UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K /A
Amendment No. 1

[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended February 28, 2011

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT
For the transition period from _________ to ________

Commission file number: 000-53712

BIOFLAMEX CORPORATION(Exact name of registrant as specified in its charter)

|Nevada                                                         | Pending                             
|-------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.)
|                                                               |                                     
|Christiansvej 31, 2920 Charlottenlund, Denmark                 | ________                            
|(Address of principal executive offices)                       | (Zip Code)                          

Registrant’s telephone number: 646-233-1310

Securities registered under Section 12(b) of the Exchange
Act:

|Title of each class | Name of each exchange on which registered
|------------------- | -----------------------------------------
|None                | not applicable                           

Securities registered under Section 12(g) of the Exchange
Act:

Title of each classCommon Stock, $0.001 par value

Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  [  ]   No  [X]

Indicate by check mark if the registrant is not required
to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes  [  ]   No  [X]

Indicate by checkmark 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 proceeding past
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  [  ]   No  [X]

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant
to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceeding 12 months (or for such shorter period that
the registrant was required to submit and post such files). Yes  [  ]   No  [X]



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Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to
the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of
this Form 10-K or any amendment to this Form 10-K. [ ]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange
Act.

|Large accelerated filer [  ]                                              | Accelerated filer  [  ]       
|------------------------------------------------------------------------- | ------------------------------
|Non-accelerated filer [  ]  (Do
not check if a smaller reporting company) | 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]

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average
bid and asked price of such common equity, as of the last business day of the registrants most recently completed second
fiscal quarter. Unavailable

Indicate the number of shares outstanding of each of
the registrants classes of common stock, as of the latest practicable date.  92,466,667 as of February 28 ,
2011.

2

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EXPLANATORY
NOTE





Bioflamex
Corporation is filing this Amendment No. 1 to its 10-K for the year ended February 28, 2011 that was originally filed on May 18,
2011. This Amendment No. 1 contains restated financial statements for the year ended February 28, 2011 to properly reflect previously
unrecorded liabilities for various consulting agreements which were in effect that aggregate approximately $222,200. These unrecorded
liabilities will affect the Company’s expenses for the periods indicated. These consulting agreements were not reported
as a result of material weaknesses in internal control over financial reporting. These material weaknesses include: (i) inadequate
segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and
financial reporting with respect to the requirements and application of both United States generally accepted accounting principles
and Securities and Exchange Commission guidelines.



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TABLE OF CONTENTS

|            |                                                                                                                 | Page
|----------- | --------------------------------------------------------------------------------------------------------------- | ----
|            | PART I                                                                                                          |     
|Item 1.     | Business                                                                                                        | 4   
|Item 1A.    | Risk Factors                                                                                                    | 19  
|Item 1B.    | Unresolved Staff Comments                                                                                       | 19  
|Item 2.     | Properties                                                                                                      | 19  
|Item 3.     | Legal Proceedings                                                                                               | 19  
|Item 4.     | (Removed and Reserved)                                                                                          | 19  
|            | PART II                                                                                                         |     
|Item 5.     | Market for Registrant's Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities | 19  
|Item 6.     | Selected Financial Data                                                                                         | 22  
|Item 7.     | Management's Discussion and Analysis of Financial Condition and Results of Operations                           | 22  
|Item 7A.    | Quantitative and Qualitative Disclosures About Market Risk                                                      | 24  
|Item 8.     | Financial Statements and Supplementary Data                                                                     | 24  
|Item 9.     | Changes In and Disagreements With Accountants on Accounting and Financial Disclosure                            | 25  
|Item 9A(T). | Controls and Procedures                                                                                         | 25  
|Item 9B.    | Other Information                                                                                               | 27  
|            |                                                                                                                 |     
|            | PART III                                                                                                        |     
|Item 10.    | Directors, Executive Officers and Corporate Governance                                                          | 27  
|Item 11.    | Executive Compensation                                                                                          | 29  
|Item 12.    | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters                  | 31  
|Item 13.    | Certain Relationships and Related Transactions, and Director Independence                                       | 32  
|Item 14.    | Principal Accountant Fees and Services                                                                          | 32  
|            |                                                                                                                 |     
|            | PART IV                                                                                                         |     
|Item 15.    | Exhibits, Financial Statement Schedules                                                                         | 33  



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PART I

Item 1.   Business

Corporate History

Up to January 25, 2011, we were an exploration stage
company engaged in the acquisition and exploration of mineral properties. On March 18, 2008, we entered into a mineral property
purchase agreement with Laurence Stephenson to acquire a 100% interest in a mineral claim known as the Emmy Claim located in the
Emory Creek area of the New Westminster Mining Division, British Columbia, Canada. This claim expired on January 25, 2010 and
was re-staked on February 4, 2010 by Teuton Resources Corp. (Teuton). We entered into a Letter and Trust Agreement
with Teuton dated February 4, 2010 and paid Teuton Cnd$500 to hold the re-staked Emmy Claim in trust for us.

The Emmy Claim is in good standing until February 4,
2011. As a result of our recent acquisition of certain intellectual property related to the business of fire extinguishing and
prevention products, however, we have decided to pursue that new line of business and allow the Emmy Claim to expire in February,
2011.

Business Overview

We are now in the business of developing, producing,
and marketing high performance fire extinguishing and prevention products that are based on environment friendly and biological
formulations. We have changed our name to Bioflamex Corporation to reflect our new line of business.

We intend to build a leading position within the niche
of environmentally friendly fire fighting and prevention solutions in the United States and internationally, both through organic
growth and the acquisition of complementary companies and patents. We believe the time is right for our products. The general
emphasis on environmental protection and the increased focus on health hazards in chemicals used in conventional fire fighting
products paves the way for the substitution of chemical-based fire combatant products with greener, non-harmful products.

Fire extinguishers available on the market today mainly
use dry chemical powder, chemical foam, CO2 or halon type of gaseous media as bases. These products in general will extinguish
fires with a varying efficacy, but most also contain chemical substances that harm the environment or compose a hazard to people.
In addition, they can be messy and damage metals (corrosion), increasing the collateral damage. Our products offer water-based
clean alternatives which are completely harmless to humans and the environment, and are non-toxic. Combined with their exceptional
extinguishing characteristics, we believe these products point to the future of professional and personal fire fighting. In conventional
forest fire fighting, the primary media is water which offers good extinguishing power, but has some drawbacks: it must be used
in large quantities; it evaporates relatively quickly; and has a short lifespan in hot environments. Chemical AFFF foams and agents
are often used to enhance the fire extinguishing or retardant capabilities, but these chemicals affect the environment and leave
long-lasting toxic residue. The toxins found in foams accumulate in the food-chain and are detectable in human organs. We believe
our products will have no such negative effect upon life.

4

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We are in the final stages of testing and development
of our proprietary range of products. Our goal is to develop 5-10 unique product formulations and application concepts covering
fire fighting and fire prevention. We intend to market our products under the trademarks Bioflamex® and SAFIRE®. Our
goal is to penetrate the key United States and international markets with our clean fire extinguishing products and
fire retardants.

We are currently preparing and submitting United States
and international patent applications for our product concepts to ensure the security of our intellectual property rights and
enhance the market response to our product propositions. We hope to build a solid portfolio of intellectual property within the
industry that can be licensed to third parties. We are currently in the process of applying for patents on our revolutionary products
and processes.

We are also preparing the materials necessary to complete
the necessary tests, approvals and certifications in the United States and key international markets, that are the prerequisite
for sales and marketing. With these approvals and certifications, we hope to gain a solid geographical presence in the United
States, key markets in Europe, the Middle East and parts of Asia.  We intend to work through distribution partners, agents
and/or license holders, and through that presence achieve strong sales with the consumers, professional, business, industrial
and government service market segments.

Our Products

We own the flag-ship brands SAFIRE® (a long-lasting
fire retardant that can be safely used on any surface) and Bioflamex® (a biodegradable, fast-acting, PFC-free fire extinguishing
foam spray). These products can be sold to governments, professional clients, businesses and private users, and can be used in
a wide variety of situations from ranging from small stove fires to oil and forest fires.

Our products can be divided into two main product types:
fire extinguishers (fight fires once they start) and fire retardants (fight fires before they start). Our product range is set
forth in the figure below. The scope of business covered by the product range is diverse and targets professional markets, business
to business markets and consumer markets across the globe.

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Of the various industry segments, we intend to focus our business on
biological fire fighting. The table below depicts the various industry segments, those industry segments we intend to engage in,
and the types of extinguishers and retardants we expect to develop in those segments.



Given that most current fire fighting- and prevention
methods contain toxins and chemicals that can harm humans, animals, and entire ecosystems, there is a real market requirement
for more eco-friendly fire fighting methods.  In that space, there are small number of independent companies, usually limited
in geographic scope and characterized by entrepreneurship and a limited product range. We believe that we are well-positioned
to take a significant role in a relatively new clean niche of the market.  We intend to capture market share
by organic growth and from acquisitions to make us the foremost player in this segment.

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Extinguishers

Small Scale Extinguishers:

Bioflamex aerosol spray is a water-based portable fire
extinguishing product that has been designed to put out oil and grease fires. We have dubbed the concept as the Red Bull
of the fire fighting industry. Bioflamex has been developed as a user friendly, efficient and safe supplement to conventional
fire fighting means. Anyone can easily use Bioflamex to quickly and efficiently extinguish dangerous and potentially fatal frying
oil or cooking fat kitchen fires.

Bioflamex has been in development for a considerable
period of time. Following a series of trials and tests the developers have created the perfect combination of the extinguishing
media, the bottle, the nozzle, the propellant and the pressure.

The extinguishing media is based on a biological formula
that is composed of a mix of water, natural potassium, salt combinations and plant root extracts in combinations with a concentrated
foaming agent. The contents are under pressure in the can and the propellant is carbonic acid.

Bioflamex is characterized by its significant clean
extinguishing performance, as well as easy and convenient handling. The biological formulation provide some benefits outside the
pure extinguishing attributes, namely the benefits of less collateral damage and clean-up after use. It is non-toxic, non-corrosive
and bio degradable.

The Bioflamex formula provides 2 significant performance
criteria: The biological additive ensures quick knock-down of flames; and the special foam formulation creates a cover that prevents
re-ignition of flames, especially relevant when combating oil based fires.

It is expected that Bioflamex will be produced in 2
different sized bottles:

·        
650 ml for home and professional use in conjunction with cooking (kitchens, grill)

·        
800ml for use in boats, cars, camping etc.

