UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-K





ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF


THE
SECURITIES EXCHANGE ACT OF 1934





For
the fiscal year ended December 31, 2009





Commission file number: 0-53331





OMA ENTERPRISES
CORP.


(Exact
name of registrant as specified in its charter)





Nevada
            98-0568270(State
      of incorporation)
            (I.R.S.
      Employer Identification No.)





OMA
      Enterprises, Corp.1188
      Howe StreetSuite
      2605Vancouver,
      British ColumbiaCanada
      V6Z 2S8


__________________________


(Address
of principal executive offices)





(778)
786-0258


(Registrant’s
telephone number, including area code)





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


None





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


Common
Stock, $0.0001 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 o      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 o      No x





Check
whether the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.  Yes o     No x





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.  o





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
definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check one):





Large
      accelerated filer  o
            Accelerated
      filer  oNon-accelerated
      filer  o
            Smaller
      reporting company  x(Do
      not check if a smaller reporting company)





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










The
aggregate market value of the voting stock held by non-affiliates of the
registrant as of June 30, 2009 was not determinable since the Common Stock was
not traded.





The
number of shares of the issuer’s common stock issued and outstanding as of March
25, 2010 was 20,000,000 shares.





Documents
Incorporated By Reference: None











TABLE
OF CONTENTS





PagePART
      IItem
      1
            Business
            1Item
      1A
            Risk Factors
            2Item
      1B
            Unresolved Staff Comments
            2Item
      2
            Properties
            2Item
      3
            Legal Proceedings
            2Item
      4
            Removed and Reserved
            2PART
      IIItem
      5
            Market for Registrant’s Common Equity, Related Stockholder
      Matters and Issuer Purchases of Equity Securities
            3Item
      6
            Selected Financial Data
            3Item
      7
            Management’s Discussion and Analysis of Financial Condition and
      Results of Operation
            3Item
      7A
            Quantitative and Qualitative Disclosures About Market
      Risk
            8Item
      8
            Financial Statements
            F1
      - F10Item
      9
            Changes in and Disagreements With Accountants on Accounting and
      Financial Disclosure
            9Item
      9A
            Controls and Procedures
            9Item
      9B
            Other Information
            10PART
      IIIItem
      10
            Directors, Executive Officers and Corporate
      Governance
            10Item
      11
            Executive Compensation
            11Item
      12
            Security Ownership of Certain Beneficial Owners and Management
      and Related Stockholder Matters
            12Item
      13
            Certain Relationships and Related Transactions, and Director
      Independence
            12Item
      14
            Principal Accountant Fees and Services
            13PART
      IVItem
      15
            Exhibits, Financial Statement Schedules
            13SIGNATURES
            
            14










PART
I





Item
      1.
            Business.





As used
in this Annual Report on Form 10-K (this “Report”), references to the “Company,”
the “Registrant,” “we,” “our” or “us” refer to OMA Enterprises, Corp., unless
the context otherwise indicates.





Forward-Looking
Statements





This
Report contains forward-looking statements. For this purpose, any statements
contained in this Report that are not statements of historical fact may be
deemed to be forward-looking statements. Forward-looking information includes
statements relating to future actions, prospective products, future performance
or results of current or anticipated products, sales and marketing efforts,
costs and expenses, interest rates, outcome of contingencies, financial
condition, results of operations, liquidity, business strategies, cost savings,
objectives of management, and other matters. You can identify forward-looking
statements by those that are not historical in nature, particularly those that
use terminology such as “may,” “will,” “should,” “expects,” “anticipates,”
“contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,”
“potential,” or “continue” or the negative of these similar terms. The Private
Securities Litigation Reform Act of 1995 provides a “safe harbor” for
forward-looking information to encourage companies to provide prospective
information about themselves without fear of litigation so long as that
information is identified as forward-looking and is accompanied by meaningful
cautionary statements identifying important factors that could cause actual
results to differ materially from those projected in the
information.





