ABLEAUCTIONS.COM, INC.


CONSOLIDATED FINANCIAL STATEMENTS


JUNE 30, 2007















ABLEAUCTIONS.COM, INC.

CONSOLIDATED BALANCE SHEET

(Unaudited)


 

JUNE 30

DECEMBER 31

 

2007

2006

ASSETS



Current

 

 

Cash and cash equivalents

 $            324,736 

 $            1,004,558 

Accounts receivable – trade, net of allowance

 1,758,636 

 1,436,764 

Loans receivable (Note 2)

 4,205,988 

 4,092,852 

Inventory

 832,647 

 860,643 

Prepaid expenses

 146,685 

 47,849 

Notes receivable

 1,931 

 

 7,268,692 

 7,444,597 

 

 

 

Other receivable

 165,661 

 99,961 

Deposits (Note 4b)

 462,386 

Intangible Assets (Note 5)

 417,200 

 430,534 

Property and Equipment

 3,039,529 

 2,857,322 

Property Held for Development (Note 4)

 3,288,393 

 1,455,031 

Investment in Joint Venture (Note 6)

 1,361,613 

 1,237,269 

 

 

 

 

 $       16,003,474 

 $          13,524,714 

 

 

 

LIABILITIES

 

 

Current

 

 

Accounts payable and accrued liabilities

 $              46,673 

$                 85,788 

Deferred revenue

19,706 

             - 

Bank loan (Note 8)

1,257,744 

548,694 

 

 1,324,123 

634,482 

 

 

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

Capital Stock (Note 9)

 

 

Authorized:

 

 

 100,000,000 common shares with a par value of $0.001

 

 

Issued and outstanding:

 

 

65,348,009 common shares at June 30, 2007

 

 

62,406,834 common shares at December 31, 2006

 65,348 

 62,406 

Additional paid-in capital

 37,865,636 

 37,319,119 

 

 

 

Deficit

 (24,478,026)

 (24,687,597)

Accumulated Other Comprehensive Income

 1,226,393 

 196,304 

 

 14,679,351 

 12,890,232 

Contingent Liabilities (Note 7)

 

 

 

 $       16,003,474 

 $          13,524,714 



 ABLEAUCTIONS.COM, INC.

CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited)


 

 

3 MONTHS ENDED

JUNE 30

 

6 MONTHS ENDED

JUNE 30

 

2007

2006

2007

2006

 

 

 

 

 

Revenues

 

 

 

 

Sales

$         1,833,973 

$     1,802,774 

 $        2,848,884 

 $  3,841,926 

 

 

 

 

 

Cost Of Revenues

963,737 

1,159,441 

 1,503,828 

 2,489,207 

Gross Profit

870,236 

643,333 

 1,345,056 

 1,352,719 

 

 

 

 

 

Expenses

 

 

 

 

Operating expenses  (Note 11)

777,354 

721,966 

 1,311,868 

 1,411,035 

Depreciation and amortization

31,909 

46,279 

 71,291 

 91,872 

 

809,263 

768,245 

 1,383,159 

 1,502,907 

Income (Loss) Before Other Items

60,973 

(124,912)

 (38,103)

 (150,188)

 

 

 

 

 

Other Items

 

 

 

 


      Investment income

126,621 

164,257 

 239,964 

 303,712 

      Foreign exchange gain

425 

 

 425 

Share of net income of joint venture (Note 6)

1,979 

 7,710 

Gain on sale of property held for development

 

 26,131 

 

128,600 

164,682 

 247,674 

 330,268 

 

 

 

 

 

Income (Loss) From Continuing Operations

189,573 

39,770 

 209,571 

 180,080 

 

 

 

 

 

Income (Loss) For The Period

$            189,573 

$          39,770 

 $            209,571 

 $      180,080 

 

 

 

 

 

Basic And Diluted Income (Loss) Per Share

 

 

 

 

Income (Loss) from continuing operations

$                0.003 

$            0.001 

$                0.003 

$          0.003 

Income (Loss) for the period

$                0.003 

$            0.001 

$                0.003 

$          0.003 

 

 

 

 

 

Weighted Average Number Of Shares Outstanding

64,927,841 

62,406,834 

 63,674,302 

 62,406,834 






ABLEAUCTIONS.COM, INC.

CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited)


 

6 MONTHS ENDED JUNE 30

 

2007

2006

 



Cash Flows From Operating Activities

 

 

Income (Loss) for the period from continuing operations

 $              209,571 

$          180,080 

Non-cash items included in net Income (loss):

 

 

Depreciation and amortization

 71,291 

91,872 

Stock based compensation (Note 9)

 21,224 

Joint Venture Income

 (7,710)

Gain on sale of property held for development

(26,131)

 

 294,376 

245,821 

Changes in operating working capital items:

 

 

Decrease (Increase) in accounts receivable

 (321,872)

(83,321)

Decrease (Increase) in inventory

 27,996 

306,387 

Decrease (Increase) in prepaid expenses

 (98,836)

184,366 

Increase (Decrease) in accounts payable and accrued liabilities

 (39,115)

33,540 

       Increase (Decrease) in deferred revenue

 19,706 

14,876 

Net cash used in (from) operating activities

 (117,745)

701,669 

 

 

 

Cash Flows From Investing Activities

 

 

Purchase of property and equipment, net

 (240,164)

(125,442)

Purchase of property held for development

 (1,833,362)

(76,724)

Proceeds from sale of property held for development

322,134 

Increase in deposits

(179,179)

Sale of marketable securities

1,598,729 

Loan advances

 (1,268,838)

(1,658,641)

Loan repayment

 1,155,702 

Investment in intangible assets

(57,069)

Investment in joint venture

 (116,634)

Other receivables

 (65,700)

Deposits

 (462,386)

Note receivable

 1,931 

3,152 

      Net cash from (used in) Investing Activities

 (2,829,451)

(173,040)

 

 

 

Cash Flows From Financing Activities

 

 

      Proceed from Bank Loan

1,257,744 

 

Repayment of Bank Loan

(548,694)

(1,395,349)

      Proceeds from issuance of capital stock, net

 528,235 

      Net cash from (used in) financing activities

 1,237,285 

(1,395,349)

 

 

 

Change In Cash And Cash Equivalents For The Period

 (1,709,911)

(866,720)

Cash And Cash Equivalents, Beginning Of Period

 1,004,558 

955,554 

Effect Of Exchange Rates On Cash

 1,030,089 

334,908 

 

 

 

Cash And Cash Equivalents, End Of Period

 $           324,736 

$       423,742 







ABLEAUCTIONS.COM, INC.


