Nevada
52-2151795
(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)
   
   
3914 Seaton Place Las Vegas, Nevada
89121
(Address of principal executive offices)
(Postal or Zip Code)


Issuer’s telephone number, including area code:         702-387-4005


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

 

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 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     oNo

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     x Yes     oNo

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.   x Yes     oNo

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 25,349,550 Shares of $0.001 par value Common Stock outstanding as of September 14, 2007.
 
1

 

 
 
Part I - FINANCIAL INFORMATION
   
Item 1.
Financial Statements:
 
    Balance Sheets
4
 
    Interim Statements of Operations
5
 
    Interim Statements of Cash Flows
6
 
    Notes to Interim Financial Statements
7
     
Item 2.
Management’s Discussion and Analysis or Plan of Operations
14
     
Item 3.
Control and Procedures
16
     
Part II - OTHER INFORMATION  
     
Item 1. Legal Proceedings
16
Item 2.
Changes in Securities
16
Item 3. Defaults Upon Senior Securities
16
Item 4. Submission of Matters to a Vote of Security Holders
17
Item 5. Other Information
17
Item 6. Exhibits and Reports on Form 8-K.
17
     
SIGNATURES  
17
 
 
 
 
2

 
PART 1 – FINANCIAL INFORMATION

Item 1. Financial Statements
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)


INTERIM FINANCIAL STATEMENTS


JULY 31, 2007
(Unaudited)
 (Stated in U.S. Dollars)
 
 
 
 
3

 
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

BALANCE SHEETS
(Unaudited)
(Stated in U.S. Dollars)
 
 
 
       
   
July 31, 2007
   
October 31, 2006
 
             
ASSETS
           
             
Current
           
Cash in bank
  $
-
    $
231
 
Prepaid expenses
   
-
     
1,029
 
                 
    $
-
    $
1,260
 
                 
LIABILITIES
               
                 
Current
               
Bank indebtedness
  $
2
    $
-
 
Accounts payable and accrued liabilities (Note 4)
   
117,473
     
113,123
 
Loans payable (Note 4)
   
274,294
     
274,294
 
Due to related party (Note 5)
   
81,958
     
57,286
 
     
473,727
     
444,703
 
                 
STOCKHOLDERS’ DEFICIENCY
               
                 
Share Capital (Note 6)
               
Authorized:
               
225,000,000 voting common shares, par value $0.001 per share
               
                 
Issued and outstanding:
               
25,349,550 common shares at July 31, 2007 and October 31, 2006
   
25,350
     
25,350
 
                 
Additional paid-in capital
   
3,852,503
     
3,852,503
 
                 
Deficit Accumulated During The Exploration Stage
    (4,351,580 )     (4,321,296 )
      (473,727 )     (443,443 )
                 
    $
-
    $
1,260
 
 
See accompanying notes to the financial statements
 
 
 
4

 
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

STATEMENTS OF LOSS
(Unaudited)
(Stated in U.S. Dollars)
 
                           
INCEPTION
 
                           
DECEMBER 30
 
   
THREE MONTHS ENDED
   
NINE MONTHS ENDED
   
1998 TO
 
   
JULY 31
   
JULY 31
   
JULY 31
 
   
2007
   
2006
   
2007
   
2006
   
2007
 
                               
Expenses
                             
Bank charges
  $
54
    $
125
    $
152
    $
275
    $
1,161
 
Consulting
   
-
     
-
     
-
     
-
     
6,500
 
Interest
   
1,560
     
1,556
     
4,596
     
4,178
     
31,416
 
License fee
   
-
     
-
     
-
     
-
     
400,000
 
Mineral property option payments and exploration expenditures
   
-
     
5,100,000
     
-
     
5,100,000
     
3,602,250
 
Office facilities and sundry
   
898
     
6,542
     
3,088
     
12,799
     
56,889
 
Professional fees
   
1,718
     
3,675
     
22,448
     
15,526
     
217,611
 
                                         
Net Loss For The Period
  $
4,230
    $
5,111,898
    $
30,284
    $
5,132,778
    $
4,315,827
 