These
forward-looking statements are not guarantees of future performance and involve
risks, uncertainties and assumptions that we cannot predict. In evaluating these
forward-looking statements, you should consider various factors, including the
following: (a) those risks and uncertainties related to general economic
conditions, (b) whether we are able to manage our planned growth efficiently and
operate profitable operations, (c) whether we are able to generate sufficient
revenues or obtain financing to sustain and grow our operations, (d) whether we
are able to successfully fulfill our primary requirements for cash, which are
explained below under “Liquidity and Capital Resources”. We assume no obligation
to update forward-looking statements, except as otherwise required under the
applicable federal securities laws.





Corporate
Background





OMA
Enterprises Corp. is a development stage company which was incorporated on
February 6, 2008 in the state of Nevada. Since inception, the Company has been
engaged in organizational efforts. The Registrant was organized as a vehicle to
investigate and, if such investigation warrants, acquire a target company or
business seeking the perceived advantages of being a publicly held corporation.
The Registrant’s principal business objective for the next 12 months and beyond
such time will be to achieve long-term growth potential through a combination
with a business rather than immediate, short-term earnings. The Registrant will
not restrict its potential candidate target companies to any specific business,
industry or geographical location and, thus, may acquire any type of business. The
address of our principal executive office is c/o Allon Messenberg, 1188 Howe
Street, Suite 2605, Vancouver, British Columbia, Canada V6Z 2S8. Our telephone
number is (778) 786-0258. We do not have a functioning website.





Business
Overview





We are
considered a blank check company. The SEC defines those companies as “any
development stage company that is issuing a penny stock, within the meaning of
Section 3 (a)(51) of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), and that has no specific business plan or purpose, or has
indicated that its business plan is to merge with an unidentified company or
companies.” Under SEC Rule 12b-2 under the Securities Act of 1933, as amended
(the “Securities Act”), we also qualify as a “shell company,” because we have no
or nominal assets (other than cash) and no or nominal operations. Many states
have enacted statutes, rules and regulations limiting the sale of securities of
“blank check” companies in their respective jurisdictions. Management does not
intend to undertake any efforts to cause a market to develop in our securities,
either debt or equity, until we have successfully concluded a business
combination. We intend to comply with the periodic reporting requirements of the
Exchange Act for so long as we are subject to those requirements.





The
Company’s current business plan is to attempt to identify and negotiate with a
business target for the merger of that entity with and into the Company. In
certain instances, a target company may wish to become a subsidiary of ours or
may wish to contribute or sell assets to the Company rather than to merge. No
assurances can be given that we will be successful in identifying or negotiating
with any target company, or, if we do enter into such a business combination, no
assurances can be given as to the terms of a business combination, or as to the
nature of the target company. We seek to provide a method for a foreign or
domestic private company to become a reporting or public company whose
securities are qualified for trading in the United States secondary
markets.





1




Competition





The
Company is an insignificant participant among firms which engage in business
combinations with, or financing of, development stage enterprises. There are
many established management and financial consulting companies and venture
capital firms which have significantly greater financial and personnel
resources, technical expertise and experience than the Company. In view of the
Company’s limited financial resources and management availability, the Company
will continue to be at a significant competitive disadvantage vis-a-vis the
Company’s competitors.





Regulation
and Taxation





The
Investment Company Act of 1940 defines an “investment company” as an issuer
which is or holds itself out as being engaged primarily in the business of
investing, reinvesting or trading of securities. While the Company does not
intend to engage in such activities, the Company could become subject to
regulation under the Investment Company Act of 1940 in the event the Company
obtains or continues to hold a minority interest in a number of development
stage enterprises. The Company could be expected to incur significant
registration and compliance costs if required to register under the Investment
Company Act of 1940. Accordingly, management will continue to review the
Company’s activities from time to time with a view toward reducing the
likelihood the Company could be classified as an “investment
company.”





The
Company intends to structure a merger or acquisition in such manner as to
minimize Federal and state tax consequences to the Company and to any target
company.