In the smaller bottles for kitchen use, the product
contains a heavy PFC-free foam concentration which is developed to tackle Class F/K fire types, i.e. frying oils and fats used
in conjunction with cooking.

The larger 800ml bottle is ideal for more all-round
emergency/first response extinguishing use. It contains a smaller amount of foam, and is suited for engine fires in cars/boats
and Class A/B fire types, i.e. on dry matter such as textiles, wood etc.

Consequently, the Bioflamex products can be targeted
towards both the private consumer market as well as small businesses.

7

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The product highlights are as follows:

|An easy way to extinguish even deep frying oil
                    fires quickly. One bottle of Bioflamex will extinguish a 365 degrees celcius deep frying oil pan on fire in
                    2-5 seconds.
    The same performance applies to an oil fire in an engine, e.g.
    on a boat or in a car. The bottle is easy to handle and use as it works as a normal aerosol bottle.
    Security against re-ignition. Bioflamex contains a combination
    of a fire extinguishing media and PFC-free foam, thus both putting out the fire and preventing re-ignition, by creating a
    protective layer on the surface of the oil.
    Less property and material damage. Bioflamex is safe to use and
    contains no corrosive ingredients, as opposed to certain chemical extinguishing media. This prevents serious damage to metals,
    e.g. in kitchens and engines.
    Easy clean-up. Bioflamex can be removed by using ordinary cleaning
    products and requires no special safety precautions. This also reduces the potential total costs of a fire.
    An biological solution. Bioflamex contains a biological extinguishing
    media, based on a combination of natural salts and plant extracts. This reduces the environment impact as 98% of the media
    is biodegradable within 7 days. The propellant is carbonic acid known from sparkling water.
    PFC-free foam that reduces the environmental impact and reinforces
    the uniqueness of this versatile and effective remedy against kitchen and car fires. | 
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 

We believe this product is an ideal and vital product
for private households, and boat and car owners for the growing United States market. It is the right product to always have handy
in the kitchen, in the boat, in the auto camper or in the car.

Large Scale Extinguishers:

Our large-scale extinguishing products provide a viable
and sustainable alternative to conventional products in terms of performance, environment and health. They have been tested extensively
by professional institutes, and have proven to be radical improvement over extinguishers available on the market today.

Using the same base formulations of biological additives
and foam, BioflamexCorp will also enter the market for conventional fire-sized extinguishers, i.e. the 2, 3 and 6 liter EN-3 types.

The formulation ensures effective extinguishing performance
against Class A, B and C fires, providing a broad base of usage in circumstances such as small wildfires and urban residential
buildings.

8

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Ideal users would be businesses, offices, hotels and
public spaces where fire regulations dictate fire extinguishers as part of the general fire safety and emergency plan.

We believe the biological water based extinguisher type
will gain market share and revenue on account of substitution for existing chemical foam and chemical powder extinguishers.

Bulk Extinguishers:

The bulk products will be formulated to suit large-scale
extinguishing tasks such as fighting fires on professional equipment and tankers, or forest fire fighting.

The solutions can be tailored to fit various needs of
professional fire fighting organizations and large business operations, forest fire fighting and prevention, chemical compounds,
oil and gas installations and storage facilities.

The extinguisher formulations have proven to be extremely
efficient in fighting heavy fuel fires, such as diesel oil, petroleum and jet fuel, especially in combination with systems like
IFEX. Since the properties of the product enable the use of less fluids to put out a fire it reduces damage to machines and property.

Through a series of tests, the products demonstrated
unparalleled extinguishing power, reducing both the consumption of solution, collateral damage and the burden on the environment.
Some examples are as follows:

- A mock-up aircraft-engine fire was extinguished with only 13 liters
of foam in under 120 seconds.
- A full blaze car fire was extinguished with only 7 liters of foam
  in under 2 minutes.

These cases show Bioflamex can provide users dramatic
reductions in direct costs of operations, both in terms of manpower and materials.

The biological ingredients are non-toxic and non-corrosive,
posing no threat to human beings. In gaseous form they can even act as direct replacement of Halon and other chemical substances.

In various formulations, Bioflamexs bulk extinguishers
can be used for:

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- Oil and gas industries (class A, B, C, D and K fires)
- Professional systems for Fire brigades
- Wood and forest fires (class A, C)
- Rubber fires
- Trains and busses
- Furniture and textiles
- Natural gas and oil plants
- Telecom facilities
- Industrial machines
- Shipping

Fire Retardants

Industrial retardants:

A fire retardant inhibits fire from being nurtured in
textiles, wood, insulation materials etc., and therefore obstructs fires from erupting or spreading. Many different industrial
types of fire retardants exist today, but many contain chemicals or compounds that may be harmful to people, the environment or
materials - bromides have been banned due to some of these reasons.

Every year over thousands are killed or seriously wounded
in fires. Often fires are caused by cigarettes, decorations, open fire or electrical malfunctions. The typical places for fires
to start are in kitchens, living rooms, meeting rooms and bedrooms, where furniture or textiles catch fire. The risk of a fire
is especially pronounced during Christmas, where the use of candles and dry decorations are a real threat.

| | We will market our
                                   industrial retardants under the brand name SAFIRE®. Due to their effectiveness and harmless
                                   eco-friendly components, SAFIRE® fire retardants can ensure that a damaging fire becomes
                                   a less likely event both at home and in the office.
      All SAFIRE® products are based on 100% biological
      components, which contain fire inhibiting capabilities. This makes it possible to treat textiles, wood and insulation materials
      in a safe and environment friendly way. SAFIRE® not only slows down the spread of fire, but in most instances completely
      prevents ignition.
      The active ingredients are mainly composed of
      salt combinations and extracts. The remaining substance is water, used to ensure that the active ingredients are absorbed
      in the fibers or mass.
      We are developing our industrial fire retardants
      to fit most scales and production circumstances; from furniture in the home, to industrial protection of warehouses filled
      with textiles, insulation, construction materials, and pulp, paper and wood.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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Forest Fire Prevention Retardants:

Forest fires are certain to proliferate in the coming
decades, due to climate changes especially in the United States, Spain, Greece, France, and Australia.

The number of wildfires in the United States range from
60,000-75,000 annually costing more than US$1.4 billion in direct damages, but long term effects on ecosystems and personal lives
are far beyond that number

In the past few years, California has experienced a
number of fires, with increasing intensity and property damage. In 2008 alone, extensive wildfire events led to both civilian
casualties and casualties amongst the fire fighting units combating the fires, and led to State of Emergency called by the President.
Such events are recurring and have an ever more pronounced effect on the environment and urban planning, as fires draw closer
to urbanized/residential areas.

For most government agencies in the United States and
globally, the emphasis has now been put on prevention of forest wildlife fires to erupt, and improved preventative measures to
reduce risks, especially in high seasons of March, July and August.

We will provide an eco friendly and highly effective
solution to promote better forest fire prevention. The company is working on several levels to develop new methods to enhance
fire protection in the high risk areas, and to improve protection of residential/industrial compounds/facilities.

We hope to develop the following:

- Biological fire retardant that is effective for up to 2-3 months after
application to vegetation, acting as passive fire barriers that can protect areas of high risk. It is the intention
that forest fire services can utilize the product before fire breaks out, for example covering areas around camping sites. The
product is also intended to be used to reinforce safe zones and fire breaks as the event unfolds.
- A residential concept where garden facility services companies offer
  to protect the perimeter of private or business compounds, by spraying the fire retardant onto vegetation around perimeter at
  relevant intervals.
- A business concept where the fire retardant is used in fixed detection
  and suppression systems, that protect sensitive installations such as mobile antennas located in forest areas, to reduce commercial
  loss in the event of fires

Internationally, wildfires compose an equally threatening
phenomenon. It is believed that in Spain alone, the incidents will increase from about 25,000 fires a year up to about 50,000
in a years to come due to dryer and warmer climate  or if the number of incidents do not escalate, then the intensity is
believed to increase with larger burnt area per fire incident. Desertification is a real threat to many areas as a
result of this, contributing to further climate warming in local and regional areas. The same trend is applicable to Australia,
which has experienced an increasing number of uncontrollable wildfires that approach urban areas such as Melbourne and Sydney,
causing extensive damage and casualties.

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Patent Applications

We are in the process of submitting a host of patent
applications to enhance our intellectual property rights and marketing opportunities.

In general, we operate within the following categories:

| | -         
Fire fighting category  fire extinguishing products
| | ---------------------------------------------------------------

| | -         
Fire prevention category  fire retardant products
| | -------------------------------------------------------------

Our main products have a base consisting of biological
water based solutions, either by itself or in combination with specialized foam types.

We work with a range of key partners for product development
and production:

- Solberg Foams in Norway (foam development and sourcing)
- Samson Enviro in Denmark (biological base sourcing)
- Dansoll in Denmark (production of aerosols)
- PL Brandteknik (product development consultancy)
- Prime Solutions in Spain/US (Sentinel fire detection and suppression
  system)
- Paper Manufacturer TBD (fire protected cardboard boxes)
- Insulation Manufacturer TBD (fire protected wall/roof insulation
  and panelling)

The outcome of our product development efforts will
result in BioflamexCorp taking full or partial intellectual property rights on product concepts and formulations. Below is a summary
of the most imminent patent application we would like to submit to ensure protection of those rights. The first two could be submitted
as one general application, as the basic formulations are more or less the same, except that foam concentrations vary.

1. Bioflamex Extinguishing Foam Spray (Aerosol) for Kitchen Use

The Patent Application Number 1100255.7 registered at
the Intellectual Property Office (IPO) at Concept House, Cardiff Road, Newport, South Wales, United Kingdom covers this patent.
We are currently in the process of filing a counterpart patent with the United States Patent and Trademark Office (USPTO).

Basically, the kitchen related Bioflamex product consists
of 88% biologic water based fire extinguishing solution (appx 40% active ingredients, 60% water) combined with a 10-15% eco-friendly
foam concentrate.

This formulation is designed to generate knock-down
on even high temperature oil/fats fire and prevent reigniting, as the foam forms a protective layer allowing the liquid to cool
down.

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The packaging itself also contain a special process,
utilizing recycled CO2 for the pressurization, a special nozzle for the distribution of extinguishing liquid and foam and a low
pressure level, which is designed to avoid exaggerated splashing of the burning liquid.

1. Bioflamex Extinguishing Foam Spray (Aerosol) for General Use

As above, but with less foam, higher pressure and a
different nozzle for longer range.