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


JUNE 30, 2007

(Unaudited)


1.

BUSINESS AND BASIS OF ORGANIZATION


Ableauctions.com, Inc. (the 'Company') was organized on September 30, 1996, under the laws of the State of Florida, as J.B. Financial Services, Inc.  On July 19, 1999, an Article of Amendment was filed with the State of Florida to change the Company's name from J.B. Financial Services, Inc. to Ableauctions.com, Inc.


The Company provides services to businesses to assist with managing merchandise.  Through its subsidiary, Unlimited Closeouts, Inc., it provides liquidation services to businesses with overstock.  Through its subsidiary ICollector.com Technologies Ltd., it provides auction broadcast technology and facilitator services that allow businesses to take advantage of the on-line auction marketplace.  Through its subsidiary, Rapidfusion Technologies, Inc., it develops and sells point-of-sale software.  Through Ableauctions.com Inc., it manages an investment portfolio.  Through Axion Investment Corp. (“Axion”), it manages various types of investments.  Through Gruv Development Corporation and 0716590 B.C. Ltd., it engages in real estate development.  


The Company's operating subsidiaries are:


Ableauctions.com (Washington) Inc., a U.S. based auction business.

Rapidfusion Technologies Inc., a Canadian based Internet auction business.

Icollector.Com Technologies Ltd., a Canadian based Internet auction facility.

Jarvis Industries Ltd., a Canadian based liquidation business

ICollector International, Ltd., a U.S. based Internet auction business

Unlimited Closeouts, Inc., a U.S. based liquidation business.

Axion Investment Corp., a Canadian based investment business.  

Itrustee.Com International, Ltd. a U.S. based liquidation business.

0716590 B.C.

Ltd., a Canadian based real estate holding company

Gruv Development Corporation, a Canadian based real estate development company

AAC Holdings Ltd., a Canadian-based holding company (incorporated on April 24, 2007)


The unaudited consolidated financial statements of the Company at June 30, 2007 include the accounts of the Company and its wholly-owned subsidiaries, and reflect all adjustments (consisting only of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial position and operating results for the interim period.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in these interim statements under the rules and regulations of the Securities and Exchange Commission (“SEC”).  Accounting policies used in fiscal 2007 are consistent with those used in fiscal 2006.  The results of operations for the six month period ended June 30, 2007 are not necessarily indicative of the results for the entire fisca l year ending December 31, 2007. These interim financial statements should be read in conjunction with the financial statements for the fiscal year ended December 31, 2006 and the notes thereto included in the Company’s Form 10KSB filed with the SEC on March 31, 2007.  The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States.








2.

LOANS RECEIVABLE

 

June 30,

2007

December 31, 2006

i) Loan advanced on October 15, 2005 in the amount of $115,000 CAN, bears interest at 10% per annum (receivable at $1,045 CAN per month), with the principal due for repayment on October 15, 2006, and secured by a mortgage on the property of the borrower.  The loan was subsequently renewed under the same terms and is due for repayment on October 14, 2007.

 107,940 

 98,679 

 

 

 

ii) Loan advanced on October 17, 2005 in the amount of $2,200,000 CAN, bears interest at 9.75% per annum (receivable at $17,875 CAN per month), with the principal due for repayment on October 17, 2006, and secured by a mortgage on the property of the borrower and personal guarantees.  The loan was not repaid on the due date and the Company applied for an Order Nisi which was granted on July 9, 2007.  The loan was subsequently repaid on August 8, 2007.  

 2,064,952 

 1,887,763 

 

 

 

iii) Loan advanced in the amount of $230,000 CAN, bears interest at 10% per annum (receivable at $1,917 CAN per month), with the principal due for repayment on April 4, 2007.  The loan was subsequently renewed under the same terms and is due for repayment on Jan 1, 2008.  The loan is secured by a mortgage on the property of the borrower and a General Security Agreement.   

 215,880 

 197,357 

 

 

 

iv) Loan advanced in the amount of $55,000 CAN, bears interest at 10% per annum (receivable at $458 CAN per month), with the principal due for repayment on February 9, 2008, and secured by a mortgage on the property of the borrower and a personal guarantee of the borrower.  

 51,624 

 47,194 

 

 

 

v) Loan advanced in the amount of $603,750 CAN, bears interest at 11% per annum (receivable at $5,534 CAN per month), with the principal due for repayment on April 22, 2007, and secured by a mortgage on the property of the borrower.  The loan was repaid on February 22, 2007.

 

 518,062 

 

 

 

vi) Loan advanced in the amount of $237,000 CAN, bears interest at 11% per annum (receivable at $1,975 CAN per month), with the principal due for repayment on May 27, 2007, and secured by a mortgage on the property of the borrower.  The loan was subsequently renewed under the same terms and is due for repayment on Aug 30, 2007.

 222,451 

 203,364 

 

 

 

vii) Loan advanced in the amount of $179,060 CAN, bears interest at 11% per annum (receivable at $1,492 CAN per month), with the principal due for repayment on May 1, 2008, and secured by a mortgage on the property of the borrower.  

 168,068 

 153,647 

 

 

 

viii) Loan advanced in the amount of $1,150,000 CAN, bears interest at 10.5% per annum (receivable at $10,063 CAN per month), with the principal due for repayment on October 13, 2007 and secured by a mortgage on the property of the borrower and personal guarantees of the shareholders of the borrower.  The loan was repaid on May 9, 2007.

 

 986,786 

 

 

 

 

 

 

ix) Loan advanced in the amount of $140,000 CAN, bears interest at 15% per annum (receivable at $1,750 CAN per month), with the principal due for repayment on February 28, 2008, and secured by a mortgage on the property of the borrower.  

