PAIVIS Corp (fka PAVC)

[herbalife13]

Stockholders’ Equity (Deficit)

The authorized capital stock of the Company as of June 30, 2007 consists of 400,000,000 shares of authorized capital stock, which have been divided into 50,000,000 shares of Preferred Stock, par value $.001 per share, of which no shares of Preferred Stock are issued and outstanding, and 350,000,000 shares of Common Stock, par value $.001 per share, of which 77,549,138 shares are issued and outstanding.

On May 1, 2007, the Company agreed to issue 727,644 shares valued at $0.50 a share for debt settlement of $363,822 to Ludwig Holdings Limited

On May 1, 2007, the Company agreed to issue 116,560 shares valued at $0.50 a share for debt settlement of $58,280 to Tyee Capital Consultants Inc.

On May 1, 2007, the Company agreed to issue 45,026 shares valued at $0.50 a share for debt settlement of $22,513 to Vince Carnovale.

On May 16, 2007, the Company completed a 3 for 1 forward split of its issued and outstanding shares of capital.

On June 30, 2007, the Company issued 49,631,448 shares of Common Stock to the former owners of Trustcash.

On June 30, 2007, the Company completed a private placement raising $500,000 consisting of 500,000 shares of the Company’s stock offered at a purchase price of $1.00 per share.

6. Warrants

The Company issued to Brennecke Partners, LLC a warrant entitling the holder to purchase 6,000,000 shares of the Company’s common stock at an exercise price of $.08333 per share until June 30, 2008. As of June 30, 2007, Brennecke Partners did not exercise these warrants and the warrants were not vested.

On August 17, 2007 further to a disagreement on the terms contemplated in the issuance of the warrants, Brennecke Partners LLC consented to and the company agreed to cancel the warrants.

7. Leases

The Company leases its office facilities under the terms of an operating lease that expired in February 2007 and continues month to month which can be terminated by either party with notice as prescribed in the agreement. The agreement requires minimum rent of $3,475 per month and additional charges for administrative costs.

Rent expense for the three month periods ended June 30, 2007 and 2006, amounted to $13,900 and $9,000, respectively. Rent expense for the six month periods ended June 30, 2007 and 2006, amounted to $24,025 and $13,682, respectively.
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