UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549


Form 10-Q


 [X]

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


For the quarterly period ended August 31,February 29, 2016


or


[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from to


Commission File Number333-197756



BEMAX INC.

(Exact name of registrant as specified in its charter)

Nevada46-554081
 (State or other jurisdiction of Organization)(IRS Employer Identification Number)

Nevada 46-554081

(State or other jurisdiction of Organization) (IRS Employer Identification Number)

625 Silver Oak Drive

Dallas, GA 30

30132

Tel: (770) 401-1809

(Address and telephone number of principal executive office)

N/A

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

1

1


Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) /of the Exchange Act during the past 12 months (or for such shorter period that the registrant was require to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated“accelerated filer and large accelerated filer"filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X]


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


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


Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. [ ] Yes [ ] No


APPLICABLE ONLY TO CORPORATE ISSUERS:



258,750,000 common shares issued and outstanding as of August 31, 2016






2
TABLE OF CONTENTS
November 30, 2015

2

PART I – FINANCIAL INFORMATION4
Item 1.Financial Statements
Balance Sheets (audited)5
Statements of Operations (unaudited)6
Statements of Cash Flows (unaudited)7
Statements of Stockholder’s Equity8
Notes to the Financial Statements98
Item 2. Management's Discussion and Analysis of Financial condition and ResultosResults of Operations9
Item 3. Quantitative and Qualitative Disclosure about Market Risk12
Item 4. Controls and Procedures12
PART II – OTHER INFORMATION
Item 1.Legal Proceedings:1112
Item 2.
Unregistered Sales Of Equity Securities1112
Item 3.Default Upon Senior Securities1112
Item 4.Mining Safety Procedures1112
Item 5.Other Information:1113
Item 6.Signature1413

3



3

PART I – FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS


The financial statements included herein have been prepared by us, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles have been omitted. However, in the opinion of management, all adjustments (which include only normal recurring accruals) necessary to present fairly the financial position and results of operations for the period presented have been made. The results for interim periods are not necessarily indicative of trends or of results to be expected for the full year. These interim financial statements should be read in conjunction with the financial statements and notes thereto included in our financial statements filed therewith the U.S. Securities and Exchange Commission (SEC) on September 28, 2016August 10, 2015 and can be found on the SEC website at www.sec.gov



BEMAX INC.

 (A Development Stage Company)
Financial Statements
 (Expressed in US dollars)
August 31, 2016 and August 31, 2015
 (Unaudited


4
BEMAX INC.

(A Development Stage Company)

Financial Statements

(Expressed in US dollars)

February 29, 2016 and February 28, 2015

(Unaudited)

4

BEMAX INC.

(A Development Stage Company)

Balance Sheets (Stated in U.S. Dollars)

August 31,

February 29, 2016 and May 31, 20162015 

     
  February 29, 2016 

May 31,

2015

     
     
ASSETS
     
 Current Assets        
 Cash and cash equivalents $85,316  $58,137 
 Inventory  41,575   —   
 Total current assets  126,891   58,137 
         
 Other assets        
 Equipment  500   500 
 Total other assets  500   500 
         
         
 TOTAL ASSETS $127,391  $58,637 
         
         
 LIABILITIES & STOCKHOLDERS' EQUITY        
         
 CURRENT LIABILITIES        
     Accounts payable $1,700  $2,672 
    Derivative liability  —     —   
   Convertible loans  40,000   —   
   Debt discount  (3,858)  —   
 Accrued interest on convertible loans  114   —   
 Loan from shareholder and related party  33,736   17,336 
  Total current liabilities  71,692   20,008 
                                                                  COMMITMENTS AND CONTINGICIES        
         
 STOCKHOLDERS' EQUITY        
 Common stock, ($0.0001 par value, 500,000,000 shares        
  authorized; 258,750,000 shares issued and outstanding at        
 February 29, 2016 and  5,175,000 at May 31, 2015, respectively  25,879   518 
 Additional paid-in capital  36,876   62,233 
 Accumulated deficit  (7,056)  (24,122)
TOTAL STOCKHOLDERS' EQUITY $55,699  $38,629 
         
         
         