 131,405 

 

 

 

x) Loan advanced in the amount of $200,000 CAN, bears interest at 15% per annum (receivable at $2,500 CAN per month), with the principal due for repayment on February 28, 2008, and secured by a mortgage on the property of the borrower.  The loan was subsequently repaid on July 12, 2007.


 187,722 

xi) Loan advanced in the amount of $1,125,000 CAN, bears interest at 12% per annum (receivable at $11,500 CAN per month), with the principal due for repayment on February 15, 2008 and secured by a mortgage on the property of the borrower and personal guarantees of the shareholders of the borrower.  

 1,055,946 

 

 

 

 

 

 $ 4,205,988 

 $    4,092,852 



3.   RELATED PARTY TRANSACTIONS


a)

During the six month period ended June 30, 2007, the Company incurred $78,000 (2006: $78,000) in management fees to a director of the Company.


b)

During the six month period ended June 30, 2007, the Company incurred rent expense of $ 14,867 (2006: $ Nil) to a private company owned by the wife of the Company’s president.  Subsequently, on July 31, 2007, pursuant to the sale of the property, the rental agreement was reassigned to an unrelated company, 796257 BC Ltd.


4.   PROPERTY HELD FOR DEVELOPMENT


a)

On May 4, 2005, the Company, through its wholly owned subsidiary 0723074 B.C. Ltd., purchased a single dwelling house for the purpose of rental income located at 1880 Coleman Avenue in Coquitlam, British Columbia.  The purchase price was $242,411 and was paid in cash.


On March 2, 2006, the Company, through its wholly owned subsidiary, 0723074 B.C. Ltd., completed the sale of the property.  The sale price of the property was $388,608 in cash. The sale price was negotiated between the Company and the buyers, Michael and Agnes Piotrowski. Mr. Piotrowski is employed by the Company.


During the period of the Company's ownership of the property, it invested approximately $25,000 in improvements.  In consideration of the purchase, the Company agreed to provide an additional $61,824 to the Purchaser to complete the improvements.  The Company also advanced a loan to the buyers in the amount of $55,000 (CAN) for a term of 1 year, bearing an interest rate of 10% per annum.  Interest is receivable monthly, with the principal due for repayment on February 9, 2008.  The loan is secured by the personal guarantee of the borrowers and a mortgage on the property.


b)

On August 3, 2005, the Company entered into a Contract of Purchase and Sale (the “Agreement”) for property located at 9655 King George Highway, Surrey, British Columbia V3T 2V3 (the “Property”).  The Agreement was subject to the Company’s satisfactory investigation of the development potential of the Property.  This investigation was completed on August 9, 2005, at which time the Company released to the seller, Imara Venture Ltd. (the “Seller”), a down payment of $41,195 to be credited against a total purchase price of $1,270,000.  The remaining balance was paid in cash on August 15, 2005.  The purchase price was negotiated between the Company and the Seller, who are not related to each other.  


        The Company, through Axion, intends to develop the vacant land purchased consisting of approximately 1.46 acres that is zoned for mixed commercial and residential use located in Surrey, British Columbia.  The Company intends to develop the property by improving it with a retail facility of approximately 4,300 square feet and with a residential complex of approximately 80,000 square feet which will consist of 111 condominiums (the “Development”).  The Company estimates that the total cost to develop the property will be approximately $17.2 million, which includes land, soft costs, construction and financing.  The Company’s wholly-owned subsidiary, Gruv Development Corporation (formerly known as 0723074 B.C. Ltd.), will develop this project.


On March 16, 2007, the Company filed a disclosure statement with the Superintendent of Real Estate under the Real Estate Development Marketing Act of British Columbia to pre-sell the units.  The Company engaged the services of Platinum Project Marketing Group and Macdonald Realty Ltd. to market the strata lots and, by May 9, 2007, the Company had entered into agreements to pre-sell 100% of the condominiums prior to construction.  The Company has placed approximately $2.14 million in deposits into a trust account with Macdonald Realty Ltd.  If the Company is successful in selling all of the condominiums, it expects to receive sale proceeds of approximately $22.4 million.


The Company has advanced performance bonds for service and work totaling $462,386 to the City of Surrey, as commitment for the project.  On satisfactory completion of the intended service and work, the City of Surrey will refund the deposits to the Company.



5.

INTANGIBLE ASSETS


On June 1, 2005, the Company made a cash payment in the amount of $100,000 to an unrelated third party as consideration for exclusive rights relating to that party’s auction services.  The cost is amortized on a straight-line basis over ten years.


      During the 2007 and 2006 periods, the Company incurred development costs to enhance the current on-line auction technology.  These costs include fees paid to programmers to develop the systems, software and processes related to the enhancement.  The Company has completed the final stage in July 2007, and it will start to amortize the costs over the estimated useful life of the technology of three years beginning in July 2007.


6.   INVESTMENT IN JOINT VENTURE

 

On July 14, 2006 Axion Investment Corp. (“Axion”), a wholly-owned subsidiary of the Company, entered into a Joint Venture Agreement (the “Agreement”) with two unrelated parties, Can-Italia Industries (“Can-Italia”) and 449991 B.C. Ltd. (“449991”), to form a joint venture for the purpose of purchasing two vacant lots located in Langley, B.C. for development (the “Project”).  On July 28, 2006, Axion entered into a supplemental agreement with these two parties in respect to an arrangement for a bank loan to fund the purchase price and related expenses of acquiring the properties in the Project.


Pursuant to the Agreement, a new company, Township Holdings Ltd. (“THL”), has been formed and is jointly owned by the venturers.  All expenses incurred and all profits earned by THL in conjunction with the Project are to be allocated in equal shares among Axion and the two unrelated parties.  The initial deposit was provided by Axion and 449991 BC Ltd.  The total purchase price of the property to be developed was $3,096,172.  During the 2006 year, Axion paid its share of the investment in the amount of $1,290,072.  


Pursuant to the agreement of July 28, 2006, Axion was to advance a loan to one of the unrelated parties to pay for its portion of the purchase price.  During the 2006 year, Axion advanced a loan in the amount of $516,028 to two shareholders of this party for a one year term, bearing interest rate at 10% per annum.  The loan was repaid during the 2006 year.