                                         
Basic And Diluted Loss Per Share
  $ (0.01 )   $ (0.26 )   $ (0.01 )   $ (0.26 )        
                                         
                                         
Weighted Average Number Of Shares Outstanding
   
25,349,550
     
19,770,153
     
25,349,550
     
19,467,477
         
 
See accompanying notes to the financial statements
 
 
 
5

 
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

STATEMENTS OF CASH FLOWS
(Unaudited)
(Stated in U.S. Dollars)
 
                           
INCEPTION
 
                           
DECEMBER 30
 
   
THREE MONTHS ENDED
   
NINE MONTHS ENDED
   
1998 TO
 
   
JULY 31
   
JULY 31
   
JULY 31
 
   
2007
   
2006
   
2007
   
2006
   
2007
 
                               
Cash Provided By (Used In)
                             
Operating Activities
                             
Net loss for the period
  $ (4,230 )   $ (5,111,898 )   $ (30,284 )   $ (5,132,778 )   $ (4,315,827 )
                                         
Changes in non-cash working capital items:
                                       
Prepaid expenses
   
-
      (14,487 )    
1,029
      (14,487 )    
-
 
Accounts payable and accrued liabilities
    (4,254 )    
248
     
4,350
     
9,805
     
117,473
 
Shares issued for license fee
   
-
     
-
     
-
     
-
     
402,750
 
Common shares issued for mineral property option payments (Note 3 and 6)
   
-
     
5,100,000
     
-
     
5,100,000
     
3,472,500
 
      (8,484 )     (26,137 )     (24,905 )     (37,460 )     (323,104 )
                                         
Investing Activity
                                       
Shares issued for merged   predecessor corporation net of consideration paid in excess of additional paid-in capital at the acquisition date
   
-
     
-
     
-
     
-
      (45,000 )
                                         
Financing Activities
                                       
Bank indebtedness
   
2
     
102
     
2
     
102
     
2
 
Loans payable (Note 4)
   
-
     
-
     
-
     
-
     
274,294
 
Due to related party (Note 5)
   
8,472
     
25,893
     
24,672
     
36,553
     
81,958
 
Shares issued for cash and services
   
-
     
-
     
-
     
-
     
11,850
 
     
8,474
     
25,995
     
24,674
     
36,655
     
368,104
 
                                         
Increase (Decrease) In Cash
    (10 )     (142 )     (231 )     (805 )    
-
 
                                         
Cash, Beginning Of Period
   
10
     
142
     
231
     
805
     
-
 
                                         
Cash, End Of Period
  $
-
    $
-
    $
-
    $
-
    $
-
 
                                         
Supplemental Disclosure Of Cash Flow Information
                                       
Interest paid
  $
120
    $
-
    $
324
    $
-
    $
26,824
 
Income taxes
  $
-
    $
-
    $
-
    $
-
    $
-
 
Supplemental Disclosure Of Non-Cash Activities
                                       
Common shares issued pursuant to acquisition agreement
  $
-
    $
-
    $
-
    $
-
    $
1,000
 
Shares issued for license fee
  $
-
    $
-
    $
-
    $
-
    $
402,750
 
Common shares issued for mineral property option payments (Note 3 and 6)
  $
-
    $
5,100,000
    $
-
    $
5,100,000
    $
3,472,500
 
                                         
 
See accompanying notes to the financial statements
 
 
 
6

 
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

NOTES TO INTERIM FINANCIAL STATEMENTS

JULY 31, 2007
(Unaudited)
(Stated in U.S. Dollars)
 
