1418452--12/22/2008--Sewell_Ventures_Inc.

related topics
{stock, price, share}
{cost, contract, operation}
{loss, insurance, financial}
{interest, director, officer}
{control, financial, internal}
{gas, price, oil}
{acquisition, growth, future}
{stock, price, operating}
{provision, law, control}
{regulation, change, law}
{personnel, key, retain}
{competitive, industry, competition}
{operation, international, foreign}
Risks Associated with Sewell Ventures, Inc., Our Financial Condition and Our Business Model We are a development stage corporation, lack a business history and have losses that we expect to continue into the future. If the losses continue we will have to suspend operations or cease functioning. Very few mineral properties are ultimately developed into producing mines. We require substantial funds merely to determine if mineral reserves exist on our optioned property. Mineral exploration involves a high degree of risk against which we are not currently insured. If we do not obtain additional financing, our business will fail. As we undertake exploration of our property, we will be subject to certain existing and future government regulations, which may increase the anticipated time and cost of our exploration program and may require permits and licenses that we may be unable to obtain. Because market factors in the mining business are out of our control, we may not be able to market any minerals that may be found. If we do not obtain clear title to the Goldhawk Property or Sewell 1 Claim, our business may fail. If we fail to make required payments or expenditures, we could lose title to our Property. We face intense competition in the mining industry. Our management has only limited experience in resource exploration. There is substantial doubt as to our ability to continue as a going concern. If we are unable to retain the services of our President and our Chairman, we may not be able to implement our business plan. Because our officers and directors have other outside business activities and may not be in a position to devote a majority of their time to our exploration activity, our exploration activity may be sporadic which may result in periodic interruptions or suspensions of exploration Because we hold all of our cash reserves in United States dollars, we may experience weakened purchasing power in Canadian dollar terms and may not be able to afford to conduct our planned exploration program. Any additional funding we arrange through the sale of our common stock will result in dilution to existing shareholders. Estimates of proven and probable reserves are uncertain. Risks Relating To Our Common Stock We have the right to issue up to 25,000,000 shares of blank check preferred stock, which may adversely affect the voting power of the holders of other of our securities and may deter hostile takeovers or delay changes in management control. Because our directors and major shareholders own 65.2% of our outstanding common stock, they will make and control corporate decisions that may be disadvantageous to minority shareholders. The costs to meet our reporting and other requirements as a public company subject to the Securities Exchange Act of 1934 will be substantial and may result in us having insufficient funds to expand our business or even to meet routine business obligations. Currently, there is no public market for our securities, and we cannot assure you that any public market will ever develop or that our common stock will be quoted for trading and, even if quoted, our common stock is likely to be subject to significant price fluctuations. Our common stock is classed as a penny stock . Trading of our stock may be restricted by the SEC's penny stock regulations which may limit a stockholder's ability to buy and sell our stock. We will be required to evaluate our internal controls under Section 404 of the Sarbanes-Oxley Act of 2002, and any adverse results from such evaluation could result in a loss of investor confidence in our financial reports and have an adverse effect on the price of our shares of common stock. Because we are small and poorly capitalized, we must limit our exploration. This may prevent us from realizing any revenues and you may lose your investment as a result.

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