On March 13, 2007, Axion authorized  Envision Credit Union (“ECU”) to make a demand loan to THL in the amount of $1.4 million (CAN) for the benefit of the other two shareholders, Can-Italia and 449991 (the “Loan”).  The parties have acknowledged that the Loan is for the sole benefit of 449991 and Can-Italia and have agreed that none of THL, Axion or the president of the Company will have responsibility for payments of the Loan and that THL, Axion and the president will be fully indemnified for any expenses or payments they become liable for thereunder.  In exchange for the Loan, ECU received a promissory note from THL requiring the payment of interest only at the rate of prime plus 1% per annum until ECU demands payment of the principal, a mortgage against the Property and a security interest in the personal property of THL.  ECU also required Axion and t he president of the Company to enter into a Debt Service Agreement.


Pursuant to the Debt Service Agreement, the president and Axion agree that they will be responsible for the monthly interest payments required by the promissory note in the event that 449991 and Can-Italia fail to make the payments as required.  


If 449991 and Can-Italia default on the loan obligation to ECU, Axion will be entitled, but not obligated, to purchase the shares of stock in THL that are owned by the responsible parties at a price discount to market.  If Axion exercises its right to purchase the stock owned by the responsible parties, then it will have no further recourse against 449991 and Can-Italia for payment of the Loan.  If Axion does not exercise its right to purchase the stock owned by the responsible parties, then the responsible parties agree that they shall indemnify and hold the president, Axion and THL harmless from and against any amounts that they or any of them may pay in order to bring the Loan into good standing or to prevent ECU from foreclosing on its security, including, without limiting the generality of the foregoing, any payments of principal, interest, and legal fees made by Axion, the presi dent or THL.





7.

 CONTINGENT LIABILITIES


a)

The Company is ordinarily involved in claims and lawsuits which arise in the normal     course of business.  Except as disclosed below, in management’s opinion none of these claims will have a significant effect on the Company’s financial condition.


b)

The Company is a defendant in several legal actions commenced by certain trade   creditors of one of its wholly-owned US subsidiaries.  The ultimate liability, if any, arising from this action is not expected to exceed $20,000 and will be recorded at the time of that determination, if necessary


c)

Ableauctions.com Inc. is acting as a trustee for certain employees’ investment accounts. The Company is responsible for any losses, but share s on an equal basis any gains. The principal amount of the fund at June 30, 2007 is $94,774.


8.

BANK LOAN


On October 11, 2006, the Company arranged for a credit facility in the amount of $1,785,714 ($2,000,000 CAN) (the “Credit Facility”) from the Royal Bank of Canada (the “Bank”).  The Credit Facility bore interest at the prime rate as announced by the Bank, plus 0.50% per year.  Blended payments of interest and principal in the amount of $14,914 CAN are due each month.  Principal is due to be paid in full on the last day of a two to five year term chosen by the Company on the date of a draw down.  Repayment of the Credit Facility is secured by a mortgage, which includes an assignment of rents, against the property where the Company’s head office is located and a guarantee and postponement of claim signed by the Company in favor of the Bank. As of June 30, 2007, the amount of the loan was $1,257,744.  



9.

CAPITAL STOCK


Issuance of Capital Stock

On April 9, 2007, the President and director of the Company entered into a Securities Purchase Agreement with the Company pursuant to which he purchased units consisting of one share of common stock and warrants to purchase three shares of common stock, at a price of $0.20 per unit.  The President purchased a total of 2,941,175 units, representing 2,941,175 shares of common stock and warrants to purchase additional 8,823,525 shares, for a total purchase price of $588,235.  Share issuance costs totalling $60,000 were incurred by the Company.  The warrants have an exercise price of $0.20, a term of 10 years and will expire, if not exercised, on April 9, 2017.



Stock-based Compensation

During the 2007 period, the Company issued options to consultants to acquire 250,000 common shares of the Company at an exercise price of $0.30 per share, exercisable for a period of 2 years.  The estimated fair value of these options, totalling $10,000 is recognized in the statement of operations.    


The Company also recognized an expense of $11,224 in respect to stock options granted in the 2006 year, which are vested as of June 30, 2007.

.  

10.

SUBSEQUENT EVENTS


a)  On July 30, 2007, the Company announced that it had obtained a development permit from the City of Surrey and a credit facility from the Royal Bank of Canada for the development of its proposed condominium project in Surrey as described in Note 4(b).  The amount of the credit facility is $11.7 million.  Under the terms of the credit facility issued by the Royal Bank of Canada, the borrower, Axion Investment Corporation is required to spend approximately $3.92 million on the project.  As of July 30, 2007, it had spent approximately $3.5 million.  The credit facility is secured by guarantees from Axion Investment Corporation and Ableauctions.com Inc., by a general security agreement over all assets of Axion Investment Corporation and by the property.  The advances will accrue interest at the rate of prime plus .50% per annum.


The credit facility is conditioned upon a number of requirements, including appraisal of the project, an environmental report, a soils report, confirmation of permits and approvals, engagement of a project monitor, schedule of pre-sales contracts, insurance, fixed price contracts for at least 80% of the project hard construction costs, and other requirements that the bank may reasonably require.


The estimated date for issuance of the building permit from the City of Surrey and the start of construction is August 15, 2007.  The estimated date of completion is March 15, 2009.


If the Development is suspended for any reason, including but not limited to the Company’s inability to obtain financing or permits, the Company will not be able to recover all of its expenses.  There can be no assurance that the development will be successful or that developing the property in this manner will increase, or even maintain, its value.


  b)   On July 23, 2007, the Company announced that it will be initiating a stock purchase program beginning immediately.  The purchases will occur from time to time at the Company’s discretion, with the Company’s currently available cash reserves.  No specific number of shares or dollar value has been established by the Company.