1.      NATURE OF OPERATIONS AND BASIS OF PRESENTATION

a)  
Organization

Infinex Ventures, Inc. (“the Company”) was incorporated in the State of Nevada, U.S.A., on December 30, 1998.  On July 23, 2004, the Board of Directors authorized a 1 for 1.1 stock split on the common shares.  The authorized number of common shares remain at 75,000,000 common shares with a par value of $0.001.  All references in the accompanying financial statements to the number of common shares issued have been restated to reflect the stock split. On March 31, 2006, the Board of Directors authorized a 3 for 1 stock split on the common shares.  The authorized number of common shares increased to  225,000,000 common shares with a par value of $0.001.  All references in the accompanying financial statements to the number of common shares issued have been restated to reflect the stock split.

b)  
Exploration Stage Activities

The Company is in the exploration stage, therefore, recovery of its assets is dependent upon future events, the outcome of which is indeterminable.  In addition, successful completion of the Company’s exploration program and its transition, ultimately to the attainment of profitable operations, is dependent upon obtaining adequate financing to fulfil its exploration activities and achieve a level of sales adequate to support its cost structure.

c)  
Unaudited Interim Financial Statements

The accompanying unaudited interim financial statements have been prepared in accordance with United States generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB of Regulation S-B. They may not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the year ended October 31, 2006 included in the Company’s Annual Report on Form 10-KSB filed with the Securities and Exchange Commission. The interim unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-KSB. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal and recurring adjustments, have been made.  Operating results for the nine months ended July 31, 2007 are not necessarily indicative of the results that may be expected for the year ending October 31, 2007.
 
 
 
7

 
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

NOTES TO INTERIM FINANCIAL STATEMENTS

JULY 31, 2007
(Unaudited)
(Stated in U.S. Dollars)


1.      NATURE OF OPERATIONS AND BASIS OF PRESENTATION (continued)

d)  
Basis of Presentation

These financial statements have been presented in United States dollars and prepared in accordance with United States Generally Accepted Accounting Principles (“US GAAP”).

 
e)  
Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.

As shown in the accompanying financial statements, the Company has a working capital deficiency of $473,727 and an accumulated deficit of $4,351,580 for the period from inception, December 30, 1998 to July 31, 2007, and has no revenue.  The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the development of its business.  Management has plans to seek additional capital through a private placement and public offering of its common shares.  The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

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 of America.  Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates which have been made using careful judgement.  Actual results may vary from these estimates.

The financial statements have, in management’s opinion, been properly prepared within the framework of the significant accounting policies summarized below:

 
a)
Exploration Stage Company

The Company complies with Financial Accounting Standards Board (“FASB”) Statement No. 7, and Securities and Exchange Commission Act Guide 7 in its characterization as an exploration stage company.

 
b)
Mineral Property Interests

Costs of acquisition, exploration, carrying and retaining unproven mineral properties are expensed as incurred.
 
 
 
8

 
 
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

NOTES TO INTERIM FINANCIAL STATEMENTS

JULY 31, 2007
(Unaudited)
(Stated in U.S. Dollars)


2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)

 
c)
Foreign Currency Translation

The Company’s functional currency is the United States dollar and uses the United States dollar as its reporting currency for consistency with registrants of the Securities and Exchange Commission (“SEC”) and in accordance with the Statement of Financial Accounting Standards (“SFAS”) No. 52.

Transactions undertaken in currencies other than the functional currency of the entity are translated using the exchange rate in effect as of the transaction date.  Any exchange gains or losses are included in the Statement of Operations.

 
d)
Basic and Diluted Loss Per Share

The Company reports basic loss per share in accordance with the SFAS No. 128 – Earnings Per Share.  Basic loss per share is computed using the weighted average number of shares outstanding during the period.

Diluted loss per share has not been provided, as it would be anti-dilutive.

 
e)
Comprehensive Loss

SFAS No. 130 – “Reporting Comprehensive Income” establishes standards for the reporting and display of comprehensive loss and its components in the financial statements.  As at July 31, 2007, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

 
f)
Cash and Cash Equivalents

Cash consists of cash on deposit with high quality major financial institutions, and, to date, has not experienced losses on any of its balances.  For purposes of the balance sheet and statement of cash flows, the Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents.  At July 31, 2007, the Company had no cash equivalents.
 