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $127,391  $58,637 

See Notes to the Financials 

5

  Three Months Ended  Year Ended 
  August 31, 2016  May 31, 2016 
       
       
ASSETS      
       
Current Assets      
 Cash and cash equivalents $115,730  $115,738 
 Accounts receivable  372,622   372,622 
         
 Total current assets  488,353   488,360 
         
 Fixed Assets        
 Furniture and Equipment  500   500 
         
 Total fixed assets  500   500 
         
  TOTAL ASSETS $488,853  $488,860 
         
         
 LIABILITIES & STOCKHOLDERS' EQUITY        
         
 CURRENT LIABILITIES        
       Deferred revenue  507,722   507,722 
        Convertible Loans  302,750   207,750 
         Accrued interest on convertible loans  6,784   1,845 
        Loan from shareholder and related party  42,736   38,236 
       Accounts payable  312,995   319,795 
  Total current liabilities  1,172,987   1,075,348 
         
 STOCKHOLDERS' EQUITY        
         
 Common stock, ($0.0001 par value, 500,000,000 shares        
 authorized; 258,792,500 shares issued and outstanding at        
 August 31, 2016 and May 31, 2016 respectively  25,879   25,879 
 Additional paid-in capital  36,876   36,876 
 Deficit accumulated during development stage  (746,889)  (649,241)
TOTAL STOCKHOLDERS' EQUITY  (684,134)  (586,487)
         
         
         
TOTAL LIABILITITES AND STOCKHOLDERS' EQUITY $488,853  $488,861 


5

BEMAX INC.

Statement of Operations

 (Stated

(Stated in U.S. Dollars)

(Unaudited)

  Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended
  February 29, 2016 February 28, 2015 February 29, 2016 February 28, 2015
         
         
REVENUES                
       Sales  206,100   100,000   306,419   100,000 
       —         —   
TOTAL REVENUES $206,100  $100,000  $306,419  $100,000 
                 
Cost of goods sold           ��    
       Purchases-resale items  169,002   —     257,515   —   
                 
TOTAL COGS $169,002  $—    $257,515  $—   
                 
Gross profit  37,098   100,000   48,904   100,000 
                 
Operating costs                
General and administrative expenses  8,655   6,788   17,078   8,971 
Professional fees  3,704   5,984   8,404   9,659 
Management fees  1,500   1,500   4,500   1,500 
Total operating costs  13,859   14,272   29,982   20,130 
                 
Non-operating Income(loss)                
Interest expense and loan fees  (1,714)  —     (1,714)  0 
Interest expense discount  (142)  —     (142)  —   
TOTAL NON-OPERATING INCOME(LOSS) $(1,856) $—    $(1,856) $—   
                 
                 
NET ORDINARY INCOME (LOSS) $21,383  $85,728  $17,066  $79,870 
                 
                 
BASIC AND DILUTED EARNINGS (LOSS) $(0.00) $(0.00) $(0.00) $(0.00)
PER SHARE                
                 
                 
WEIGHTED AVERAGE NUMBER OF  258,792,500   5,175,000   258,792,000   5,175,000 
COMMON SHARES OUTSTANDING                

See Notes to the Financials

6
         (Unaudited)

  Three Months Ended  Three Months Ended 
  August 31, 2016  August 31, 2015 
       
       
REVENUES      
       Revenues  92,122   - 
         
TOTAL REVENUES $92,122  $- 
         
Cost of good sold        
       Purchases-resale items  126,000   - 
         
TOTAL COGS $126,000  $- 
         
Gross profit  (33,878)  - 
         
Operating costs  12,556   - 
         
General and administrative expenses  51,214   10,113 
         
TOTAL OPERATING COSTS $63,769  $10,113 
         
NET ORDINARY INCOME (LOSS) $(97,647) $(10,113)
         
BASIC AND DILUTED EARNINGS (LOSS)        
PER SHARE $(0.00) $(0.00)
         
         
WEIGHTED AVERAGE NUMBER OF        
COMMON SHARES OUTSTANDING  258,792,500   258,750 


6

BEMAX INC.