Staffing





As of
December 31, 2009, OMA has no permanent staff other than its sole officer and
sole director. Our sole officer and sole director have the flexibility to work
on OMA up to 10 to 25 hours per week and they are prepared to devote more time
to our operations as may be required. Our sole officer and sole director are not
being paid at present.





Employees
and Employment Agreements





At
present, we have no employees other than our sole officer and sole director, who
have not been compensated. There are no employment agreements in existence. The
company presently does not have, pension, health, annuity, insurance, stock
options, profit sharing, or similar benefit plans; however, the company may
adopt plans in the future. There are presently no personal benefits available to
the company’s sole director.





Item
      1A.
            Risk Factors.





A smaller
reporting company, as defined in Item 10 of Regulation S-K, is not required to
provide the information required by this Item 1A.





Item
      1B.
            Unresolved Staff
Comments.





None





Item
      2.
            Properties.





The
company does not own any real estate or other properties. The company’s office
is located at 1188 Howe Street, Suite 2605, Vancouver, British Columbia, Canada
V6Z 2S8 and our telephone number is (778) 786-0258. Our business office is
located at the home of our President, Allon Messenberg and such space is made
available to us at no charge. We believe that this space will be sufficient
until we start generating revenues and need to hire employees.





Item
      3.
            Legal Proceedings.





There are
no pending legal proceedings to which the Company is a party or in which any
director, officer or affiliate of the Company, any owner of record or
beneficially of more than 5% of any class of voting securities of the Company,
or security holder is a party adverse to the Company or has a material interest
adverse to the Company. The Company’s property is not the subject of any pending
legal proceedings.





Item
      4.
            Removed and Reserved





2





PART
II


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


Market
Information





Our
common stock is not eligible to be traded on the Over-The-Counter Bulletin Board
and there is no assurance that one will develop in the near future, if
ever.  OMA will seek application to be listed on the over-the-counter
bulletin board trading facility ("OTCBB") in the near future. The Company cannot
assure that its shares will trade at or above the Company's net asset
value.





Holders





As of
March 25, 2010, there were 20,000,000 common shares issued and outstanding,
which were held by 2 stockholders of record.





Dividends





We have
never declared or paid any cash dividends on our common stock nor do we
anticipate paying any in the foreseeable future. Furthermore, we expect to
retain any future earnings to finance our operations and expansion. The payment
of cash dividends in the future will be at the discretion of our Board of
Directors and will depend upon our earnings levels, capital requirements, any
restrictive loan covenants and other factors the Board considers
relevant.





Equity
Compensation Plans





We do not
have any equity compensation plans.





Recent
Sales of Unregistered Securities; Use of Proceeds from Registered
Securities





None





Purchases
of Equity Securities by the Small Business Issuer and Affiliated
Purchasers





We have
not repurchased any shares of our common stock during the fiscal year ended
December 31, 2009.





Item
      6.
            Selected Financial Data.





A smaller
reporting company, as defined in Item 10 of Regulation S-K, is not required to
provide the information required by this Item 6.





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





Certain
statements contained in this prospectus, including statements regarding the
anticipated development and expansion of our business, our intent, belief or
current expectations, primarily with respect to the future operating performance
of OMA Enterprises Corp. All forward-looking statements speak only as of the
date on which they are made. We undertake no obligation to update such
statements to reflect events that occur or circumstances that exist after the
date on which they are made.





Plan
of Operation - General





During
the next 12 months, the Company intends to seek, investigate and, if such
investigation warrants, acquire an interest in one or more business
opportunities presented to it by persons or firms who or which desire to seek
the perceived advantages of a publicly held corporation. At this time, the
Company has no plan, proposal, agreement, understanding or arrangement to
acquire or merge with any specific business or company, and the Company has not
identified any specific business or company for investigation and evaluation. No
member of management has had any material discussions with any other company
with respect to any acquisition of that company.





The
Company will not restrict its search to any specific business, industry or
geographical location, and the Company may participate in a business venture of
virtually any kind or nature. The discussion of the proposed plan of operation
under this caption and throughout this Annual Report is purposefully general and
is not meant to be restrictive of the Company’s virtually unlimited discretion
to search for and enter into potential business opportunities.