 
 
 
9

 
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

NOTES TO INTERIM FINANCIAL STATEMENTS

JULY 31, 2007
(Unaudited)
(Stated in U.S. Dollars)


2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)

 
g)
Impairment of Long-Lived Assets

In accordance with SFAS 144 – “Accounting for the Impairment or Disposal of Long-Lived Assets”, the Company records impairment losses on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amount.  In such cases, the amount of the impairment is determined based on the relative fair values of the impaired assets.

 
h)
Regulatory Matters

The Company and its mineral property interests are subject to a variety of Canadian and Chilean government regulations governing land use, health, safety and environmental matters.  The Company’s management believes it has been in substantial compliance with all such regulations, and is unaware of any pending action or proceeding relating to regulatory matters that would affect the financial position of the Company.


3.
MINERAL PROPERTY INTERESTS

 
a)
Yew Claims

By joint venture and option agreements dated June 14, 2004 and January 11, 2006, the Company contracted with 697446 B.C. Ltd. (the “Agreement”) for the exploration and development of eight mining claims (“the Yew claims”).

The Yew Claims are located approximately 3 kilometers south of Vaneda on Texada Island, in the province of British Columbia, Canada.
 
 
 
10

 
 
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

NOTES TO INTERIM FINANCIAL STATEMENTS

JULY 31, 2007
(Unaudited)
(Stated in U.S. Dollars)


3.
MINERAL PROPERTY INTERESTS (Continued)

 
a)
Yew Claims (Continued)

The agreements give the Company the right to acquire a 60% interest in the claims providing the following conditions are met:

 
i)
Delivery of 33,000 restricted common shares of the Company upon execution of the agreement (issued in September 2006);

 
ii)
Company’s obligation to carry out a drilling program for an amount not less than $205,255 (CDN$250,000), within three months of the execution of the agreement (now amended, see below);

 
iii)
Completion of a feasibility study within two years of the completion of the drilling program;

 
iv)
On the completion of the feasibility study, the Company will pay on the anniversary date $44,400 (CDN$50,000) to 697446 B.C. Ltd.;

 
v)
Upon the exercise of the right, the parties shall enter into a joint venture agreement to develop the Yew Claims in accordance with the feasibility study recommendation.

On July 31, 2006 and November 30, 2006, the parties amended the agreement. The Company is now required to complete the drilling program obligation before November 25, 2007.  To July 31, 2007, the Company has spent $118,300 (CDN$155,774) towards this obligation, as follows:

Drilling
  $
84,800
 
Geology
   
10,100
 
Management fees
   
9,500
 
Assays
   
6,800
 
Report
   
4,200
 
Expenses/disbursements
   
2,900
 
         
    $
118,300
 
 
 
 
11

 
 
 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

NOTES TO INTERIM FINANCIAL STATEMENTS

JULY 31, 2007
(Unaudited)
(Stated in U.S. Dollars)


3.
MINERAL PROPERTY INTERESTS (Continued)

b)   Tesoro Claims

On January 30, 2006, the Company signed a Letter of Intent ("LOI") for the sole and exclusive irrevocable right to acquire an initial 50% interest in the Tesoro 1-12 mining claims ("the Property"). The Property is located on the El Indio Gold Belt in Region III, which is approximately 150 kilometers east of the City of Vallenar, Chile, near the border of Argentina.  Consideration comprised the issuance of 20,000,000 restricted common shares in the Company.

On July 24, 2006 the Company completed its due diligence and issued 6,000,000 restricted common shares (having a market value of $3,400,000) as partial payment towards the 20,000,000 restricted common share purchase price set out in the LOI of January 30, 2006. Terms of the agreement require the claims to be registered and title transferred into the Company’s name.  To date this has not occurred.  Following this, the remaining 14,000,000 restricted common shares will be issued.