Statement of Cash Flows

 (Stated

(Stated in U.S. Dollars)

For the Three Months Ended August 31, 2016November 30, 2015 and August 31, 2015

November 30, 2014

(Unaudited) 

  Nine Months Ended Nine Months Ended
  February 29, 2016 February 28, 2015
     
     
CASH FLOWS FROM OPERATING ACTIVITIES        
    Net income (loss) $17,066  $79,870 
Changes in operating assets and liabilities:        
 Adjustments to reconcile net income (loss) to net cash        
 provided by (used in) operating activities:        
Inventory  (41,576)  —   
Derivative liability  —     —   
Debt discount  (3,858)  —   
 Loan from shareholder and related party  16,400   10,334 
 Accounts payable  (972)  3,272 
Accrued interest on convertible loans  114   —   
Convertible loan  40,000   —   
         
Changes in operating assets and liabilities  27,174   93,476 
NET CASH PROVIDED BY OPERATING ACTIVITIES  27,174   93,476 
         
         
CASH FLOWS FROM INVESTING ACTIVITIES        
Furniture and Equipment      (500)
Net cash provided by investment activities  —     (550)
         
CASH FLOWS FROM FINANCING ACTIVITIES        
 Common stock  25,361   118 
Additional paid in capital  (25,357)  58,632 
NET CASH PROVIDED BY FINANCING ACTIVITIES  4   58,750 
         
         
NET INCREASE (DECREASE) IN CASH  27,179   151,726 
CASH AT BEGINNING OF PERIOD  58,137   4,000 
   85,316     
         
CASH AT END OF PERIOD $85,316  $155,726 
   85,316     
         
         
         
         
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION        
         
Cash paid during year for :        
     Interest $—    $—   
         
     Income Taxes $—    $—   

See Notes to the Financials 

 (Unaudited)
  Three Months Ended  Three Months Ended 
  August 31, 2016  August 31, 2015 
       
       
CASH FLOWS FROM OPERATING ACTIVITIES      
    Net income (loss) $(97,647) $(10,113)
    Adjustments to reconcile net loss to net cash        
       provided by (used in) operating activities:        
       Loan from shareholder and related party  4,500   7,400 
       Accounts payable  (6,800)  2,200 
       Accounts receivable  -   - 
       Accrued interest on convertible loans  4,938   - 
       Deferred revenue  -   - 
   Changes in operating assets and liabilities:  95,000   - 
         
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES  (8)   (513)
         
         
INVESTING ACTIVITIES        
       Furniture and equipment
  -   - 
Net cash provided by investing activities  -   - 
CASH FLOWS FROM FINANCING ACTIVITIES        
     Issuance of common stock  -   - 
     Loans from convertible promissory notes  (8)  - 
NET CASH PROVIDED BY FINANCING ACTIVITIES  (8)  (513)
         
         
NET INCREASE  IN CASH  57,601   54,137 
CASH AT BEGINNING OF PERIOD  58,137   4,000 
   115,738     
         
CASH AT END OF PERIOD $115,730  $57,624 
   115,730     
         
         
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
     
         
Cash paid during year for :        
     Interest $-  $- 
         
     Income Taxes $-  $- 
7
BEMAX INC.
Statement of Stockholder's Equity
         (Stated in U.S. Dollars)


           Deficit    
     Common     Accumulated    
  Common  Stock  Additional  During    
  Stock  Amount  Paid-in Capital  Development Stage  Total 
                
Stock issued for cash at May 31, 2013  -  $-  $-  $-  $- 
Net loss May 31, 2013              (502)  (502)
Balance May 31, 2013  -   -   -   (502)  (502)
Common stock issued for cash on May                    
16, 2014.4,000,000 shares at a par                    
value of $0.0001 per share  200,000,000   20,000   62,232   -   82,232 
Net loss May 31, 2014              (2,000)  (2,000)
Balance May 31, 2014  200,000,000  $20,000  $62,233  $(2,502) $79,730 
Common stock issued for cash between                 
between October 14 and 24, 2014 at                    
$0.05 per share  58,750,000   5,875   (25,357)      (19,482)
Net loss May 31, 2015              (483,568)  (483,568)
Balance May 31, 2015  258,750,000  $25,875  $36,876  $(486,070) $(423,320)
On February 24, 2016, Common stock                    
was issued for services rendered at                    
par value of $0.0001 per share  42,500   4   -   -   4.00 
Net loss May 31, 2016              (163,171)  (163,171)
Balance May 31, 2016  258,792,500   25,879   36,876   (649,241)  (586,487)



8

7

BEMAX INC.