1. SAFIRE Forest Fire Break Solution

This is a water based biological solution with active
ingredients (appx 60% water and 40% salts, citric compunds, natural polymers/binders) designed to protect live vegetation against
ignition. Patent application is in the process of filing at IPO/UK and USTPO/USA.

The salts and citric compounds are designed to slow
down or prevent ignition of the vegetation. The polymer/binder has the purpose of ensuring that the retardant stays on vegetation
for up to 2 months, and thus enabling the product to be used as a preventive measure around facilities in areas prone to fires.

The purpose of the product is to create or enforce fire
breaks, which will slow down or hinder spread of forest fire. The application can be by ordinary tenders (tankers with hoses)
airplane or other dispersement systems.

1. Fire Protected Cardboard Boxes (with Partner)

This product concept is for implementation into the
production process of carton and paper materials. Patent application is in process of filing at IPO/UK and USPO/USA.

The water based fire retardant is mixed with the paper
pulp (replacing water) and thus creating en end product that is fire protected to be used, for instance, with storage boxes.

We anticipate this concept will be completed in collaboration
with a manufacturer of carton and paper products.

1. Fire Protected Wall and Ceiling Insulation (with Partner)

As above, the main difference being that the retardant
will be mixed with a mix of base materials. Patent application is in process of filing at IPO/UK and USPO/USA.

1. Sentinel Fire Detection & Suppression System

We intend to take over the rights for the integrated
Sentinel system from Prime Solutions in Spain, with its proprietary system for detection of wildfire in the vicinity of compounds/installations
in forests, and the protection of these units by deployment of SAFIRE Frest Fire Break Solution.

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Approvals and Certifications

We are in the process of filing for UL approvals and
Government Dept endorsements (USFA, NFPA, CAL FIRE) for the United States, covering the Bioflamex aerosols and also bulk
extinguishers. In addition to this, TÜV certification of aerosols covering Europe shall be obtained.

We will be initiating the British Standards approvals
process for textile and pulp as soon as R&D work with Solberg Foams is completed.

EN3 certification of standard extinguishers must also
be initiated for the EU.

Forest Fire certifications and approvals will be obtained
gradually as we target markets; the U.S. (mainly California) and Spain will be the first focus-markets for the approvals.

The following table shows specifically where we are
at in the approval and certification process.

|Bioflamex          | We are in the process of
  obtaining UL approval for sales in the United States, which takes 3-6 months. We are contemplating the British Standard as well
  as TÜV, which is a faster process (2-3 months). NFPA (United States) endorsement is also a key to success.
|------------------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Extinguishing Foam | Must be UL certified in
  US and EN3 certified for normal extinguishers in EU. Both take 3-6 months.                                                                                                                                                                   
|Forest Retardant   | Must be tested and approved
  by United States (CAL FIRE), Greek, Spanish and Russian Forest Fire Authorities for use in forest fire fighting. Will take 3-6
  months, depending on timing for initial demonstrations.                                                 
|Retardant          | Needs UL and DIN4102/BS5852
  approval and certification. Takes 3-6 months.                                                                                                                                                                                            

In addition to the above, any number of local and/or
regional approvals may be necessary for the markets we aim to penetrate, as is the case in states like California, countries like
Russia and the individual CIS countries, and even some countries in EU (France for example).

Product Production

We intend to use a number of partners to develop and
manufacture our products.  These partners include those that follow in this section. In order to successfully reach our objectives,
a number of tests, demonstrations, approvals and certifications must be completed successfully during the coming 3-6 months.

We intend to enter into exclusive collaboration and
production agreements with SamsonEnviro A/S, Solberg A/S and Dansoll A/S, Denmark for the development of a range of versatile
and multipurpose retardant and extinguishing formulations.

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Samson Enviro A/S

The core biological formula has been developed by SamsonEnviro
and shall form the basis for the water based biological additives mixed with water.

This base formula composes the backbone for proprietary
washable textile retardants, forest fire protective solutions, non-flammable paper/carton products and the various types of extinguisher
products we intend to produce and market. SamsonEnviro delivers the ready produced base formula that we intend to use in our products.
All ingredients are supplied by larger and reliable manufacturers.

The collaboration agreement is in verbal form at the
present, and covers the direct transfer of rights of base formula to Bioflamex Corp in exchange of common stock. This agreement
will be formalized and signed when the Bioflamex Corporation has been duly formed as legal entity.

Dansoll A/S:

Dansoll manufactures over 3,000,000 aerosols per annum,
and can easily expand operations in current location and also abroad. The primary suppliers of cannisters and nozzle system have
capacity that supercedes any need in the distant future.

The main exclusive collaboration agreement will comprise
the manufacturing of Bioflamex products in aerosols both 650ml and 800ml versions. Dansoll will conduct mixing of ingredients,
purchase of bottles and nozzle systems, pressurization and packaging, using their proprietary technology for using CO2 as propellant.

This is currently a verbal agreement to be formalized
and signed when the Bioflamex Corporation has been properly formed and listed.

Solberg Foams A/S

In addition, we believe the development of specialized
non-PFC foams in collaboration with Solberg will lead to a range of unique fire extinguishing products, such as the kitchen spray
extinguisher and water based, biological foam solution for hand held extinguishers and use in fire truck tenders. Solberg foams
are readily available and we have a large and reliable network of collaboration partners.

To this effect, we have entered into an exclusive collaboration
with Solberg Foam for the development of special PFC-free foams for our Bioflamex foam extinguishers. The agreement provides that
all rights for the developed foam types shall be transferred to us in return for shares of our common stock. This is currently
a verbal agreement to be formalized and signed when the Bioflamex Corporation has been properly formed and listed.

In addition to the development of foams, we have entered
R&D collaboration with Solberg speclialists to enhance the base formula in terms of extinguishing capabilities, especially
to improve the fire knock-down effect of the formula. We hope this work will translate into the completion of the
new formulations for Bioflamex aerosol extinguishers and the completion of patent application, as well as the certification for
EN3 extinguishers.

15

---



In addition, this collaboration should enhance the product
attributes on forest fire protection, especially the active duration after application to vegetation, and will be essential for
designing paper pulp and biological insulation materials.

This additional R&D work is based on same terms
as the work on foams. According to plan, it should translate into completion of the product line for industrial use as well as
forest fire fighting, and shall form the basis of 2-3 patent applications.

Partnerships for Industrial Development:

We are working with two insulation manufacturers and
one paper/carton manufacturer to complete trials of industrial-level fire retardants. This work will take 3-6 months to complete
after the work with Solberg has been completed, and should result in 1-2 patent applications.

In addition, development of a washable fire retardant
for textiles (especially beddings) should open up for collaboration with industrial linen service companies, as the likes of Berendsen
and gain access to hospitals, hotels and prisons to mention a few institutional clients.

National Fire Departments: Upon completion
of formula work, critical testing will be conducted in collaboration with fire departments in the United States (California, Chicago
and New York initially and with other states/cities to be added later), Denmark, Spain and Greece.

Distribution

The company will use a number of distribution channels
and distribution partners, depending on the type of product, market segment and region. In some cases, we have already secured
verbal agreements with distributors and end user outlets, which we expect to be formalized in the near future.

Distribution in the United States will be determined
by the certifications/approvals obtained, but we are in dialogue with networks that have been developed over the years that we
believe will open the distributions channels to government and retail targets.

The main focus will be on establishing contracts with
strong local, regional or multinational companies, such as UPC (KIdde, Chubb) or Tyco (Tyco, Ansul, ADT) with a commanding relationship
to government departments, fire fighting purchasing departments, large distributing channels and/or businesses.

In some instances we will enter collaboration on all
products with one partner for a country or region, and in others multiple distributors will operate individual sectors, depending
on the nature of the market and the positioning of partner companies.

We intend to have our sales personnel primarily servicing
the distribution partner as key account managers; however some key multinational companies will be approached and handled directly
by management.

16

---



At the present, we have discussed preliminary Exclusive
Distributor/Agent agreements ready for execution with companies covering United States and regions such as India, UAE, Kuwait,
Egypt, Saudia Arabia. Partners for certain sectors and/or regions in EU and Asia have also been identified and soft negotiations
initiated.

Consumer / Retail

The main product for the Retail/Consumer segment is
the Bioflamex extinguisher, which we believe holds a global potential (The Red Bull of fire fighting).

The key to the distribution strategy is to gain access
to consumer outlet networks as well as semi-professional / specialty outlets. The distribution and marketing will initially be
conducted through the networks own marketing programmes/media towards potential end users.

As an example, the Automobile Owners Associations
in the United States counts more than 50,000,000 members and publishes web content and magazines directed at its members. In EU
the same applies, counting more than 40,000,000 members and publishing magazines that have circulations of more than 7,000,000
copies monthly or quarterly depending on the country/region. This composes a strong promotion vehicle for the All-purpose Bioflamex
for car/boat owners.

The push for distribution in the United States will
be focused around a number of key distribution partners and 5 key states with a high population/business density, high media saturation
and high level of distribution outlets. These states include: New York, California, Illinois, Texas and Florida.

We have identified these states as being highly relevant
for penetration into the retail/private consumption sphere as well as the public institutions and businesses.

In addition to this, the states selected individually
have some characteristics that support focused efforts into certain business areas. Examples of this include:

- The high proportion of Oil & Gas industry in Texas supports the
distribution and sales of bulk extinguishers and retardants to professional clients;
- The high level of forest fire threats in California, makes it an
  ideal market to introduce the forest fire solutions to local Government departments and fire fighting departments; and
- The high number of elderly people in Florida supports the introduction
  of Bioflamex kitchen extinguisher and textile retardants to Government Departments and institutions as well as key retail partners.

We also intend to focus on a number of countries in
Europe with high population/business density, high media saturation and high level of distribution outlets.  These countries
include: the Nordic Countries, Germany, France, Benelux, England, and Spain.

It is our goal to achieve a 10% penetration into the
market through professional, business to business and retail distribution/sales partners, over the course of a 3 year period.

17

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Business to Business / Professional

The distribution of product for the business to business
and professional market will mainly be conducted either through large multinational corporations with a strong sales and distribution
networks in key markets or through local/regional partners with strong association and sales record to the primary clients.