11.  OPERATING EXPENSES



 

3 MONTHS ENDED

JUNE 30

6 MONTHS ENDED

JUNE 30

 

2007

2006

2007

2006

 

 

 



Operating Expenses

 

 



Accounting and legal

 $          51,465 

 $       62,070 

 $         56,270 

 $     132,977 

Advertising and promotion

 15,360 

 32,357 

 28,804 

 52,675 

      Automobile

 4,081 

 2,904 

 4,677 

 4,150 

      Bad debts

 30,583 

  - 

32,503 

(21,654)

Commission

 218,411 

 239,574 

 320,332 

 556,325 

      Interest expense

 20,270 

 35,321 

 17,674 

      Insurance

 6,973 

 6,103 

 18,604 

 10,278 

      Investor relations and

 shareholder information

 28,769 

 9,752 

 46,300 

 9,752 

      Management fees

 39,000 

 39,027 

 78,000 

 78,000 

      Office and administration

 22,101 

 25,755 

 47,765 

 53,130 

      Rent, utilities, and property tax

 31,103 

 21,570 

 48,995 

 29,366 

      Repairs and maintenance

 13,108 

 8,190 

 26,241 

 9,223 

      Salaries and benefits

 245,816 

 211,448 

 477,029 

 365,905 

      Telephone

 10,236 

 20,513 

 20,674 

 31,630 

      Travel

 17,776 

 24,899 

 23,449 

 48,743 

      Website Maintenance

 22,302 

 17,804 

 46,904 

 32,861 


Total operating expenses

 777,354 

 721,966 

 1,311,868 

 1,411,035 

 

 

 









EX-32 2 exhibit32.htm EXHIBIT 32 Exhibit 32

Exhibit 32


CERTIFICATION OF OFFICERS

OF ABLEAUCTIONS.COM, INC.

PURSUANT TO 18 USC § 1350




Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code) the undersigned officer of Ableauctions.com, Inc. (the “Company”) does hereby certify, to such officer’s knowledge, that:


The quarterly report on Form 10-QSB for the quarter ended June 30, 2007 of the Company fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 10-QSB fairly presents, in all material respects, the financial condition and results of operations of the Company.


Dated:  August 10, 2007



/s/ Abdul Ladha

__________________________________

Abdul Ladha, President

and Chief Executive Officer and Chief Financial Officer







EX-31 3 exhibit31.htm EXHIBIT 31 Exhibit 31

Exhibit 31

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO RULES 13a-14a AND 15d-14a

OF THE SECURITIES EXCHANGE ACT OF 1934


I, Abdul Ladha certify that:


I have reviewed this quarterly report on Form 10-QSB of Ableauctions.com, Inc.


Based on my knowledge, this 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 report.


Based on my knowledge, the financial statements and other financial information included in this 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 presented in this report.


I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have:


(a)

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


(b)

evaluated the effectiveness of the small business issuer’s disclosure controls and procedures and presented in this report my 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 financial 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 internal control over financial reporting; and


I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the small business issuer’s auditors and to the audit committee of the board of directors (or persons fulfilling the equivalent function):


(i)

all significant deficiencies 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


(ii)

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




Dated:  August 10, 2007



/s/ Abdul Ladha

______________________________________

Abdul Ladha,

Chief Executive Officer and Chief Financial Officer





EX-1 4 form10qsbbody.htm FINANCIAL STATEMENTS FOR QUARTER ENDED JUNE 30, 2007 SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

------------------------------------------

FORM 10-QSB


(Mark One)

             |X|

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


For the quarterly period ended June 30, 2007


OR


             |_|

TRANSITION REPORT PURSUANT TO SECTION 13 OR  15(d)  OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from ________________ to __________________.


Commission file number 0-28179


ABLEAUCTIONS.COM, INC.

(Exact name of small business issuer in its charter)


Florida

59-3404233

-------------------------------

---------------------------

(State or other jurisdiction of

(I.R.S. Employer Identification No.)

incorporation or organization)


Suite 200 - 1963 Lougheed Highway

Coquitlam, British Columbia

V3K-3T8

(Address of principal executive offices)


(604) 521-3369

(Registrant’s Telephone Number, Including Area Code)


Indicate by check mark whether the  registrant:  (1) has filed all reports required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934  during  the  preceding  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. Yes [X]  No [ ]


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


The number of outstanding common shares, $ .001 par value, of the registrant at August 10, 2007 was 65,348,009


Transitional Small Business Disclosure Format (Check one):  Yes [  ]; No [x]



ITEM 2:  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS


CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS


Certain information contained herein constitutes “forward-looking statements,” including without limitation statements relating to goals, plans and projections regarding the Company’s financial position and the Company’s business strategy.  The words or phrases “would be,” “will allow,” “intends to,” “may result,” “are expected to,” “will continue,” “anticipates,” “expects,” “estimate,” “project,” “indicate,” “could,” “potentially,” “should,” “believe,” “considers” or similar expressions are intended to identify “forward-looking statements”, as well as all projections of future results of operations or earnings.  Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results or achievements of the registrant to be materially different from any future results or achievements expressed or implied by such forward-looking statements.  Such factors include, but are not limited to, the following:  risks related to technological change; the loss of the registrant’s key personnel; the registrant’s dependence on marketing relationships with auction houses, third party suppliers and strategic partners such as eBay; the registrant’s ability to protect its intellectual property rights; government regulation of Internet commerce and the auction industry; dependence on continued growth in use of the Internet; capacity and systems disruptions; uncertainty regarding infringing intellectual property rights of others, risks over which the registrant has no control, such as a general downturn in the economy which may adversely affect the value of real property and impact discretionary spending by consumers, and the other risks and uncertainties described in this re port.


We do not undertake any responsibility to release publicly any revisions to these forward-looking statements to take into account events or circumstances that occur after the date of this filing.  Additionally, we do not undertake any responsibility to update you on the occurrence of any unanticipated events that may cause actual results to differ from those expressed or implied by the forward-looking statements contained in this filing.  Please read carefully the risk factors disclosed in this report and in other filings we make with the Securities and Exchange Commission.


Overview

Management’s discussion and analysis of results of operations and financial condition are based upon our financial statements.  These statements have been prepared in accordance with accounting principles generally accepted in the United States of America.  These principles require management to make certain estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities.  On an on-going basis, we evaluate our estimates based on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.  Actual results may differ from these estimates under different assumptions or conditions.

The following discussion of our results of operations should be read in conjunction with our audited consolidated financial statements and the related notes for the year ended December 31, 2006 contained in our Annual Report on Form 10-KSB filed with the Securities and Exchange Commission on March 31, 2007.