Notes to the Financial Statements

August 31,

February 29, 2016

(Unaudited)



1. NATURE OF OPERATIONS

BEMAX INC. ("(“The Company"Company”) was incorporated in the State of Nevada on November 28, 2012 to engage in the business of exporting disposable baby diapers manufactured in the United States and then distributing them throughout Europe and South Africa. The Company is in the development stage with no revenues and very limited operating history.

The accompanying unaudited interim financial statements have been prepared in accordance with accounting principals generally accepted in the United States of America and the rules of the Securities and Exchange commission (“SEC”) and should be read in connection with the audited financial statements and notes thereto contained in the Company’s K-1 report filed with the SEC. In the opinion of management, all adjustments consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for our interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate the disclosures in the audited financial statements, for the fiscal 2015, as reported, have been omitted.

The Company has elected to adopt early application of Accounting Standards Update No. 2014-10,Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements; it no longer presents or discloses inception-to-date information and other disclosure requirements of Topic 915. 

NOTE 2 GOING CONCERN

These financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company anticipates futurehas incurred a loss since inception resulting in an accumulated deficit of $(7,056) as of February 29, 2016 and further losses are anticipated in the development of its business raising substantial doubt about the Company'sCompany’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtainobtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and/or issuance of common shares.


2   GOING CONCERN
These financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business one year from May 31, 2016. The Company has incurred a loss since inception resulting in an accumulated deficit of $97,647 as of August 31, 2016 and further losses are anticipated in the development of its business raising substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or the existing cash on hand, loans from directors and/or private placement of common stock, obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months.

stock.

There is no guarantee that the Company will be able to raise any capital through any type of offering.


3.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The financial statements of

NOTE 3 STOCKHOLDERS’ EQUITY

Between October 14 and 24, 2014, the Company have been prepared in accordanceauthorized and issued 1,175,000 shares of common stock to various investors, for net proceeds to the Company of $58,750.

On June 5, 2015, the Company decided to increase the authorized amount of common shares that can be issued from 70,000,000 to 500,000,000 with generally accepted accounting principles in the United Statessame par value of America (GAAP) and are presented in US dollars. The Company's Year End is May 31.

Cash and Cash Equivalents
$0.0001 per share. The Company considers all highly liquid investments with original maturityalso declared a Fifty (50) to One (1) forward stock split effective immediately.

As of three months or less to be cash equivalents.February 29, 2016, there are 500,000,000 common shares at a par value of $0.0001 per share authorized and 258,750,000 issued and outstanding.

8
Use of Estimates and Assumptions

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimate.

9

BEMAX INC.

Notes to the Financial Statements

August 31,

February 29, 2016

Foreign Currency Translation
The financial statements are presented in United States dollars. In accordance with ASC 830, "Foreign Currency Matters", foreign denominated monetary assets and liabilities are translated into their United States dollar equivalents using foreign exchange rates which prevailed at the balance sheet date. Revenue and expenses are translated at average rates of exchange during the year. Gains or losses resulting from foreign currency transactions are included in results of operations.
Development Stage Company

The Company has elected to adopt application of Accounting Standards Update No. 2014-10,Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements; it no longer presents or discloses inception-to-date information and other disclosure requirements of Topic 915.

Impairment of Long-lived Assets

The Company reviews long-lived assets for indicators of impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If the review indicates that the carrying amount of the asset may not be recoverable, the potential impairment is measured based on a projected discounted cash flow method using a discount rate that is considered to be commensurate with the risk inherent in the Company's current business model. For purposes of recognition and measurement of an impairment loss, a long-lived asset is grouped with other assets at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets.

Fair Value of Financial Instrument
The Company's financial instruments consisted of cash, accounts payable, related party advances and convertible notes. Unless otherwise noted, it is management's opinion the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.  Because of the short maturity of such assets and liabilities the fair value of these financial instruments approximate their carrying values, unless otherwise noted.
Derivative Instruments

In connection with the sale of debt or equity instruments, the debt or equity instruments may contain embedded derivative instruments, such as embedded derivative features which in certain circumstances may be required to be bifurcated from the associated host instrument and accounted for separately as a derivative instrument liability.