Upon the appropriate permits being approved, the Company will have the option to acquire an additional 25% interest in the Property (bringing the Company interest to 75%), in exchange for a further issuance of 10,000,000 common shares of the Company’s stock.

After successful production has commenced and been established for a period of no less than one year, the Company will have the option to acquire an additional 25% (bringing the Company interest to 100%), at a price to be determined at the then market value.


4.
LOANS PAYABLE

   
July 31, 2007
   
October 31 2006
 
             
Repayable on demand with interest at 8% per annum compounded annually, unsecured
  $
45,000
    $
45,000
 
Repayable on demand without interest, unsecured
   
229,294
     
229,294
 
                 
    $
274,294
    $
274,294
 

At July 31, 2007, accounts payable and accrued liabilities include $30,652 (October 31, 2006 - $26,380) of accrued interest on the loans payable.
 
 
 
12

 

 
INFINEX VENTURES, INC.
(An Exploration Stage Company)

NOTES TO INTERIM FINANCIAL STATEMENTS

JULY 31, 2007
(Unaudited)
(Stated in U.S. Dollars)


5.
DUE TO RELATED PARTY

   
July 31, 2007
   
October 31, 2006
 
             
Advances received from the related party are unsecured, non-interest bearing and have no specific terms of repayment.
  $
81,958
    $
57,286
 


6.
SHARE CAPITAL

 
 
a)
On July 24, 2006 the Company issued 6,000,000 common restricted shares with a deemed value of $3,400,000 as partial payment regarding its Tesora mineral property claims, towards the 20,000,000 restricted share purchase price set out in the LOI of January 30, 2006. Once the claims have been registered in the Company’s name, the remaining 14,000,000 restricted shares will be issued.
 
 
b)
On September 6, 2006 the Company issued 33,000 common restricted shares with a deemed value of $72,500 regarding its Yew mineral property claims, as part of the Joint Venture and Option agreement dated June 14, 2004 between the Company and 697446 B.C. Ltd.

 
7.
COMMITMENTS AND CONTRACTUAL OBLIGATIONS

The Company has no significant commitments or contractual obligations with any parties respecting executive compensation, consulting arrangements, rental of premises, or other matters.
 
 
 
13

 
 
Item 2. Management Discussion and Analysis or Plan of Operations

This following information specifies certain forward-looking statements of management of the company. Forward-looking statements are statements that estimate the happening of future events and are not based on historical fact.  Forward-looking statements may be identified by the use of forward-looking terminology, such as “may”, “shall”, “will”, “could”, “expect”, “estimate”, “anticipate”, “predict”, “probable”, “possible”, “should”, “continue”, or similar terms, variations of those terms or the negative of those terms.  The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guaranty, or warranty is to be inferred from those forward-looking statements.

The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements. No assurance can be given that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.

Overview

The following plan of operation should be read in conjunction with the Financial Statements and accompanying notes and the other financial information appearing elsewhere in this quarterly report.
 
Our Business

From inception, December 30, 1998 to July 31, 2007, we had a deficit accumulating during the exploration stage of $4,351,580. From inception December 30, 1998, we had expended $217,611 on legal, audit and accounting fees; $31,416 on interest; $3,602,250 on resource property expenses; $6,500 on consulting fees; $400,000 on license fees and $58,050  on office expenses.
 
We are an exploration stage company and have a minimum amount of cash and have not yet developed any producing mines.  We have no history of any earnings.  There is no assurance that we will be a profitable company.  We presently operate with minimum overheads and need to raise additional capital in the next 12 months in the forms of investment by others in private placements, or loans.
 
Our primary activity  on the Yew Claims, Texada Island, for the next 12 months, weather permitting, will be to carry out our obligations under the agreement’s drill program, which are only initial phases of a full feasibility study lasting up to two years.