Overview


We provide liquidation and merchandizing services to businesses to assist them with managing the sale of their products.  Through our subsidiary, Unlimited Closeouts, Inc., we provide liquidation services to businesses with overstock.  Through our subsidiary iCollector.com Technologies Ltd., we provide auction broadcast technology and facilitator services that allow businesses to take advantage of the on-line auction marketplace.  Through our subsidiary, Rapidfusion Technologies, Inc., we develop and sell point-of-sale software.  We manage our cash investments through Ableauctions.com, Inc. and, during 2006 we expanded our business through our subsidiary, Axion Investment Corporation (which was formerly known as Stanford Development Corporation).  Axion Investment Corporation manages our real property and loans to third parties.  We have included information in the discussion below about our websites.  Information included on our websites is not a part of this report.


Liquidation Services - We sell merchandise through our Unlimited Closeouts and Ableauctions’ liquidation stores located in California and British Columbia and through auctions we conduct in the United States and Canada.  We also generate revenues by providing inventory brokerage services at unlimitedcloseouts.com and unlimitedcloseouts.ca (www.unlimitedcloseouts.com).


Auction Broadcast Services – We broadcast business and industrial auctions over the Internet for auctioneers and members of the National Auctioneers Association (NAA).  These auctions are facilitated using our proprietary technology (www.ableauctions.com/technology) through the website NAAonlinesolutions.com (www.NAAonlinesolutions.com).  Additionally, we broadcast antique and collectible auctions over the Internet for numerous galleries and auction houses throughout the world.  These auctions are facilitated using eBay’s live auction technology through the iCollector.com website (www.iCollector.com).  We also provide auction-related products and services for a fee (www.icollectorlive.com/services.aspx).


Point-of-Sale (POS) Services - Through our subsidiary, Rapidfusion Technologies, Inc. (www.rapidfusion.com/technology), we sell to retailers, install and support our proprietary point-of-sale (POS) sales processing and reporting system.


Our objective is to become a leading provider of liquidation and merchandising services.  We believe that our long term success in this area of our business depends on our continued innovation and integration of technologies and services for auctioneers and liquidators worldwide.


While we have maintained overall profitability and positive cash flow over the last three fiscal years, not all of our operations achieve positive operating results.  We still incur losses from certain operations, such as the auctions we conduct for NAA, that are in the development stage.  


We are able to maintain positive cash flow from the revenues that are produced by our remaining operations and from the interest and dividends earned by our investments.


Investment and Lending


On December 31, 2005 two of our wholly-owned subsidiaries, iTrustee.com Technologies Ltd. and Able Auctions (1991) Ltd., were amalgamated to create Stanford Development Corporation.  On September 7, 2006 Stanford Development Corporation changed its name to Axion Investment Corporation.  Axion Investment Corporation develops real estate and makes short term loans.  Ableauctions.com Inc. manages the investment of our cash and securities.  The return on these investments has helped support the development of our liquidation and auction businesses.




Results of Operations


Three months ended June 30, 2007 compared to the corresponding period in 2006.


Revenues.  During the three months ended June 30, 2007, we had revenues of $1,833,973 compared to revenues of $1,802,774 during the same period in 2006, an increase of $31,199 or 2%.  Cost of sales were 53% of our revenues during the three-month period ended June 30, 2007, compared to 64 % during the same period in 2006.


Revenues from our liquidation services totalled $1,469,991 (or 80% of our total revenue) compared to revenues of $1,459,870 (or 81% of our total revenue) during the same period in 2006.  Revenues earned in the future from our liquidation services will fluctuate widely based upon seasonality, the inventory available, the timing of orders, and our ability to verify and ship orders on a timely basis.   We anticipate that revenues from our liquidation sector will continue to represent the majority of overall revenues.


Revenues from our iCollector and NAALive auction operations totalled $254,182 during the three months ended June 30, 2007, compared to revenues of $268,911 during the same period in 2006.  The number of auction sessions facilitated in the second quarter of 2007 increased by 28% to 454 compared to 356 auction sessions for the same period in 2006.


The decrease in the cost of revenue as a percentage of sales revenue is attributable to the performance of our online auction business, which realizes higher gross profit margins, and on our ability to realize higher margins from our liquidation services.


We believe that, for the remainder year, the strength of our liquidation business and the number of antique and collectible auctions we manage is directly related to the general economy of the United States, and that a strong economy will have a positive effect on our revenues in those two areas of our business.  



Operating Expenses.  Operating Expenses remained substantially unchanged.  During the three-months ended June 30, 2007, operating expenses were $777,354 or approximately 42% of revenue compared to $721,966 or approximately 40% of revenue for the three months ended June 30, 2006.  


Personnel expenses were $503,227 or 65% of our operating expenses during the three-months ended June 30, 2007 as compared to $490,049 or 68% of our operating expenses during the three-months ended June 30, 2006.  These expenses consisted of salaries and benefits of $245,816 (compared to $211,448 for the three months ended June 30, 2006), management fees of $39,000 (compared to $39,027 for the three months ended June 30, 2006), and commissions of $218,411 (compared to $239,574 for the three months ended June 30, 2006).  We anticipate that these personnel expenses will remain consistent for the remainder of the 2007 fiscal year.  

 

Bad Debts totalled $30,583 as we reassessed the recoverability of certain trade receivables arising in the last two years and determined that the Company’s efforts to collect them have been unsuccessful and the amounts should be written off.


The interest expense of $20,270 relates to our line of credit with the Royal Bank of Canada which accrues interest at the rate of prime plus 0.5%.  There was no comparable expense during the three months ended June 30, 2006.


During the three-months ended June 30, 2007, the cost of investor relations and shareholder information services was $28,769 as compared to $9,752 for the three-months ended June 30, 2006.  We expect the cost of investor relations in 2007 to increase significantly as our plan is to increase our shareholder services.


Professional fees, which are made up primarily of accounting fees and legal fees, totalled $51,465 during the three-months ended June 30, 2007 as compared to $62,070 for the three-months ended June 30, 2006.  The professional fees related to preparation of our Securities Exchange Act reports, the preparation of our American Stock Exchange filings and the audit of our financial statements.  Professional fees may increase during the remainder of the 2007 fiscal year if we were to make an acquisition or undertake any substantial transaction.  