The Company's derivative instrument liabilities are re-valued at the end of each reporting period, with changes in the fair value of the derivative liability recorded as charges or credits to income in the period in which the changes occur. For bifurcated embedded derivative features that are accounted for as derivative instrument liabilities, the Company estimates fair value using either quoted market prices of financial instruments with similar characteristics or other valuation techniques. The valuation techniques require assumptions related to the remaining term of the instruments and risk-free rates of return, our current common stock price and expected dividend yield, and the expected volatility of our common stock price over the life of the option. Because of the limited trading history for our common stock, the Company estimates the future volatility of its common stock price based on not only the history of its stock price but also the experience of other entities considered comparable to the Company.
The Company estimates fair value of derivative instrument liabilities using the Black-Scholes-Merton option-pricing formula ("Black-Scholes model"). This model requires the Company to estimate expected volatility and expected life, which are highly complex and subjective variables. The Company estimates expected term using the safe-harbor provisions of FASB ASC 718. The Company estimated its expected volatility by taking the average volatility determined for a peer group of similar publicly-traded companies.



10(Unaudited)

BEMAX INC.
Notes to the Financial Statements
August 31, 2016

Income Taxes
The Company follows the accrual method of accounting for income taxes.  Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences).  The effect on the deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  At May 31, 2016, a full deferred tax asset valuation allowance has been provided and no deferred tax asset has been recorded.
Basic and Diluted Net (Loss) per Share
The Company computes net (loss) per share in accordance with ASC 260, "Earnings per Share" which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net (loss) available to common shareholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options, using the treasury stock method, and convertible preferred stock, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive.

Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have any significant impact on the Company's results of operations, financial position or cash flow.

As new accounting pronouncements are issued, the Company will adopt those that are applicable under the circumstances.

4.

NOTE 4 RELATED PARTY TRANSACTIONS


The President of the Company provides management fees and office premises to the Company for a fee of $1,500 per month, the right to which the President has agreed to assign to the Company until such a time as the Company closes on an Equity or Debt financing of not less than $750,000. The assigned rights are valued at $1,000 per month for rent and $500 for executive compensation. A total of $4,500$13,500 for donated management fees waswere charged to Shareholder Loan“Loan from Shareholder” for the period ended August 31, 2016.


June 1, 2015 through February 29, 2016

As of May 31,February 29, 2016, there are loans from the majority shareholder and related party totalling $38,236.These loans$33,736. They were made in order to assist in meeting general and administrative expenses. These advances are unsecured, due on demand and carry no interest or collateral.


5.  STOCKHOLDER'S EQUITY

On May 16, 2014, the Company authorized the issue of 4,000,000 shares of common stock at a par value of $0.0001 per share, to the President of the Company for total net proceeds of $4,000.

Between October 14 and 24, 2014, the Company authorized and issued 1,175,000 shares of common stock at $0.05 per share to various investors for net proceeds to the Company of $58,750.

On June 5, 2015, the Company decided to increase the authorized amount of common shares that can be issued from 70,000,000 to 500,000,000 with the same par value of $0.0001 per share. The Company also declared a Fifty (50) to One (1) forward stock split effective immediately.

At August 31, 2016, there are 500,000,000 shares of common stock at a par value of $0.0001 per share authorized and 258,792,500 issued and outstanding.

The 50-1 stock split has been shown retroactively.
11
BEMAX INC.
Notes to the Financial Statements
August 31, 2016



6. REVENUE RECOGNITION

The Company revenue recognition policy is on a sales-basis method. The Company recognizes and records revenue at the time of sales once payment has been received and disposable baby diapers are delivered to the buyer.

Pre-payment Policy: All sales to our customers will be solely on a pre-payment basis. Once the order is completed and payment is received, we will place an order with the North American supplier of disposable baby diapers and arrange shipping directly to our customers. The process is expected to take three weeks to complete. The pre-payment will be recorded as deferred revenue until the delivery is executed.