3




The
Company will have to obtain funds in one or more private placements to finance
the operation of any acquired business. Persons purchasing securities in these
placements and other shareholders will likely not have the opportunity to
participate in the decision relating to any acquisition. The Company’s proposed
business is sometimes referred to as a “blind pool” because any investors will
entrust their investment monies to the Company’s management before they have a
chance to analyze any ultimate use to which their money may be put.
Consequently, the Company’s potential success is heavily dependent on the
Company’s management, which will have virtually unlimited discretion in
searching for and entering into a business opportunity. Neither our sole officer
nor our sole director has had any experience in the proposed business of the
Company. There can be no assurance that the Company will be able to raise any
funds in private placements. In any private placement, management may purchase
shares on the same terms as offered in the private placement.





Management
anticipates that it will only participate in one potential business venture.
This lack of diversification should be considered a substantial risk in
investing in the Company because it will not permit the Company to offset
potential losses from one venture against gains from another. The Company may
seek a business opportunity with a firm which only recently commenced
operations, or a developing company in need of additional funds for expansion
into new products or markets, or seeking to develop a new product or service, or
an established business which may be experiencing financial or operating
difficulties and is in the need for additional capital which is perceived to be
easier to raise by a public company. In some instances, a business opportunity
may involve the acquisition or merger with a corporation which does not need
substantial additional cash but which desires to establish a public trading
market for its common stock. The Company may purchase assets and establish
wholly owned subsidiaries in various businesses or purchase existing businesses
as subsidiaries.





The
Company anticipates that the selection of a business opportunity in which to
participate will be complex and extremely risky. Because of general economic
conditions, rapid technological advances being made in some industries, and
shortages of available capital, management believes that there are numerous
firms seeking the benefits of a publicly traded corporation. Such perceived
benefits of a publicly traded corporation may include facilitating or improving
the terms on which additional equity financing may be sought, providing
liquidity for the principals of a business, creating a means for providing
incentive stock options or similar benefits to key employees, providing
liquidity (subject to restrictions of applicable statutes) for all shareholders,
and other factors. Potentially available business opportunities may occur in
many different industries and at various stages of development, all of which
will make the task of comparative investigation and analysis of such business
opportunities extremely difficult and complex.





As part
of any transaction, the acquired company may require that management or other
stockholders of the Company sell all or a portion of their shares to the
acquired company, or to the principals of the acquired company. It is
anticipated that the sales price of such shares will be lower than the current
market price or anticipated market price of the Company’s Common Stock. The
Company’s funds are not expected to be used for purposes of any stock purchase
from insiders. The Company shareholders will not be provided the opportunity to
approve or consent to such sale. The opportunity to sell all or a portion of
their shares in connection with an acquisition may influence management’s
decision to enter into a specific transaction. However, management believes that
since the anticipated sales price will be less than market value, that the
potential of a stock sale by management will be a material factor on their
decision to enter a specific transaction.





The above
description of potential sales of management stock is not based upon any
corporate bylaw, shareholder or board resolution, or contract or agreement. No
other payments of cash or property are expected to be received by management in
connection with any acquisition.





The
Company has not formulated any policy regarding the use of consultants or
outside advisors, but does not anticipate that it will use the services of such
persons.





The
Company has, and will continue to have, insufficient capital with which to
provide the owners of business opportunities with any significant cash or other
assets. However, management believes the Company will offer owners of business
opportunities the opportunity to acquire a controlling ownership interest in a
public company at substantially less cost than is required to conduct an initial
public offering. The owners of the business opportunities will, however, incur
significant post-merger or acquisition registration costs in the event they wish
to register a portion of their shares for subsequent sale. The Company will also
incur significant legal and accounting costs in connection with the acquisition
of a business opportunity including the costs of preparing post-effective
amendments, Forms 8-K, agreements and related reports and documents
nevertheless, the officers and sole director of the Company have not conducted
market research and are not aware of statistical data which would support the
perceived benefits of a merger or acquisition transaction for the owners of a
business opportunity.