During the three-months ended June 30, 2007, advertising and promotion expenses were $15,360 or 2% of our operating expenses as compared to $32,357 or 4% of our operating expenses for the three-months ended June 30, 2006.  Advertising and promotion expenses were lower as we refined our marketing efforts.  We expect these expenses to rise over the course of the year as we explore new ways in which to advertise our services.   


General overhead expenses (rent, utilities and property taxes, telephone, travel, repairs and maintenance, auto, insurance, website maintenance and office and administration expenses) totalled $127,680 or 16% of total operating expenses during the three months ended June 30, 2007 (compared to $127,738 or 18% of total operating expenses for the three months ended June 30, 2006).  General overhead expenses were 6.96% of our total revenue compared to 7.09% of our revenue for the three months ended June 30, 2006.   


We anticipate that overhead as a percentage of operating expenses and total revenue will decrease in future periods as we achieve certain economies from our operations.  We anticipate that the overall level of general overhead expenses in dollars will increase as our revenues increase.



Depreciation and amortization expense was $31,909 for the three-months ended June 30, 2007 as compared to $46,279 for the three-months ended June 30, 2006. Depreciation and amortization expense was lower during the three months ended June 30, 2007 as we fully depreciated one of our intangible assets.


Gross Profit.   Gross profit was $870,236 (or 47% of revenues) for the three-months ended June 30, 2007 as compared to $643,333 (or 36% of revenues) for the three months ended June 30, 2006.  The increase in gross profit as a percentage of revenue is a result of improving the pricing and product offerings of our liquidation operations.  The increase also reflects the performance of our auction broadcasting services group.   Future gross profit margins may vary considerably from quarter-to-quarter depending on the performance of our various divisions.


Operating Net Gain (Loss).  For the three months ended June 30, 2007, we realized a gain of $60,973 from operations before other items compared to a loss of $124,912 for the three months ended June 30, 2006.  We earned additional income from other items (investment, foreign exchange, joint venture and property for development) of $128,600 compared to additional income of $164,682 for the three months ended June 30, 2006.  


We recorded net income for the three months ended June 30, 2007 of $189,573, or $0.003 per share, as compared to $39,770, or $0.001 per share, for the three months ended June 30, 2006.


Six months ended June 30, 2007 compared to the corresponding period in 2006.


Revenues.  During the six months ended June 30, 2007, we had revenues of $2,848,884 compared to revenues of $3,841,926 during the same period in 2006, a decrease of $993,042 or 26%.  Cost of sales were 53% of our revenues during the six-months ended June 30, 2007, compared to 65% during the same period in 2006.


The decrease in revenues is primarily attributable to a decrease in revenues earned from our liquidation services in the first quarter of 2007.  Revenues from our liquidation services totalled $2,121,794 (or 74% of our total revenue) for the six months ended June 30, 2007, compared to revenues of $3,167,761 (or 82% of our total revenue) during the same period in 2006.  Revenues earned in the future from our liquidation services will fluctuate widely based upon seasonality, the inventory available, the timing of orders, and our ability to verify and ship orders on a timely basis.   We anticipate that revenues from our liquidation sector will continue to represent the majority of overall revenues.


Revenues from our iCollector and NAALive auction operations totalled $474,710 during the six months ended June 30, 2007, compared to $476,528 during the same period in 2006.  The number of auction sessions facilitated in the first two quarters of 2007 increased by 50% to 853 compared to 570 auction sessions for the same period in 2006.


The decrease in the cost of revenue as a percentage of sales revenue is attributable to the performance of our online auction business, which realizes higher gross profit margins, and on our ability to realize higher margins from our liquidation services.


We believe that, for the remainder year, the strength of our liquidation business and the number of antique and collectible auctions we manage will be directly related to the general economy of the United States, and that a strong economy will have a positive effect on our revenues in those two areas of our business.  


Operating Expenses.  Operating Expenses remained substantially unchanged during the six months ended June 30, 2007.  During this period, operating expenses were $1,311,868 or approximately 46% of revenue compared to $1,411,035 or approximately 37% of revenue for the six months ended June 30, 2006.  The increases in operating expenses as a percentage of revenue is attributable to a decrease in revenues earned from our liquidation services in the first quarter of 2007.

 

Personnel expenses were $875,361 or 67% of our operating expenses during the six-months ended June 30, 2007 as compared to $1,000,230 or 71% of our operating expenses during the six-months ended June 30, 2006.  These expenses consisted of salaries and benefits of $477,029 (compared to $365,905 for the six months ended June 30, 2006), management fees of $78,000 (compared to $78,000 for the six months ended June 30, 2006), and commissions of $320,332 (compared to $556,325 for the six months ended June 30, 2006).  We anticipate that these personnel expenses will remain consistent for the remainder of the 2007 fiscal year.  


Bad debts totalled $32,503 as we reassessed the recoverability of certain trade receivables arising in the last two years and determined that the Company’s efforts to collect them have been unsuccessful and the amounts should be written off.


Interest expense totalled $35,321 during the six-months ended June 30, 2007 as compared to $17,674 for the six-months ended June 30, 2006.  The interest expense for the six months ended June 30, 2007 relates to our line of credit with the Royal Bank of Canada, which accrues interest at the rate of prime plus 0.5%.


During the six-months ended June 30, 2007, the cost of investor relations and shareholder information services was $46,300 as compared to $9,752 for the six-months ended June 30, 2006.  We expect the cost of investor relations in 2007 to increase significantly as our plan is to increase our shareholder services.


Professional fees, which are made up primarily of accounting fees and legal fees, totalled $56,270 during the six-months ended June 30, 2007 as compared to $132,977 for the six-months ended June 30, 2006.  The professional fees related to preparation of our Securities Exchange Act reports, the preparation of our American Stock Exchange filings and the audit of our financial statements.  Professional fees were higher in the 2006 fiscal year due to fees incurred as a result of increased legal transactions and the restatement of our financial statements.  