We currently have no plans to purchase or sell any plant or significant equipment.
 
We do not expect any significant changes in the number of employees.
 
Results of Operations For Period Ending July 31,2007
 
We have not earned any revenues from operations from our incorporation on December 30, 1998, to July 31, 2007. Our activities have been financed from proceeds of share subscriptions and loans. We do not anticipate earning revenues until such time as we have entered into the commercial production of our Yew Claims. We are presently in the exploration stage of our joint venture and we can provide no assurance that we will discover commercially exploitable levels of mineral resources on our properties, or if such resources are discovered, that we will enter into commercial production of our Claims.

Tesoro  Claims in Chile

On January 30, 2006, we entered into an agreement (“Agreement”), with Rodolfo Francisco Villar and others (“Vendor”) to purchase a 50% interest in the mining and exploration of the following Claims, the (“Claims”):
 
 
 
14

 
 
REFERENCES
ROLL NUMBER
139
TESORO 1
1 - 30
03304-0532-5
140
TESORO 2
1 - 12
03304-0532-3
141
TESORO 3
1 - 30
03304-0534-1
142
TESORO 4
1 - 30
03304-0535-K
143
TESORO 5
1 - 25
03304-0536-8
144
TESORO 6
1 - 20
03304-0537-6
145
TESORO 7
1 - 25
03304-0538-4
146
TESORO 8
1 - 12
03304-0539-2
147
TESORO 9
1 - 12
03304-0540-6
148
TESORO 10
1 - 20
03304-0541-4
149
TESORO 11
1 - 20
03304-0542-2
150
TESORO 12
1 - 5
03304-0543-0
 
1.  
Under the terms of the signed Agreement, the Vendors are to grant to the Issuer the sole and exclusive irrevocable right and title to the Claims, subject to:
 
(i)  
the completion by the Company of confirmation of legal title  and due diligence on the Properties as to ownership by the Vendor and results therefrom being satisfactory to the Company, acting reasonably, within a period of  90 days;
 
(ii)  
the right to extend a further 90 days by mutual consent.  (The right to extend a further 90 days has been granted to the Company, in an effort to complete its due diligence);
 
(iii)  
The Vendor and the Company shall put forth, all their reasonable best efforts to obtain a satisfactory title opinion or Court Order, or such that the Company will acquire the property free and clear of all liens and encumbrances, with a view to further develop the property into an operating mine.
 
2.           Upon Satisfactory completion of the due diligence and clear title being established, the Company will then:

(a)  
issue to the Vendor Twenty Million (20,000,000) restricted Common Shares , upon the execution by the parties of this Agreement and subject to the subject conditions as set out above; and
(b)  
that all original documents or notarized copies of official translations are therefore required to complete the transactions contemplated in the Agreement.  The issuance of the Twenty Million (20,000,000) restricted Common Shares shall be issued in the Vendors designated name to the benefit of the Vendor, upon the removal of the subject conditions as set out above.
 
In an effort to secure our interest in the Claims, and up and until filed verification by the appropriate authorities, we have issued as a symbol of good faith, Six Million (6,000,000) restricted common shares to the Vendors.
 
We are awaiting the outcome of a satisfactory title opinion or Court Order for the Issuer to acquire its interest in the Claims free and clear of all liens and encumbrances.
 
Net Loss
 
For the three months ended July 31,2007, we recorded an operating loss of $4,230, consisting of $1,718 on legal, audit and accounting fees; $1,560 on interest and $952  on office expenses.  We did not generate any revenues during this period. There can be no assurance that we will ever achieve profitability or that revenues will be generated and sustained in the future.  We are dependent upon obtaining additional and future financing to pursue our exploration activities.
 
 
15

 
 
Liquidity and Further Capital Resources
 
As at July 31,2007, we had assets of $Nil.  Net stockholders’ deficiency was  $473,727 at July 31,2007.  We are an exploration stage company and, since inception, have experienced significant changes in liquidity, capital resources and shareholders’ equity.