NOTE 75 CONVERTIBLE LOANS


On February 16, 2016, the Company issued a Convertible Promissory Note in favor of Crown Bridge Partners, LLC. The principleprincipal amount of the loan is $40,000 (forty thousand dollars) with an original issue discount of $4,000 (four thousand dollars) and carries an interest rate of 8% per annum. It becomes due and payable with accrued interest on February 16,22, 2017. Crown Bridge Partners LLC. havehas the option to convert the Note plus accrued interest into common shares of the Company, after 180 days. The conversion rate will be at a discount of 48% of the lowest average price for ten days prior to the actual date of conversion. The Company has the right to prepay any part of the loan plus accrued interest up to 90 days from the issue date, subject to a cash payment of the principal plus 130% interest and 91 days through 180 for a cash payment of the principal plus 150% interest. The Company cannot prepay any amount outstanding after 180 days.



On April 19, The company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $134,892 based on the Black Scholes Merton pricing model and a corresponding debt discount of $40,000 to be amortized utilizing the interest method of accretion over the term of the note. As of February 29, 2016, the Company issuedfair valued the derivative at $101,839 resulting in a Convertible Promissory Notegain on the change in favorthe fair value of Crown Bridge Partners, LLC. The principle amount$33,053. In addition, $1,424 of the loan is $30,000 (forty thousand dollars)debt discount has been amortized to interest expense.

NOTE 6 SUBSEQUENT EVENTS

In Accordance with an original issue discount of $3,500 (three thousand five hundred dollars) and carries an interest rate of 8% per annum. It becomes due and payable with accrued interest onSFAS 165 (ASC 855-10) management has reviewed events through April 19, 2017. Crown Bridge Partners LLC., has the option to convert the Note plus accrued interest into common shares of the Company, after 180 days. The conversion rate will be at a discount of 48% of the lowest average price for ten days prior to the actual date of conversion. The Company has the right to prepay any part of the loan plus accrued interest up to 90 days from the issue date, subject to a cash payment of the principal plus 130% interest and 91 days through 180 for a cash payment of the principal plus 150% interest. The Company cannot prepay any amount outstanding after 180 days.


On May 9, 2016, the Company issued a Convertible Redeemable Note in favor of Adar Bays, LLC. The principle amount of the loan is $30,000 (forty thousand dollars) and carries an interest rate of 8% per annum. It becomes due and payable with accrued interest on May 9, 2017.Eagle Equities LLC. Has the option to convert the Note plus accrued interest into common shares of the Company, at anytime. The conversion rate will be at a discount of 52% of the lowest average price for fifteen days prior to the actual date of conversion. The Company has the right to prepay any part of the loan plus accrued interest up to 90 days from the issue date, subject to a cash payment of the principal plus 130% interest and 91 days through 180 for a cash payment of the principal plus 150% interest. The Company cannot prepay any amount outstanding after 180 days.

On May 9, 2016, the Company issued a Convertible Redeemable Note in favor of Eagle Equities, LLC. The principle amount of the loan is $30,000 (forty thousand dollars) and carries an interest rate of 8% per annum. It becomes due and payable with accrued interest on May 9, 2017.Eagle Equities LLC. has the option to convert the Note plus accrued interest into common shares of the Company, at anytime. The conversion rate will be at a discount of 52% of the lowest average price for fifteen days prior to the actual date of conversion. The Company has the right to prepay any part of the loan plus accrued interest up to 90 days from the issue date, subject to a cash payment of the principal plus 130% interest and 91 days through 180 for a cash payment of the principal plus 150% interest. The Company cannot prepay any amount outstanding after 180 days.
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On May 10, 2016, the Company issued a Convertible Promissory Note in favor of Auctus Fund, LLC. The principle amount of the loan is $77,750 (seventy seven thousand, seven hundred and fifty dollars) with an original issue discount of $6,750 (six thousand, seven hundred and fifty dollars) and carries an interest rate of 8% per annum. It becomes due and payable with accrued interest on May 10, 2017.Auctus Fund LLC. has the option to convert the Note plus accrued interest into common shares of the Company, at anytime. The conversion rate will be at a discount of 52% of the lowest average price for ten days prior to the actual date of conversion. The Company has the right to prepay any part of the loan plus accrued interest up to 90 days from the issue date, subject to a cash payment of the principal plus 135% interest and 91 days through 120 for a cash payment of the principal plus 140% interest. From 121 through 150 days, prepaying the principle plus accrued interest plus 145% interest and day 151 through 180 days plus interest of 150%.The Company cannot prepay any amount outstanding after 180 days.