Large multinational distribution partners may include:
TYCO, UTC, ISS (50+ countries), G4S (70+ countries), and Würth (40+ countries).Local/regional distribution partners
may include:

Delma Group (Middle East/India), Blue Dome Company
(Middle East), and Falck (Nordic),

Industrial

The industrial segment will primarily be targeted by
our staff directly with potential clients, as significant consultancy and development of applications is involved in this. Main
clients are manufacturers of paper product, insulation material for construction, timber and wood manufacturers and textile/furniture
producers.

Employees

Staff Development

Our ability to generate revenue will require 2-3 offices
and a consistent increase in staff count over the first 1-4 years, as reflected in the personnel chart below:



However, we do not have an ambition to become a high
headcount operation; but rather have a tight and highly skilled group of people employed within the technical, sales and marketing
Divisions.

Mainly, the distribution sales and marketing efforts
will require support and key account capacity, and we will be looking to hire individuals with strong skills within regional or
global sales, and also recruit from the professional fire services environment to ensure deep understanding of the technical aspects
within the sales/marketing force and to leverage industry insight and professional connections.

In addition to this, we aim to recruit technical staff
with fire fighting, biochemistry and/or logistics skills who can ensure strong coordination with manufacturing partners, counseling
of distributors and key clients (for the professional / industrial segments), and drive the product development within the company.

18

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Advisory Board

We intend to develop an advisory board in the near future
that will consist of a collection of individuals who bring unique knowledge and skills which complement the knowledge and skills
of our board members in order to more effectively govern the organization.  We expect that our advisory board will be staffed
in the next six months.

Item 1A.   Risk Factors.

A smaller reporting company is not required to provide
the information required by this Item.

Item 1B.   Unresolved
Staff Comments

A smaller reporting company is not required to provide
the information required by this Item.

Item 2.   Properties

Our corporate headquarters are located at Christiansvej
31, 2920 Charlottenlund, Denmark.  This location is provided by our Chief Executive Officer and Director without cost. 
We intend to move into another facility as soon as capital permits.

Item 3.   Legal Proceedings

We are not a party to any pending legal proceeding.
We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more
of our voting securities are adverse to us or have a material interest adverse to us.

Item 4.   (Removed
and Reserved)

PART II

Item 5.    Market for Registrants
Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities

The following table sets forth the range of high and
low bid quotations for our common stock for each of the periods indicated as reported by the OTCBB. These quotations reflect inter-dealer
prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

19

---



|Fiscal Year Ending February 28, 2011
|------------------------------------
|Quarter Ended                       
|February 28, 2011                   
|November 30, 2010                   
|August 31, 2010                     
|May 31, 2010                        

|Fiscal Year Ending February 28, 2010
|------------------------------------
|Quarter Ended                       
|February 28, 2011                   
|November 30, 2010                   
|August 31, 2010                     
|May 31, 2010                        

Penny Stock

The SEC has adopted rules that regulate broker-dealer
practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a market price of
less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided
that current price and volume information with respect to transactions in such securities is provided by the exchange or system.
The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure
document prepared by the SEC, that: (a) contains a description of the nature and level of risk in the market for penny stocks
in both public offerings and secondary trading; (b) contains a description of the broker's or dealer's duties to the customer
and of the rights and remedies available to the customer with respect to a violation of such duties or other requirements of the
securities laws; (c) contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny
stocks and the significance of the spread between the bid and ask price; (d) contains a toll-free telephone number for inquiries
on disciplinary actions; (e) defines significant terms in the disclosure document or in the conduct of trading in penny stocks;
and (f) contains such other information and is in such form, including language, type size and format, as the SEC shall require
by rule or regulation.

The broker-dealer also must provide, prior to effecting
any transaction in a penny stock, the customer with (a) bid and offer quotations for the penny stock; (b) the compensation of
the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or
other comparable information relating to the depth and liquidity of the market for such stock; and (d) a monthly account statement
showing the market value of each penny stock held in the customer's account.

In addition, the penny stock rules require that prior
to a transaction in a penny stock not otherwise exempt from those rules, the broker-dealer must make a special written determination
that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt
of a risk disclosure statement, a written agreement as to transactions involving penny stocks, and a signed and dated copy of
a written suitability statement.

20

---



These disclosure requirements may have the effect of
reducing the trading activity for our common stock. Therefore, stockholders may have difficulty selling our securities.

Holders of Our Common Stock

We are authorized to issue 200,000,000 shares of common
stock with a par value of $0.0001 per share. As of February 28 , 2011, we had 92,466,667 shares of common stock outstanding.
Our shares are held by approximately 37 shareholders of record.

Dividends

There are no restrictions in our articles of incorporation
or bylaws that prevent us from declaring dividends.  The Nevada Revised Statutes, however, do prohibit us from declaring
dividends where after giving effect to the distribution of the dividend:

| | 1. | we would not be able to pay our debts as
they become due in the usual course of business, or;
| | -- | ---------------------------------------------------------------------------------------------

| | 2. | our total assets would be less than the
sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential
rights superior to those receiving the distribution.
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

We have not declared any dividends and we do not plan
to declare any dividends in the foreseeable future.

Recent Sales of Unregistered Securities

The information set forth below relates to our issuances
of securities without registration under the Securities Act of 1933 during the reporting period which were not previously included
in a Quarterly Report on Form 10-Q or Current Report on Form 8-K.

On April 26, 2011, we issued 333,333 in a private transaction
for $0.15 per share for total proceeds of $50,000.

On January 25, 2011, we entered into an Asset Purchase
Agreement with Kristian Schiørring and Henrik Dahlerup to acquire certain intellectual property related to line of fire extinguishing
and prevention products that are based on environment friendly and biological formulations.  In consideration for the newly
acquired assets, we issued 19,000,000 shares of our common stock to each of Messrs. Schiørring and Dahlerup.

The above issuances were made pursuant to Regulation
S of the 1933 Act. Each purchaser represented to us that the purchaser was a Non-US Person as defined in Regulation S. We did
not engage in a distribution of this offering in the United States. Each purchaser represented their intention to acquire the
securities for investment only and not with a view toward distribution. All purchasers were given adequate access to sufficient
information about us to make an informed investment decision. None of the securities were sold through an underwriter and accordingly,
there were no underwriting discounts or commissions involved. The selling stockholders named in this prospectus include all of
the purchasers who purchased shares pursuant to this Regulation S offering.

21

---



Securities Authorized for Issuance under Equity Compensation Plans

We do not have any equity compensation plans.

Item 6.   Selected Financial
Data

A smaller reporting company is not required to provide
the information required by this Item.

Item 7.  Managements
Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

Certain statements, other than purely historical information,
including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the
assumptions upon which those statements are based, are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934. These forward-looking statements generally are identified by the words believes, project,
expects, anticipates, estimates, intends, strategy, plan,
may, will, would, will be, will continue, will likely result,
and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking
statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of
complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that
are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements.
Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could
have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to:
changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally
accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements
and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including
additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

22

---



Results of Operations for the Years Ended February
28, 2011 and 2010

We generated no revenue for the period from August 25,
2004 (Date of Inception) until February 28, 2011. Our Operating Expenses were $ 267,550 for the year ended February 28,
2011, as compared with $12,441 for the same period ended 2010.   The increase was the result of professional
fees of $37,68 3 for the year ended February 28, 2011, as compared with only $10,500 for the same period 2010.  We also incurred consulting fees of $217,375 for the year
ended February 28, 2011, with no such expenses for the same period ended 2010. Our
operating expenses were $356,754 for the period from August 25, 2004 (Date of Inception) until February 28, 2011.

We recorded a net loss of $ 267,550 for the year
ended February 28, 2011, as compared with $12,441 for the same period ended 2010, and $356,754 for the period from August
25, 2004 (Date of Inception) until February 28, 2011.

Liquidity and Capital Resources

As of February 28, 2011, we had current assets of $10,059,
represented by $59 in cash and $10,000 in prepaid expenses.  We had total assets of $1,201,059 as of February 28, 2011. We
had total liabilities of $ 91,083 as of February 28, 2011.  We had a working capital deficit of $81,024
as of February 28, 2011.

Operating activities used $50,037 in cash for
the year ended February 28, 2011. Our net loss of $ 267,550,  prepaid expenses of $10,000 and write off of mineral properties
of $500 were the contributing factors to our negative operating cash flow, offset mainly by shares issued for consulting
services of $200,000 and an increase in accounts payable and accrued liabilities of $ 27,513 . Financing activities for
the year ended February 28, 2011 generated $50,000 as a result of convertible loan proceeds of $60,500 and officer loans of $7,500 ,
offset by the repayment of officer loans in the amount of $18,000 .

We will require a cash injection of $2,000,000 to: begin
operations, launch a full marketing and branding campaign, manufacture and deliver products and to begin and increase revenues
from its products. Subsequent to the reporting period, we raised $50,000 in a private placement to an accredited investor. 
Notwithstanding, as of February 28, 2010, we have insufficient cash to operate our business at the current level for the next
twelve months and insufficient cash to achieve our business goals. The success of our business plan beyond the next 12 months
is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements,
which may be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal
commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance
that such additional financing will be available to us on acceptable terms, or at all.

Off Balance Sheet Arrangements

As of February 28, 2011, there were no off balance sheet
arrangements.

23

---



Going Concern

The accompanying financial statements have been prepared
on a going concern basis which assumes we will be able to realize our assets and discharge our liabilities in the normal course
of business for the foreseeable future. We have incurred losses since inception resulting in an accumulated deficit of $356,754
as at February 28, 2011 and have working capital of $81,024 as at February 28, 2011. Further losses are anticipated
in the development of our business raising substantial doubt about our ability to continue as a going concern. The ability to
continue as a going concern is dependent upon our generating profitable operations in the future and/or to obtain the necessary
financing to meet our obligations and repay our liabilities arising from normal business operations when they come due.

Critical Accounting Policies

In December 2001, the SEC requested that all registrants
list their most critical accounting polices in the Management Discussion and Analysis. The SEC indicated that a critical
accounting policy is one which is both important to the portrayal of a companys financial condition and results, and
requires managements most difficult, subjective or complex judgments, often as a result of the need to make estimates about
the effect of matters that are inherently uncertain.

Our accounting policies are set forth in Note 2 to the
financial statements.  Management does not believe that our accounting policies are critical enough to mention in the body
of this annual report on Form 10-K.

Recently Issued Accounting Pronouncements

We do not expect the adoption of recently issued accounting
pronouncements to have a significant impact on our results of operation, financial position or cash flow.

Item 7A.   Quantitative
and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide
the information required by this Item.