During the six-months ended June 30, 2007, advertising and promotion expenses were $28,804 or 2% of our operating expenses as compared to $52,675 or 4% of our operating expenses for the six-months ended June 30, 2006.  Advertising and promotion expenses were lower as we refined our marketing efforts.  We expect these expenses to rise over the course of the year as we explore new venues in which to advertise our services.   


General overhead expenses (rent, utilities and property taxes, telephone, travel, repairs and maintenance, auto, insurance, website maintenance and office and administration expenses) remained substantially unchanged. General overhead expenses totalled $237,309 or 18% of total operating expenses during the six-months ended June 30, 2007 (compared to $219,381 or 16% of total operating expenses for the six months ended June 30, 2006).  Rent, utilities, and property tax totalled $48,995, telephone expenses totalled $20,674, travel expenses totalled $23,449, repairs and maintenance expenses totalled $26,241, auto expenses totalled $4,677, insurance expenses totalled $18,604, website maintenance totalled $46,904 and office and administration expenses totalled $47,765.


We anticipate that overhead as a percentage of operating expenses and total revenue will decrease in future periods as we achieve certain economies from our operations.  We anticipate that the overall level of general overhead expenses in dollars will increase as our revenues increase.


Depreciation and amortization expense was $71,291 for the six-months ended June 30, 2007 as compared to $91,872 for the six-months ended June 30, 2006. Depreciation and amortization expense was lower during the six months ended June 30, 2007 as we fully depreciated one of our intangible assets.


Gross Profit.   Gross profit was $1,345,056 (or 47% of revenues) for the six-months ended June 30, 2007 as compared to $1,352,719 (or 35% of revenues) for the six months ended June 30, 2006. The increase in gross profit as a percentage of revenue is a result of improved pricing and the product offerings of our liquidation operations, as well as the performance of our auction broadcasting services group.  Future gross profit margins may vary considerably from quarter-to-quarter depending on the performance of our various divisions.


Operating Net Gain (Loss).  For the six-months ended June 30, 2007, we realized a loss of $38,103 from operations before other items compared to a loss of $150,188 for the six-months ended June 30, 2006.  We earned additional income from other items (investment, foreign exchange, joint venture and property for development) of $247,674 compared to additional income of $330,268 from the same period in 2006.

 

We recorded net income for the six-months ended June 30, 2007 of $209,571, or $0.003 per share, as compared $180,080, or $0.003 per share, for the six-months ended June 30, 2006.


We intend to continue to find ways to expand our business, including through acquisitions.  We believe that revenues and earnings will increase as we grow.


Liquidity and Capital Resources


As of June 30, 2007 we had working capital of $5,944,569 which was made up of cash and cash equivalents that included $324,736 in cash, accounts receivable of $1,758,636, loans receivable of $4,205,988, inventory of $832,647, and prepaid expenses of $146,685 minus accounts payable and accrued liabilities of $46,673, deferred revenue of $19,706 and a bank loan of $1,257,744.  We anticipate that trade accounts receivables and inventory and overall working capital may increase during the remainder of the 2007 fiscal year as we expand our liquidation operations.  Cash flow used for operating activities totalled $117,745 due primarily to an increase in accounts receivable and prepaid expenses during the six months ended June 30, 2007.  We anticipate that the uses of cash will remain stable for the remainder of the 2007 fiscal year.  Our cash resources may decrease if we were to find and complete an acquisition prior to t he end of the 2007 fiscal year, or if we are unable to maintain positive cash flow from our business throughout the 2007 fiscal year.  On July 23, 2007 we announced that we have decided to use some of our cash to repurchase our common stock from the market because we believe that our common stock is currently undervalued and that retiring shares will benefit our stockholders.  As of the date of this report, we have purchased 244,100 shares at a total cost of $47,891.85.  We intend to continue buying back our common stock from time to time, at the discretion of the board of directors, with our available cash resources.


Cash flow used in investing activities during the six-months ended June 30, 2007 was $2,829,451, which related to property development cost and loan advances.  Net cash flow from financing activities during the six-months ended June 30, 2007, was $1,237,285, which resulted from the net proceeds of a bank loan and the issuance of capital stock.


Quantitative and Qualitative Disclosure about Market Risk


We believe that we do not have any material exposure to interest or commodity risks. We are exposed to certain economic and political changes in international markets where we compete, such as inflation rates, recession, foreign ownership restrictions, and trade policies and other external factors over which we have no control.


Our financial results are quantified in U.S. dollars and a majority of our obligations and expenditures with respect to our operations are incurred in U.S. dollars.  The majority of our investment portfolio is in Canadian dollars.    


We may have significant market risks relating to our operations resulting from foreign exchange rates from our investments or if we enter into financing or other business arrangements denominated in currency other than the U.S. dollar.  Variations in the exchange rate may give rise to foreign exchange gains or losses that may be significant.


ITEM 3: DISCLOSURE CONTROLS AND PROCEDURES


Management carried out an evaluation, under the supervision and with the participation of our President, who is also our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report.  The evaluation was undertaken in consultation with our accounting personnel.  Based on that evaluation, the President/Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit 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.


There were no significant changes in our internal controls or in other factors that could significantly affect internal controls subsequent to the date of their evaluation.  


Part II - OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS


None.


ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS


None.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES


None.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS


None.


ITEM 5. OTHER INFORMATION


None.


ITEM 6. EXHIBITS


Exhibits:


3.1

Certificate of Incorporation (1)

3.1.1

Amendment to Certificate of Incorporation (2)

3.2

By-laws (1)

31

Certification pursuant to Rule 13a-14(a) and 15d-14(a) (3)

32

Certification Pursuant to 18 U.S.C. Section 1850 as Adopted Pursuant to Section 906 of the Sarbanes Oxley Act of 2002(3)


(1) Incorporated by reference from the Form 10-SB filed with the Securities and Exchange Commission on November 13, 1999, as amended on December 30, 1999.

(2) Incorporated by reference from the Form 10-QSB for the quarter ended June 30, 2004 filed with the Securities and Exchange Commission on August 12, 2004.

(3) Filed herewith.






SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


ABLEAUCTIONS.COM INC.


Date: August 10, 2007

By:/s/ ABDUL LADHA

Name:  Abdul Ladha

Title: President, Chief Executive

          Officer, Chief Financial Officer