On June 2, 2016, the Company issued a Convertible Promissory Note in favor of JSJ Investments Inc. The principle amount of the loan is $55,000 (fifty five thousand dollars) with an original issue discount of $3,000 three thousand dollars) a payment of $2,000 (two thousand dollars)for the Note itself and it carries an interest rate of 8% per annum. It becomes due and payable with accrued interest on June 2, 2017. JSJ Investments, Inc. has the option to convert the Note plus accrued interest into common shares of the Company, at anytime. The conversion rate will be at a discount of 52% of the lowest average price for ten days prior to the actual date of conversion. The Company has the right to prepay any part of the loan plus accrued interest up to 90 days from the issue date, subject to a cash payment of the principal plus 135% interest and 91 days through 120 for a cash payment of the principal plus 140% interest. From 121 through 150 days, prepaying the principle plus accrued interest plus 145% interest and day 151 through 180 days plus interest of 150%.The Company cannot prepay any amount outstanding after 180 days.


On June 14, 2016, the Companydate these financials were available to be issued a Convertible Promissory Note in favor of Black Forest Capital LLC. The principle amount of the loan is $80,000 (eighty thousand dollars) with an original issue discount of $8,000 (eight thousand dollars) a payment of $2,000 (two thousand dollars)for the Note itself and it carries an interest rate of 8% per annum. It becomes due and payable with accrued interest on June 14, 2017. Black Forest Capital , LLC. has the option to convert the Note plus accrued interest into common shares of the Company, at anytime. The conversion rate will be at a discount of 52% of the lowest average price for ten days prior to the actual date of conversion. The Company has the right to prepay any part of the loan plus accrued interest up to 90 days from the issue date, subject to a cash payment of the principal plus 135% interest and 91 days through 120 for a cash payment of the principal plus 140% interest. From 121 through 150 days, prepaying the principle plus accrued interest plus 145% interest and day 151 through 180 days plus interest of 150%.The Company cannot prepay any amount outstanding after 180 days.


On July 14, 2016, the Company repaid the Convertible Loan of $40,000 principle plus interest and fees to Crown Bridge Partners for the loan to the Company of February 16, 2016. Including the principle, the Company paid a total of $62, 271.23.

 As of August 31, 2016, the outstanding balance of Convertible Loans is $302,750.

8. SUBSEQUENT EVENTS

The Company has evaluated all events and transactions that occurred after August 31, 2016 up through the date these financial statements were available for issuance. It has beenwas determined that there is nothing furtherare none to report.
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report

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Forward Looking Statements

This report on Form 10-Q contains certain forward-looking statements. All statements other than statements of historical fact are "forward-looking statements" for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.

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Business Overview

Bemax Inc. is new Nevada –based company focusing on the distribution of disposable baby diapers made in North America and Asia by quality producers to wholesalers and retailers in Europe and the emerging markets. We are a development stage corporation and have generated or realized minimal revenues from our business operations.


Liquidity and Capital Resources

Cash Flows

   Three Months    Three Months  
   Ended    Ended  
   August 31, 2016    August 31, 2015  
   $    $  
Net Cash Provided By (Used In) Operating Activities  (8.00)  93,476 
Net Cash Used by Investing Activities  -   (500)
Net Cash Provided By (Used In) Financing Activities  (8.00)  58,750 
CASH AT BEGINNING OF PERIOD  58,137   4,000 
CASH AT END OF PERIOD  115,730   155,726 

    Three Months    Three Months 
    Ended    Ended 
    February 29, 2016    February 28, 2015 
    $   $  
         
Net Cash Provided By (Used In) Operating Activities  27,174  93,476 
Net Cash Used by Investing Activities  -   (500)
Net Cash Provided By (Used In) Financing Activities  4   58,750 
CASH AT BEGINNING OF PERIOD  58,137   4,000 
CASH AT END OF PERIOD  85,316   155,726 

Through May 31,February 29, 2016, the Company's operations has increasedCompany’s revenue is 206,100 compared to $100,000 of same period of last year with $92,122 in revenues.

ended February 28, 2015.

We currently have minimal cash reserves. To date, the Company has covered operating deficits primarily through loans from the sole director and third party convertible note of $302,750.$40,000. Accordingly, our ability to pursue our plan of operations is contingent on our being able to obtain funding for the development, marketing and commercialization of our products and services. However, as a result of its lack of operating success, the Company may not be able to raise additional funding to cover operating deficits.