Item 8.   Financial
Statements and Supplementary Data

Index to Financial Statements Required by Article 8
of Regulation S-X:

|Audited Financial Statements:
|-----------------------------
|F-1                          
|F-2                          
|F-3                          
|F-4                          
|F-5                          
|F-6                          



24

---



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM



To the
Board of Directors and Stockholders

Bioflamex
Corp.

(formerly
Deer-Bay Resources, Inc.)

New York,
NY



REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



We
have audited the accompanying balance sheet of Bioflamex Corp. (Formerly Deer-Bay Resources, Inc.) as of February 28, 2011 and
2010 and the related statements of operations, stockholders’ equity, and cash flows for the year ended February 28, 2011.
Bioflamex Corp.’s management is responsible for these financial statements. Our responsibility is to express an opinion
on these financial statements based on our audit.



We
conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material
misstatement. Our audit of the financial statements includes examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating
the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.



In
our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bioflamex
Corp. (Deer-Bay Resources, Inc.) as of February 28, 2011 and 2010, and the results of its operations and cash flows for the years
then ended in conformity with accounting principles generally accepted in the United States of America.



As
discussed in Note 9 to the financial statements, the financial statements have been restated for the correction of an error in
connection with the accrual of certain expenses previously omitted.



The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed
in note 1 to the financial statements, the Company has suffered recurring losses and had negative cash flows from operations that
raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to
these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the
outcome of this uncertainty.







/s/

Weaver
Martin & Samyn, LLC

Kansas City, Missouri



May
18, 2011, except as to the restatement discussed in Note 10 to the financial statements which is as of July 20, 2012



F-1

---



Bioflamex Corporation (formerly known as Deer Bay Resources
Inc.)
(A Development Stage Company)
Balance Sheets



|                                                                                                          |  | February
    28, 2011 |           | February
    28, 2010
|--------------------------------------------------------------------------------------------------------- |  | --------------------- | --------- | ---------------------
|                                                                                                          |  | (restated)            |           |                      
|Assets                                                                                                    |  |                       |           |                      
|                                                                                                          |  |                       |           |                      
|Current Assets                                                                                            |  |                       |           |                      
|Cash                                                                                                      |  | $                     | 59        |                      
|Prepaid
    expenses                                                                                      |  |                       | 10,000    |                      
|                                                                                                          |  |                       |           |                      
|Total Current Assets                                                                                      |  |                       | 10,059    |                      
|                                                                                                          |  |                       |           |                      
|Intangible Assets
    (Note 4)                                                                            |  |                       | 1,191,000 |                      
|                                                                                                          |  |                       |           |                      
|Total Assets                                                                                              |  |                       | 1,201,059 |                      
|                                                                                                          |  |                       |           |                      
|Liabilities and Stockholders’
    Equity (Deficit)                                                        |  |                       |           |                      
|                                                                                                          |  |                       |           |                      
|Current Liabilities                                                                                       |  |                       |           |                      
|Accounts payable                                                                                          |  |                       | 30,583    |                      
|Related
    party loans (Note 5)                                                                          |  |                       | —         |                      
|                                                                                                          |  |                       |           |                      
|Total Current Liabilities                                                                                 |  |                       | 30,583    |                      
|                                                                                                          |  |                       |           |                      
|Convertible Debt
    (Note 6)                                                                             |  |                       | 60,500    |                      
|                                                                                                          |  |                       |           |                      
|Total Liabilities                                                                                         |  |                       | 91,083    |                      
|                                                                                                          |  |                       |           |                      
|Nature of Operations and Continuance
    of Business (Note 1)                                             |  |                       |           |                      
|Subsequent Events (Note 9)                                                                                |  |                       |           |                      
|                                                                                                          |  |                       |           |                      
|Stockholders’ Equity (Deficit)                                                                            |  |                       |           |                      
|                                                                                                          |  |                       |           |                      
|Capital Stock (Note 7)                                                                                    |  |                       |           |                      
|Authorized: 200,000,000 common shares
    with a par value of $0.0001                                     |  |                       |           |                      
|Issued and outstanding:
    92,466,667 and 130,110,000 common shares issued and outstanding, respectively |  |                       | 9,247     |                      
|                                                                                                          |  |                       |           |                      
|Additional Paid-in-Capital                                                                                |  |                       | 1,457,453 |                      
|                                                                                                          |  |                       |           |                      
|Common stock authorized and unissued                                                                      |  |                       | 100       |                      
|Foreign currency
    translation                                                                          |  |                       | (70       | )                    
|Deficit Accumulated
    During the Development Stage                                                      |  |                       | (356,754  | )                    
|                                                                                                          |  |                       |           |                      
|Total Stockholders’
    Equity (deficit)                                                                  |  |                       | 1,109,796 |                      
|                                                                                                          |  |                       |           |                      
|Total Liabilities
    and Stockholders’ Equity (Deficit)                                                  |  |                       | 1,201,059 |                      



(See Accompanying Notes)

F-2

---



Bioflamex Corporation (formerly known as Deer Bay Resources
Inc.)
(A Development Stage Company)
Statements of Operations



|                                                         |  | Cumulative
    from August 25, 2004 (Inception) to February 28, 2011 |          | Year
    Ended February 28, 2011 (restated) |  | Year
    Ended February 28, 2010
|-------------------------------------------------------- |  | -------------------------------------------------------------------- | -------- | ------------------------------------------- |  | --------------------------------
|                                                         |  |                                                                      |          |                                             |  |                                 
|Revenue                                                  |  | $                                                                    | —        |                                             |  | $                               
|                                                         |  |                                                                      |          |                                             |  |                                 
|Expenses                                                 |  |                                                                      |          |                                             |  |                                 
|Mineral
    property costs                               |  |                                                                      | 16,500   |                                             |  |                                 
|Office expenses                                          |  |                                                                      | 29,617   |                                             |  |                                 
|Professional fees                                        |  |                                                                      | 93,262   |                                             |  |                                 
|Consulting
    fees                                      |  |                                                                      | 217,375  |                                             |  |                                 
|                                                         |  |                                                                      |          |                                             |  |                                 
|Net
    Loss                                             |  |                                                                      | (356,754 | )                                           |  |                                 
|                                                         |  |                                                                      |          |                                             |  |                                 
|Net
    Loss per Share – Basic and Diluted               |  |                                                                      |          |                                             |  |                                 
|                                                         |  |                                                                      |          |                                             |  |                                 
|Weighted Average
    Number of Common Shares Outstanding |  |                                                                      |          |                                             |  |                                 



(See Accompanying Notes)

F-3

---



Bioflamex Corporation (formerly known as Deer Bay Resources
Inc.)
(A Development Stage Company)
Statements of Cash Flows

|                                                         |  | Cumulative
    from August 25, 2004 (Inception) to February 28, 2011 (restated) |           | Year
    Ended February 28, 2011 (restated) |  | Year
    Ended February 28, 2010
|-------------------------------------------------------- |  | ------------------------------------------------------------------------------- | --------- | ------------------------------------------- |  | --------------------------------
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Cash
    Flows from Operating Activities                 |  |                                                                                 |           |                                             |  |                                 
|Net
    Loss                                             |  | $                                                                               | (356,754  | )                                           |  | $                               
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Adjustment
    to Reconcile Net Loss to Net Cash:        |  |                                                                                 |           |                                             |  |                                 
|Write-off
    of mineral properties                      |  |                                                                                 | 16,000    |                                             |  |                                 
|Shares
    issued for consulting services                |  |                                                                                 | 200,000   |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Changes
    in Operating Assets and Liabilities:         |  |                                                                                 |           |                                             |  |                                 
|(Increase)
    in prepaid expenses                       |  |                                                                                 | (10,000   | )                                           |  |                                 
|Increase
    in accounts payable and accrued liabilities |  |                                                                                 | 30,513    |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Net
    Cash used in Operating Activities                |  |                                                                                 | (120,241  | )                                           |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Cash
    Flows to Investing Activities                   |  |                                                                                 |           |                                             |  |                                 
|Mineral
    property costs                               |  |                                                                                 | (16,000   | )                                           |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Net
    Cash used in Investing Activities                |  |                                                                                 | (16,000   | )                                           |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Cash
    Flows from Financing Activities                 |  |                                                                                 |           |                                             |  |                                 
|Proceeds
    from officer’s loan                         |  |                                                                                 | 18,669    |                                             |  |                                 
|Repayment
    of officer’s loan                          |  |                                                                                 | (18,669   | )                                           |  |                                 
|Convertible
    loan proceeds                            |  |                                                                                 | 60,500    |                                             |  |                                 
|Common
    shares issued for cash                        |  |                                                                                 | 75,800    |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Net
    Cash Provided by Financing Activities            |  |                                                                                 | 136,300   |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Net
    Increase (Decrease) in Cash                      |  |                                                                                 | 59        |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Cash
    - Beginning of Period                           |  |                                                                                 | —         |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Cash
    - End of Period                                 |  |                                                                                 | 59        |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Non-cash
    Investing and Financing Activities:         |  |                                                                                 |           |                                             |  |                                 
|Common
    shares issued for intellectual property       |  |                                                                                 | 1,191,000 |                                             |  |                                 
|Common
    shares issued for consulting services         |  |                                                                                 | 200,000   |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Supplemental
    Cash Flow Information:                  |  |                                                                                 |           |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 
|Cash
    paid for:                                       |  |                                                                                 |           |                                             |  |                                 
|Interest                                                 |  |                                                                                 | —         |                                             |  |                                 
|Taxes                                                    |  |                                                                                 | —         |                                             |  |                                 
|                                                         |  |                                                                                 |           |                                             |  |                                 



(See Accompanying Notes)