Management has relied upon debt financing from shareholders and Loans Payable. The Loan payable on demand of $45,000 is with interest at 8% per annum compounded annually. The Loan Payable of $229,294 is repayable on demand without interest. Accounts payable and accrued liabilities of $117,473 includes $30,652 (2006 - $26,380) of accrued interest on the loans payable. We seek additional equity or debt financing of up to $1,750,000 which we plan to use towards exploration and possibly a feasibility study on our joint venture agreement property over the next two years. If we are not able to get further financing, we may not be able to continue as a going concern and we may have to delay exploration or cease our operations and liquidate our business.


Item 3.                      Control and Procedures

(a) Evaluation of Disclosure Controls and Procedures. The Company's chief executive officer and chief financial officer have evaluated the effectiveness of the design and operation of the Company's disclosure controls and  procedures (as defined in Exchange Act Rule 13a-15(e)) as of the end of the period covered by this quarterly  report. Based on that evaluation, the chief executive officer and chief financial officer have concluded that the Company’s disclosures and procedures are effective.  Also, based on that evaluation, the chief executive officer and chief financial officer have concluded that the Company's disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms.  Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

(b) Changes in Internal Controls.  There have been no changes in the Company’s internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or Rule 15d-15 of the Securities Exchange Act of 1934 that occurred during the Company’s quarter ended July 31,2007 for which this report is filed that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

We are not aware of any pending litigation nor do we have any reason to believe that any such litigation exists.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.

 
In an effort to secure our interest in the Tesoro Claims, and up and until filed verification by the appropriate authorities have been received by us, we have issued as a symbol of good faith, Six Million (6,000,000) restricted common shares to Mr. Jorge Lopehandia  on behalf of the Vendors.

Item 3.  Defaults Upon Senior Securities

None.
 
 
 
16

 
 
Item 4.  Submission of Matters to a Vote of Security Holders

No matters were submitted to a vote of the Company's shareholders during the period covered by this report, through the solicitation of proxies or otherwise.

Item 5.  Other Information

Reports on Form 8-K
No Reports on Form 8K regarding Item 9 were filed by the Issuer.

Item 6. Exhibits

31.1           Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1           Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley act of 2002



SIGNATURES

In accordance with the requirements of the Securities Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated:                      September 14, 2007                             INFINEX VENTURES INC.


By:          /s/  Michael DeRosa                
Michael DeRosa
Its: President, Director, CEO & CFO

17

 

 
 
 
 
 
 
“Exhibit 31.1”
INFINEX VENTURES INC.
OFFICER’S CERTIFICATE PURSUANT TO SECTION 302

I, Michael DeRosa, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of INFINEX VENTURES INC.

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods present in this report;

4. The small business issuers other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13-a-15(f)) for small business issuer and have:

a)           Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b)           Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

c)           Disclosed in this report any change in the small business issuer’s internal control over financing reporting that occurred during the small business issuer’s most recent fiscal quarter  (the small business issuer’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer’s internal control over financial reporting; and

5. The small business issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent function):

a)           All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer’s ability to record, process, summarize and report financial information; and

b)           Any fraud, whether or not material, that involved management or other employees who have a significant role in the small business issuer’s internal control over financial reporting.

Date:  September 14, 2007
 
                                              /s/  Michael DeRosa                                                                                       
                                              Michael DeRosa, CEO and CFO.

Exhibit 32.1
INFINEX VENTURES INC.
OFFICER’S CERTIFICATION
PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report of INFINEX VENTURES INC. (the “Company”) on Form 10-QSB for the period ending July 31, 2007 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael DeRosa, Chief Executive Officer, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that to the best of our knowledge:

(1)           The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)           The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated   September 14, 2007


/s/  Michael DeRosa
Michael DeRosa
Chief Executive Officer
Chief Financial Officer