The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has accumulated deficit of $97,647$511,279 since inception (November 28, 2012) to the period ended August 31,February 29, 2016 and is dependent on its ability to raise capital from shareholders or other sources to sustain operations. However, these conditions raise substantial doubt about the Company's ability to continue as a going concern.

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The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Management's Fiscal Quarter Report on Internal Control over Financial Reporting.


Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Our internal control system was designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes, in accordance with generally accepted accounting principles in the United States of America. Our internal control

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over financial reporting includes those policies and procedures that (i) pertain to the maintenance records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.


Because of inherent limitations, a system of 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 controls may become inadequate due to change in conditions, or that the degree of compliance with the policies or procedures may deteriorate.


Results of Operations for the Period Ended August 31,February 29, 2016


Revenue


Revenue for the period ended August 31,February 29, 2016, and August 31,February 28, 2015 were $92,122$206,100 and $0$100,000 respectively.


Accounts Receivable

Operating Expense

The total operating expense for the periodthree months ended August 31,February 29, 2016 is $372,622$13,859 compared to $407,722 for same period ended August 31, 2015.


Deferred Revenue

Deferred revenue$20,130 for the periodthree months ended August 31, 2016 and August 31, 2015 remain unchanged at $507,722. Management anticipate deferred revenue will be recognized within the next six months.

NetFebruary 28, 2015. The decrease is due to reduction in administrative expenses

Total Non-Operating Income (Loss)


For the period ended August 31,February 29, 2016, the Company generategenerated net income loss of $97,647$1,856 and incurred net losses of $10,113$0 for same period ended August 31,February 28, 2015.



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The increase is due interest expense and fees on loan.

Expenses

Our total expenses for the period ended August 31,February 29, 2016 were $51,214$18,379 which consisted of general and administrative expenses.


expenses

Inflation

The amounts presented in the financial statements do not provide for the effect of inflation on our operations or financial position. The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.

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Off-Balance Sheet Arrangements

As of August 31,February 29, 2016, we had no off balance sheet transactions that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK


Not applicable.


ITEM 4. CONTROLS AND PROCEDURES


We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the "Exchange Act"), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and that such information is accumulated and communicated to our sole officer, as appropriate to allow timely decisions regarding required disclosure. We carried out an evaluation, under the supervision

and with the participation of our sole officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of February 29, 2016.


Based on the evaluation of these disclosure controls and procedures, our Chief Executive and Chief Financial Officer concluded that as of the end of the periods covered by this report, we have identified the following material weakness of our internal controls: Lack of sufficient accounting staff which results in a lack of segregation of duties necessary for a good system of internal control.


There were no changes in our internal control or in other factors during the last fiscal quarter covered by this report that have materially affected, or are likely to materially affect the Company's internal control over financial reporting.



PART II – OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS

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Management is not aware of any legal proceedings contemplated by any governmental authority or any other party against us. None of our directors, officers or affiliates are (i) a party adverse to us in any legal proceedings, or (ii) have an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings that have been threatened against us.


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

None.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.


ITEM 4. MINE SAFETY DISCLOSURES

N/A.

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N/A.


ITEM 5. OTHER INFORMATION

None.


ITEM 6. EXHIBITS


Exhibits:


31.1 Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a)

or 15d-14(a).


31.2 Certification of Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a)

or 15d-14(a).


32.1 Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d- 14(b) and 18

U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.



SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the Registrant has duly caused this Quarterly Report to be signed on its behalf by the undersigned thereunto duly authorized.

BEMAX INC.
Dated: July 27, 2017By: /s/ Taiwo Aimasiko
________________________________
Taiwo Aimasiko, President and
Chief Executive Officer
Dated: July 27, 2017By: /s/ Taiwo Aimasiko
_________________________________
Taiwo Aimasiko, Chief Financial Office

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                                                                 BEMAX INC.

Dated: September 30, 2016                    By: /s/ Taiwo Aimasiko
                                                               ________________________________
                                                               Taiwo Aimasiko, President and
                                                               Chief Executive Officer


Dated: September 30, 2016                    By: /s/ Taiwo Aimasiko
                                                             _________________________________
                                                             Taiwo Aimasiko, Chief Financial Office


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