F-4

---



Bioflamex Corporation (formerly known as Deer Bay Resources
Inc.)
(A Development Stage Company)
Statement of Stockholders Equity (Deficit)
From August 25, 2004 (Inception) to February 28, 2011



|                                                          |  | Number
    of Common Shares |             | Par
    Value |  | Additional Paid-in- Capital |        | Shares
    Issued and Unissued |  | Foreign
    Currency Translation |           | Deficit
    Accumulated During the Exploration Stage |  | Total
|--------------------------------------------------------- |  | --------------------------- | ----------- | ------------- |  | --------------------------- | ------ | ------------------------------ |  | -------------------------------- | --------- | ---------------------------------------------------- |  | -----
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|August 25, 2004                                           |  |                             | —           |               |  | $                           | —      |                                |  | $                                | —         |                                                      |  |      
|October 11, 2004 - Issued for cash
    at $0.001          |  |                             | 6,300,000   |               |  |                             | 630    |                                |  |                                  | 5,670     |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|October 25, 2004 - Issued for cash at $0.01               |  |                             | 1,050,000   |               |  |                             | 105    |                                |  |                                  | 10,395    |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|January 5, 2005 - Issued for cash at $0.05                |  |                             | 260,000     |               |  |                             | 26     |                                |  |                                  | 12,974    |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Net loss                                                  |  |                             | —           |               |  |                             | —      |                                |  |                                  | —         |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Balance, February 28, 2005                                |  |                             | 7,610,000   |               |  |                             | 761    |                                |  |                                  | 29,039    |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Net loss                                                  |  |                             | —           |               |  |                             | —      |                                |  |                                  | —         |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Balance, February 28, 2006                                |  |                             | 7,610,000   |               |  |                             | 761    |                                |  |                                  | 29,039    |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Net loss                                                  |  |                             | —           |               |  |                             | —      |                                |  |                                  | —         |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Balance, February 28, 2007                                |  |                             | 7,610,000   |               |  |                             | 761    |                                |  |                                  | 29,039    |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Net loss                                                  |  |                             | —           |               |  |                             | —      |                                |  |                                  | —         |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Balance, February 29, 2008                                |  |                             | 7,610,000   |               |  |                             | 761    |                                |  |                                  | 29,039    |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|June 24, 2008 - Issued for cash at $0.001                 |  |                             | 32,500,000  |               |  |                             | 3,250  |                                |  |                                  | 29,250    |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|June 24, 2008 - Issued for cash at $0.0001                |  |                             | 85,000,000  |               |  |                             | 8,500  |                                |  |                                  | —         |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|October 24, 2008 - Issued for cash at $0.001              |  |                             | 5,000,000   |               |  |                             | 500    |                                |  |                                  | 4,500     |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Net loss                                                  |  |                             | —           |               |  |                             | —      |                                |  |                                  | —         |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Balance, February 28, 2009                                |  |                             | 130,110,000 |               |  |                             | 13,011 |                                |  |                                  | 62,789    |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Net loss                                                  |  |                             | —           |               |  |                             | —      |                                |  |                                  | —         |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Balance, February 28, 2010                                |  |                             | 130,110,000 |               |  |                             | 13,011 |                                |  |                                  | 62,789    |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|January 25, 2011 - Issued for assets at $0.0313 per share |  |                             | 38,000,000  |               |  |                             | 3,800  |                                |  |                                  | 1,187,200 |                                                      |  |      
|Shares authorized for services                            |  |                             |             |               |  |                             |        |                                |  |                                  | 199,900   |                                                      |  |      
|Foreign currency translation                              |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|January 25, 2011 – Returned to treasury
    and canceled  |  |                             | (75,643,333 | )             |  |                             | (7,564 | )                              |  |                                  | 7,564     |                                                      |  |      
|Net loss                                                  |  |                             | —           |               |  |                             | —      |                                |  |                                  | —         |                                                      |  |      
|                                                          |  |                             |             |               |  |                             |        |                                |  |                                  |           |                                                      |  |      
|Balance, February 28, 2011                                |  |                             | 92,466,667  |               |  |                             | 9,247  |                                |  |                                  | 1,457,453 |                                                      |  |      



(See Accompanying Notes )

F-5

---

Bioflamex
Corp. (formerly known as Deer Bay Resources Inc.)

(A Development
Stage Company)

Notes
to The Financial Statements

For
the Years Ended February 28, 2011 and 2010





1.	Nature
of Operations and Continuance of Business

The Company was incorporated
as Deer Bay Resources Inc. (“the Company”) under the laws of State of Nevada, U.S. on August 25, 2004. The Company’s
principal business up to January 25, 2011 was the acquisition and exploration of mineral resources. On January 25, 2011, the Company
entered into an Asset Purchase Agreement to acquire certain intellectual property related to line of fire extinguishing and prevention
products that are based on environment friendly and biological formulations. In consideration for the newly acquired assets, the
Company issued 38,000,000 shares at $0.013 per share. We have not produced any revenues from the Company’s newly acquired
assets or commenced significant business operations and are considered a development stage company as defined by SEC Guide 7 with
reference to Financial Accounting Standards Board (FASB) issued Accounting Standards Codification (ASC) topic 915.

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 has incurred losses since inception resulting in an accumulated
deficit of $134,581 as at February 28, 2011 and has working capital of $1,719 as at February 28, 2011. 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
to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when
they come due.

The Company will require a
cash injection of $2,000,000 to: begin operations, launch a full marketing and branding campaign, manufacture and deliver products
and to begin and increase revenues from its products. The Company has offered, pursuant to a private placement offering (the “Offering”),
a minimum of 333,333 shares and maximum of 3,333,334 shares at $0.15 per share to raise a minimum of $50,000 and a maximum of
$500,000. On April 26, 2011 the Company received $50,000 pursuant to the Offering. Management is in the process of completing
the maximum raise and begin operations; following this an additional $1,500,000 will be raised. Management believes this additional
capital, the public listing, the management team and the expanded awareness of the Bioflamex® brand will provide the Company
the opportunity to be operationally cash flow positive and profitable over the next twelve months.



2.	Summary of Significant Accounting
Policies

Use of Estimates

The preparation of financial statements in accordance
with United States generally accepted accounting principles requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and
expenses in the reporting period. The Company regularly evaluates estimates and assumptions related to donated services and expenses,
and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical
experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the
basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are
not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from
the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future
results of operations will be affected.

Mineral Claim Payments and Exploration Expenditures

The Company is primarily engaged in the acquisition
and exploration of mining properties. Mineral property exploration costs are expensed as incurred. Mineral property acquisition
costs are initially capitalized when incurred. We assess the carrying cost for impairment under the FASB ASC topic 360 at each
fiscal quarter end. When it has been determined that a mineral property can be economically developed as a result of establishing
proven and probable reserves, the costs subsequently incurred to develop such property are capitalized. Such costs will be amortized
using the units-of-production method over the established life of the proven and probable reserves. If mineral properties are
subsequently abandoned or impaired, any capitalized costs will be charged to operations.



F-6

---



Long-lived Assets

The Company tests long-lived assets or asset groups
for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances
which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant
adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally
expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history
of losses or a forecast of continuing losses associated with the use of the asset; and current expectation that the asset will
more likely than not be sold or disposed significantly before the end of its estimated useful life.

Recoverability is assessed based on the carrying
amount of the asset and its fair value which is generally determined based on the sum of the undiscounted cash flows expected
to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain instances. An impairment
loss is recognized when the carrying amount is not recoverable and exceeds fair value.

Financial Instruments

The fair values of financial
instruments, which include cash, note payable and due to related party were estimated to approximate their carrying values due
to the immediate or short-term maturity of these financial instruments. Foreign currency transactions are primarily undertaken
in Canadian dollars. The financial risk is the risk to the Company’s operations that arise from fluctuations in foreign
exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce
its exposure to foreign currency risk.

Foreign Currency Translation

The Company’s functional and reporting currency
is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated in accordance with
ASC 820, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency
denominated transactions or balances are included in the determination of income. Foreign currency transactions are primarily
undertaken in Canadian dollars. The Company has not, to the date of these financials statements, entered into derivative instruments
to offset the impact of foreign currency fluctuations.

New Accounting Standards Adopted During the Year
Ended February 28, 2011

In June 2009, the FASB issued ASC topic 860-20 for
changes to the accounting for transfers of financial assets. These changes remove the concept of a qualifying special-purpose
entity and remove the exception from the application of variable interest accounting to variable interest entities that are qualifying
special-purpose entities; limits the circumstances in which a transferor derecognizes a portion or component of a financial asset;
defines a participating interest; requires a transferor to recognize and initially measure at fair value all assets obtained and
liabilities incurred as a result of a transfer accounted for as a sale; and requires enhanced disclosure; among others. These
changes become effective for the Company on March 1, 2010. The adoption of these changes did not have an impact on the Company’s
financial statements.

In June 2009, the FASB issued changes to the accounting
for variable interest entities. These changes require an enterprise to perform an analysis to determine whether the enterprise’s
variable interest or interests give it a controlling financial interest in a variable interest entity; to require ongoing reassessments
of whether an enterprise is the primary beneficiary of a variable interest entity; to eliminate the quantitative approach previously
required for determining the primary beneficiary of a variable interest entity; to add an additional reconsideration event for
determining whether an entity is a variable interest entity when any changes in facts and circumstances occur such that holders
of the equity investment at risk, as a group, lose the power from voting rights or similar rights of those investments to direct
the activities of the entity that most significantly impact the entity’s economic performance; and to require enhanced disclosures
that will provide users of financial statements with more transparent information about an enterprise’s involvement in a
variable interest entity. This Statement became effective for the Company on March 1, 2010. Earlier application was prohibited.
The adoption of these changes did not have an impact on the Company’s financial statements.



F-7

---



In October 2009, the FASB issued ASU 2009-13 for
changes to multiple-deliverable revenue arrangements a consensus of the FASB emerging issues task force, which amends ASC
topic 605, Revenue Recognition, to require companies to allocate revenue in multiple-element arrangements based on an element’s
estimated selling price if vendor-specific or other third-party evidence of value is not available. ASU 2009-13 is effective for
us on November 1, 2010. Earlier application is permitted. The adoption of these changes did not have an impact on the Company’s
financial statements.



3.	Mineral Interests

On March 18, 2008, the Company
entered into a mineral property purchase agreement to acquire a 100% interest in the Emmy Claim located in the New Westminster
Mining Division, BC for total consideration of $8,000. This mining interest was held in trust for the Company by the vendor of
the property. On January 25, 2010 this mineral claim had lapsed and was re-staked by a third party. On February 4, 2010 the Company
entered into a Letter and Trust Agreement with this third party to acquire the Emmy Claim. The Company paid $500 as consideration.
The Emmy Claim expired February 4, 2011. The Company is no longer exploring for mineral properties.



4. Intangible Assets

On January
25, 2011, the Company entered into an Asset Purchase Agreement to acquire certain intellectual property related to line of fire
extinguishing and prevention products that are based on environment friendly and biological formulations. In consideration for
the newly acquired assets, the Company issued 38,000,000 shares at $0.0313 per share, totaling $1,191,000, to two individuals
who became the entire Board of Directors and the two senior officers of the Company. The Company followed SAB Topic 5 G in determining
value as the transaction was considered a non-monetary related party transaction. Value was determined based on historical costs
associated with testing, patenting and trademarking the intellectual property and also supported by an independent valuation of
the intellectual property. The entire purchase price was allocated to the intangible asset category of Patents and Trademarks.



