225211--4/15/2009--MOBICLEAR

related topics

{stock, price, share}

{property, intellectual, protect}

{interest, director, officer}

{personnel, key, retain}

{acquisition, growth, future}

{debt, indebtedness, cash}

{system, service, information}

{operation, international, foreign}

{control, financial, internal}

{stock, price, operating}

{competitive, industry, competition}

{product, market, service}

Risk Factors Related to Our Finances Our independent auditors have issued a going concern audit opinion. Our current liabilities continue to increase, and if those to whom we owe accounts and notes payable were to demand payment, we would be unable to pay. We currently have no significant operating capital and will need to raise additional capital to implement our business plan. Our insignificant revenues make it difficult to forecast our future results. Our management has identified significant internal control deficiencies, which management and our independent auditor believe constitute material weaknesses. Risk Factors Related to Our Operations We are a development-stage enterprise and as such have not made any significant sales of our products and solutions. We operate in an intensely competitive market and our efforts to compete may not be successful. We are dependent upon our partners to execute our business plans. We have sales activity and operations outside of the United States that subjects us to the risks associated with conducting business in foreign economic and regulatory environments. We may not succeed if we are unable to attract employees and retain the services of our key personnel. If we are unable to protect our intellectual property, we may lose a valuable asset or incur costly litigation to protect our rights. Claims that we infringe upon the intellectual property rights of others could be costly to defend or settle. If we become subject to service-related liability claims, they could be time-consuming and costly to defend. We work with confidential customer data and, as such, our business could be damaged and we could potentially be exposed to liability in the event that we experienced a breach in our security. It may be difficult for our stockholders to enforce any civil liabilities against us or our officers or directors because many of our officers and substantially all of our operations are currently outside the United States. Risk Factors Related to Our Stock Our common stock may be affected by limited trading volume and may fluctuate significantly, which may affect our shareholders' ability to sell shares of our common stock. Our common stock may be affected by issuances of common stock in connection with any financing. We may initiate additional reverse splits of our common stock without shareholder approval. Our common stock is deemed to be penny stock, which may make it more difficult for investors to sell their shares due to suitability requirements.

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225211--4/15/2009--MOBICLEAR_INC.