5.	Related Party Loans/Transactions

The President of the Company
loaned a further $2,939 during the year ended February 28, 2011 for a total loan outstanding of $5,439. This loan was repaid in
full on December 22, 2010.

A shareholder of the Company
loaned a further $5,250 during the year ended February 28, 2011 for a total loan outstanding of $13,250. This loan was non-interest
bearing and was repaid in full on December 21, 2010.

See Intangible Assets, Note
4 and Common Stock, Note 7 for other related party transactions.



6.	Convertible Debt

The Company
received $60,500 pursuant to a convertible debenture subscription agreement. The loan is convertible into 6,050,000 common shares
of the Company at a rate of $0.01 of debt for each share issued. The maturity date of this convertible debenture is December 13,
2012. The debenture does not carry any rate of interest and is unsecured.



7.	Common Stock

On January 25, 2011, the Company
entered into an Asset Purchase Agreement to acquire certain intellectual property related to line of fire extinguishing and prevention
products that are based on environment friendly and biological formulations. In consideration for the newly acquired assets, the
Company issued 19,000,000 common shares to each of two individuals at $0.0313 per share. The vendors became the sole directors
and officers of the Company and acquired 12,856,667 common shares from the former director and Chief Executive Officer. Also on
January 25, 2011 the former director and Chief Executive Officer returned to treasury for cancellation at total of 75,643,333
common shares.

On January 28, 2011, the Company
authorized 1,000,000 shares pursuant to a consulting agreement, with a deemed value of $0.20 per share. As at February 28, 2011,
none of these shares have been issued.

At February 28, 2011, there
were no outstanding stock options or warrants.





F-8

---





8.	Income Taxes

Potential
benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has net
operating losses of $89,000 which commence expiring in 2025. The Company is required to compute tax asset benefits for net operating
losses carried forward. Potential benefits of net operating losses have not been recognized in these financial statements because
the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

The components
of the net deferred tax asset at February 28, 2010 and February 29, 2009 and the statutory tax rate, the effective tax rate and
the elected amount of the valuation allowance are scheduled below:



|                                |  |   | Year
                                                                                                          Ended February
                                                                                                                                                                                                                   28,
                                                                                                                                                                                                                   2011 |   |  |   | Year
                                                                                                          Ended February
                                                                                                                                                                                                                   28,
                                                                                                                                                                                                                   2010 |  
|------------------------------- |  | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | - |  | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -
|                                |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |  
|Cumulative Net Operating Losses |  | $ | 267,000                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |   |  | $ | 89,000                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |  
|                                |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |  
|Statutory Tax Rate              |  |   | 34                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | % |  |   | 34                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | %
|                                |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |  
|Effective Tax Rate              |  |   | —                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |  |   | —                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |  
|                                |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |  
|Deferred Tax Asset              |  |   | 90,000                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |   |  |   | 30,000                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |  
|                                |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |  
|Valuation Allowance             |  |   | (90,000                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | ) |  |   | (30,000                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | )
|                                |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |  
|Net Deferred Tax Asset          |  |   | —                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |  |   | —                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |  



F-9

---





9. Correction of Errors and Restatement



The Company has restated its balance
sheet and statement of operations of February 28, 2011 to correct errors in its accounting. Consulting fees of $207,235 and office
and miscellaneous expenses of $4,797 were recorded on the statement of operations. The balance sheet has been restated
to correct the accounts payable and accrued liabilities of $22,171, common stock-authorized and unissued of $100, additional
paid in capital of $199,900 and foreign currency translation adjustment of $70.





|                                              |  | February 28, 2011
|--------------------------------------------- |  | -----------------
|                                              |  | As Originally    
|                                              |  |                  
|BALANCE SHEET                                 |  |                  
|Current assets                                |  |                  
|Cash and cash equivalents                     |  | $                
|Prepaid expenses - other                      |  |                  
|Total current assets                          |  |                  
|Other assets                                  |  |                  
|Intangible assets:                            |  |                  
|Total assets                                  |  |                  
|                                              |  |                  
|Current liabilities                           |  |                  
|Accounts payable and accrued expenses         |  |                  
|Convertible note                              |  |                  
|Total current liabilities                     |  |                  
|Stockholders' (Deficit)                       |  |                  
|Common stock                                  |  |                  
|Additional paid-in capital                    |  |                  
|Common stock authorized and unissued          |  |                  
|Foreign currency translation                  |  |                  
|Accumulated deficit                           |  |                  
|Total stockholders' equity                    |  |                  
|Total liabilities and stockholders' (deficit) |  | $                
|                                              |  |                  
|STATEMENT OF OPERATIONS                       |  |                  
|Revenues                                      |  | $                
|Operating Expenses                            |  |                  
|Consulting fees                               |  |                  
|Exploration costs                             |  |                  
|Office expense                                |  |                  
|Professional fees                             |  |                  
|Total operating expenses                      |  |                  
|Net (loss)                                    |  | $                
|Basic and diluted loss per share              |  | $                
|Weighted average shares outstanding           |  |                  









10.	Subsequent Events

The Company has offered, pursuant
to a private placement offering (the “Offering”), a minimum of 333,333 shares and maximum of 3,333,334 shares at $0.15
per share to raise a minimum of $50,000 and a maximum of $500,000. On April 26, 2011 the Company received $50,000 pursuant to
the Offering.





F-10

---



Item 9.   Changes In
and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A(T).  Controls and
Procedures

Disclosure Controls and Procedures

As required by paragraph (b) of Rules 13a-15 or 15d-15
under the Exchange Act, our principal executive officer and principal financial officer evaluated our companys disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered
by this annual report on Form 10-K. Based on this evaluation, our sole chief executive officer and principal financial officer
concluded that as of November 30, 2010, these disclosure controls and procedures were not effective to ensure that the information
required to be disclosed by our company in reports it files or submits under the Exchange Act is recorded, processed, summarized
and reported within the time periods specified in the rules and forms of the Securities Exchange Commission and include controls
and procedures designed to ensure that such information is accumulated and communicated to our companys management, including
our companys principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure.

The conclusion that our disclosure controls and procedures
were not effective was due to the presence of material weaknesses in internal control over financial reporting as identified below
under the heading Managements Report on Internal Control Over Financial Reporting. Management anticipates that
such disclosure controls and procedures will not be effective until the material weaknesses are remediated. Our company intends
to remediate the material weaknesses as set out below.

Managements Report on Internal Control Over
Financial Reporting

Our companys management is responsible for establishing
and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange
Act) for our company. Our companys internal control over financial reporting is designed to provide reasonable assurance,
not absolute 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. Internal control over financial
reporting includes those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of our companys assets; (ii) provide reasonable assurance that transactions
are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles
in the United States of America, and that our companys receipts and expenditures are being made only in accordance with
authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

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Because of its inherent limitations, internal control
over financial reporting may not prevent or detect misstatements. In addition, projections of any evaluation of effectiveness
to future periods are subject to the risk that controls may become inadequate because of changes in conditions and that the degree
of compliance with the policies or procedures may deteriorate.

Our Management, including our principal executive officer
and principal financial officer, conducted an evaluation of the design and operation of our internal control over financial reporting
as of February 28, 2011 based on the criteria set forth in Internal Control  Integrated Framework issued by the Committee
of Sponsoring Organizations of the Treadway Commission. This evaluation included review of the documentation of controls, evaluation
of the design effectiveness of controls, testing of the operating effectiveness of controls and a conclusion on this evaluation.
Based on this evaluation, our management concluded our internal control over financial reporting was not effective as at February
28, 2011 due to the following material weaknesses which are indicative of many small companies with small staff: (i) inadequate
segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and
financial reporting with respect to the requirements and application of both United States generally accepted accounting principles
and Securities and Exchange Commission guidelines. Management anticipates that such disclosure controls and procedures will not
be effective until the material weaknesses are remediated.

Our company plans to take steps to enhance and improve
the design of our internal controls over financial reporting. During the period covered by this annual report on Form 10-K, we
have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the
following changes during our fiscal year ending November 30, 2011, subject to obtaining additional financing: (i) appoint additional
qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written
policies and procedures for accounting and financial reporting. The remediation efforts set out above are largely dependent upon
our company securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing
such funds, remediation efforts may be adversely effected in a material manner.

This annual report does not include an attestation report
of our independent registered public accounting firm regarding internal control over financial reporting. Our internal control
over financial reporting was not subject to attestation by our independent registered public accounting firm pursuant to temporary
rules of the Securities and Exchange Commission that permit us to provide only managements report in this annual report.

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Because of the inherent limitations in all control systems,
no evaluation of controls can provide absolute assurance that all control issues, if any, within our company have been detected.
These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur
because of simple error or mistake.

Changes in Internal Control Over Financial Reporting.

There were no changes in the Companys internal
control over financial reporting during the quarter ended February 28, 2011 that have materially affected, or are reasonably likely
to materially affect, the Companys internal control over financial reporting.

Item 9B.   Other Information

None

PART III

Item 10.  Directors, Executive
Officers and Corporate Governance

The following table contains information with respect
to our current executive officers and directors:

|Name                |  | Age |  | Principal Positions With Us                                                                   
|------------------- |  | --- |  | ----------------------------------------------------------------------------------------------
|Kristian Schiorring |  | 47  |  | President, Chief Executive Officer, Chief Financial Officer, Secretary,
Treasurer and Director
|Henrik Dahlerup     |  | 48  |  | Chief Operating Officer and Director                                                          



Kristian Schiorring is an experienced
entrepreneur and businessman. During the 1980s he launched a number of successful food and entertainment businesses throughout
Northern Europe. Later, he established and ran three separate commercial businesses: Printex ApS, DataNordic A/S and Telecom Accessories
Consult A/S, all within the Office and Mobile Supplies industry. During this span he has become a seasoned manager and has developed
a strong ability to establish networks, acquire distribution and sales rights of commercial products, and implement production
systems. Kristian ́s main areas of strength are partnerships, product development, import and production logistics, and administration/back
office management.

Henrik Dahleruphas an extensive background in
communication and strategic marketing and consulting through his employment as a senior management member at the most prominent
international communications corporations: Young & Rubicam (1991-1997), McCann (1997-1999) Rapp Collins (1998-2002) and DDB
(2002-2005). His experience in this field counts for 16 years of management and servicing of prime local and international corporations. 
Mr. Dahlerup completed O&A levels at the International School of ECOS in Marbella Spain in 1981, 1 year of business school
at Niels Brock Business School from 1984-1985, and 2 years of a bachelor degree in marketing from Copenhagen Business School from
1987-1989.  Since his formal education, Mr. Dahlerup has completed several complementary educational programs related to
business and leadership that were financed by prior employers.

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Term of Office

Our directors are appointed for a one-year term to hold
office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. 
Our officers are appointed by our board of directors and hold office until removed by the board.

Family Relationships

There are no family relationships between or among the
directors, executive officers or persons nominated or chosen by us to become directors or executive officers.

Involvement in Certain Legal Proceedings

To  the best of our knowledge, during the past
ten years, none of the following  occurred  with  respect  to a present or former director, executive officer,
or  employee: (1) any bankruptcy petition filed by or against any business  of which such person was a general partner
or executive officer either at  the  time  of the bankruptcy or within two years prior to that time; (2) any conviction
in a criminal  proceeding  or  being subject to a pending criminal proceeding  (excluding  traffic 
violations and other minor offenses); (3) being subject  to  any order, judgment or decree, not subsequently reversed,
suspended or  vacated,  of  any  court  of  competent  jurisdiction,  permanently 
or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in  any  type of business,
securities or banking activities; and (4) being found by  a  court  of  competent  jurisdiction 
(in  a  civil action), the SEC or the Commodities  Futures  Trading  Commission  to  have 
violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

Committees of the Board

Our company currently does not have nominating, compensation
or audit committees or committees performing similar functions nor does our company have a written nominating, compensation or
audit committee charter. Our directors believe that it is not necessary to have such committees, at this time, because the functions
of such committees can be adequately performed by the board of directors.

Our company does not have any defined policy or procedural
requirements for shareholders to submit recommendations or nominations for directors. The board of directors believes that, given
the stage of our development, a specific nominating policy would be premature and of little assistance until our business operations
develop to a more advanced level. Our company does not currently have any specific or minimum criteria for the election of nominees
to the board of directors and we do not have any specific process or procedure for evaluating such nominees. The board of directors
will assess all candidates, whether submitted by management or shareholders, and make recommendations for election or appointment.

A shareholder who wishes to communicate with our board
of directors may do so by directing a written request addressed to our CEO and director, Kristian Schiorring, at the address appearing
on the first page of this annual report.

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Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires our directors
and executive officers and persons who beneficially own more than ten percent of a registered class of the Companys equity
securities to file with the SEC initial reports of ownership and reports of changes in ownership of common stock and other equity
securities of the Company.  Officers, directors and greater than ten percent beneficial shareholders are required by SEC
regulations to furnish us with copies of all Section 16(a) forms they file.  To the best of our knowledge based solely on
a review of Forms 3, 4, and 5 (and any amendments thereof) received by us, the following persons have failed to file, on a timely
basis, the identified reports required by Section 16(a) of the Exchange Act during fiscal year ended February 28, 2011:

|Name and principal position | Number of late reports | Transactions not timely reported | Known failures to file a required form
|--------------------------- | ---------------------- | -------------------------------- | --------------------------------------
|Kristian Schiorring         | 1                      | 0                                | 0                                     
|Henrik Dahlerup             | 0                      | 0                                | 0                                     
|Garry Wong                  | 0                      | 1                                | 0                                     

Code of Ethics

As of February 28, 2011, we had not adopted a Code of
Ethics for Financial Executives, which would include our principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions.

Item 11.  Executive Compensation

The table below summarizes all compensation awarded
to, earned by, or paid to our officers for all services rendered in all capacities to us for our fiscal years ended February 28,
2011 and 2010.

|SUMMARY COMPENSATION TABLE                                                                            
|------------------------------------------------------------------------------------------------------
|Name and principal position                                                                           
|Garry Wong Former President, Chief Executive Officer, Chief
Financial Officer, Secretary and Director 
|Kristian SchiorringChief President, Executive Officer, Chief
Financial Officer, Secretary and Director
|Henrik DahlerupChief Operating Officer and Director                                                   

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Narrative Disclosure to Summary Compensation Table

We have not entered into any employment agreement or
consulting agreement with our executive officers.  There are no arrangements or plans in which we provide pension, retirement
or similar benefits for executive officers.

Although we do not currently compensate our officers,
we reserve the right to provide compensation at some time in the future.  Our decision to compensate officers depends on
the availability of our cash resources with respect to the need for cash to further our business purposes.

Outstanding Equity Awards at Fiscal Year-End

The table below summarizes all unexercised options,
stock that has not vested, and equity incentive plan awards for each named executive officer as of February 28, 2011.

|OUTSTANDING EQUITY AWARDS AT FISCAL
YEAR-END
|--------------------------------------------
|OPTION AWARDS                               
|Name                                        
|Garry Wong                                  
|Kristian Schiorring                         
|Henrik Dahlerup                             

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Director Compensation

We do not pay any compensation to our directors at this
time. However, we reserve the right to compensate our directors in the future with cash, stock, options, or some combination of
the above.

We have not reimbursed our directors for expenses incurred
in connection with attending board meetings nor have we paid any directors fees or other cash compensation for services rendered
as a director in the year ended February 28, 2011.

Item 12.  Security Ownership of Certain Beneficial
Owners and Management and Related Stockholder Matters

The following table sets forth the beneficial ownership
of our common stock by each of our officers and directors, by each person known by us to beneficially own more than 5% of common
stock and by officers and directors as a group.  Except as otherwise indicated, all shares are owned directly and the
percentage shown is based on 92,466,667 shares of common stock issued and outstanding on February 28 , 2011.

|Name and address of beneficial owner                              |  | Amount of Beneficial Ownership |  | Approximate Percent of Class of Common
Stock | 
|----------------------------------------------------------------- |  | ------------------------------ |  | -------------------------------------------- | 
|                                                                  |  |                                |  |                                              | 
|Officer and Directors                                             |  |                                |  |                                              | 
|                                                                  |  |                                |  |                                              | 
|Kristian Schiorring Christiansvej 
31 2920
Charlottenlund DENMARK |  | 25,428,334                     |  | 27.2%                                        | 
|Henrik Dahlerup 
Willemoesgade 39 2100
Copenhagen O DENMARK       |  | 25,428,333                     |  | 27.2%                                        | 
|Total Officers and Directors(2 persons)                           |  | 50,855,667                     |  | 55.4%                                        | 
|                                                                  |  |                                |  |                                              | 
|5% shareholders None                                              |  |                                |  |                                              | 

There are no arrangements known to us, the operation
of which may, at a subsequent date, result in a change in control.

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Item 13.   Certain
Relationships and Related Transactions, and Director Independence

Other than the transactions described below and under
the heading Executive Compensation (or with respect to which such information is omitted in accordance with SEC regulations),
since February 28, 2011 there have not been, and there is not currently proposed, any transaction or series of similar transactions
to which we were or will be a participant in which the amount involved exceeded or will exceed the lesser of $120,000 or one percent
of the average of our total assets at year-end for the last two completed fiscal years, and in which any director, executive officer,
holder of 5% or more of any class of our capital stock or any member of the immediate family of any of the foregoing persons had
or will have a direct or indirect material interest.

On January 25, 2011, we entered into an Asset Purchase
Agreement with Kristian Schiørring and Henrik Dahlerup to acquire certain intellectual property related to line of fire extinguishing
and prevention products that are based on environment friendly and biological formulations.  In consideration for the newly
acquired assets, we issued 19,000,000 shares of our common stock to each of Messrs. Schiørring and Dahlerup.

Item 14.   Principal
Accounting Fees and Services

Below is the table of Audit Fees (amounts in US$) billed
by our auditor in connection with the audit of the Companys annual financial statements for the years ended:

|Financial Statements for the Year Ended February 28 | Audit Services | Audit Related Fees | Tax Fees | Other Fees
|--------------------------------------------------- | -------------- | ------------------ | -------- | ----------
|2011                                                | $12,500        | $0                 | $0       | $0        
|2010                                                | $7,500         | $0                 | $0       | $0        

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PART IV

Item 15.   Exhibits,
Financial Statements Schedules

|(a) | Financial Statements
  and Schedules
|--- | ------------------------------------

The following financial statements and schedules listed
below are included in this Form 10-K.

Financial Statements (See Item 8)

|(b) | Exhibits
|--- | --------

|Exhibit Number | Description                                                                                                                                                                  
|-------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2.1            | Asset Purchase Agreement, dated January 25, 2011(1)                                                                                                                          
|3.1            | Articles of Incorporation, as amended(2)                                                                                                                                     
|3.2            | Bylaws, as amended(2)                                                                                                                                                        
|3.3            | Articles of Merger(1)                                                                                                                                                        
|10.1           | Settlement Agreement, dated August 4, 2010(2)                                                                                                                                
|31.1           | Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002  
|31.2           | Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002  
|32.1           | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

| | 1 | Incorporated by reference from Current
Report on Form 8-K filed with the Securities and Exchange Commission on January 28, 2011.
| | - | --------------------------------------------------------------------------------------------------------------------------------

| | 2 | Incorporated by reference from Registration
Statement on Form S-1 filed with the Securities and Exchange Commission on November 28, 2008.
| | - | -----------------------------------------------------------------------------------------------------------------------------------------

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SIGNATURES

Bioflamex Corporation

|By: | /s/ Kristian Schiorring                                                                                                                                                                 
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | Kristian Schiorring President,
  Chief Executive Officer, Principal Executive Officer, Chief Financial Officer, Principal Financial Officer, Principal Accounting
  Officer and Director
|    | July 23, 2012                                                                                                                                                                           



In accordance with Section 13 or 15(d) of
the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities
and on the dates indicated:

|By: | /s/ Kristian Schiorring                                                                                                                                                                 
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | Kristian Schiorring President,
  Chief Executive Officer, Principal Executive Officer, Chief Financial Officer, Principal Financial Officer, Principal Accounting
  Officer and Director
|    | July 23, 2012                                                                                                                                                                           

|By: | /s/ Henrik Dahlerup                                    
|--- | -------------------------------------------------------
|    | Henrik Dahlerup 
  Chief Operating Officer and Director
|    | July 23, 2012                                          

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