The
Company does not intend to make any loans to any prospective merger or
acquisition candidates or to unaffiliated third parties.





4




Sources
of Opportunities





The
Company anticipates that business opportunities for possible acquisition will be
referred by various sources, including its sole officer and sole director,
professional advisers, securities broker-dealers, venture capitalists, members
of the financial community, and others who may present unsolicited
proposals.





The
Company will seek a potential business opportunity from all known sources, but
will rely principally on personal contacts of its sole officer and sole director
as well as indirect associations between them and other business and
professional people. It is not presently anticipated that the Company will
engage professional firms specializing in business acquisitions or
reorganizations.





The sole
officer and sole director of the Company are currently employed in other
positions and will devote only a portion of their time to the business affairs
of the Company, until such time as an acquisition has been determined to be
highly favorable. In addition, in the face of competing demands for their time,
the sole officer and sole director may grant priority to their full-time
positions rather than to the Company.





Evaluation
of Opportunities





The
analysis of new business opportunities will be undertaken by or under the
supervision of the sole officer and sole director of the Company. Management
intends to concentrate on identifying prospective business opportunities which
may be brought to its attention through present associations with management. In
analyzing prospective business opportunities, management will consider such
matters as the available technical, financial and managerial resources; working
capital and other financial requirements; history of operation, if any;
prospects for the future; present and expected competition; the quality and
experience of management services which may be available and the depth of that
management; the potential for further research, development or exploration;
specific risk factors not now foreseeable but which then may be anticipated to
impact the proposed activities of the Company; the potential for growth or
expansion; the potential for profit; the perceived public recognition or
acceptance of products, services or trades; name identification; and other
relevant factors. Our officer and director will meet personally with management
and key personnel of the firm sponsoring the business opportunity as part of
their investigation. To the extent possible, the Company intends to utilize
written reports and personal investigation to evaluate the above factors. The
Company will not acquire or merge with any company for which audited financial
statements cannot be obtained.





It may be
anticipated that any opportunity in which the Company participates will present
certain risks. Many of these risks cannot be adequately identified prior to
selection of the specific opportunity, and the Company’s shareholders must,
therefore, depend on the ability of management to identify and evaluate such
risk. In the case of some of the opportunities available to the Company, it may
be anticipated that the promoters thereof have been unable to develop a going
concern or that such business is in its development stage in that it has not
generated significant revenues from its principal business activities prior to
the Company’s anticipation. There is a risk, even after the Company’s
participation in the activity and the related expenditure of the Company’s
funds, that the combined enterprises will still be unable to become a going
concern or advance beyond the development stage. Many of the opportunities may
involve new and untested products, processes, or market strategies which may not
succeed. Such risks will be assumed by the Company and, therefore, its
shareholders.





The
Company will not restrict its search for any specific kind of business, but may
acquire a venture which is in its preliminary or development stage, which is
already in operation, or in essentially any stage of its corporate life. It is
currently impossible to predict the status of any business in which the Company
may become engaged, in that such business may need additional capital, may
merely desire to have its shares publicly traded, or may seek other perceived
advantages which the Company may offer.





Acquisition
of Opportunities





In
implementing a structure for a particular business acquisition, the Company may
become a party to a merger, consolidation, reorganization, joint venture,
franchise or licensing agreement with another corporation or entity. It may also
purchase stock or assets of an existing business. On the consummation of a
transaction, it is possible that the present management and shareholders of the
Company will not be in control of the Company. In addition, a majority or all of
the Company’s officers and sole director may, as part of the terms of the
acquisition transaction, resign and be replaced by new officers and directors
without a vote of the Company’s shareholders.





It is
anticipated that any securities issued in any such reorganization would be
issued in reliance on exemptions from registration under applicable Federal and
state securities laws. In some circumstances, however, as a negotiated element
of this transaction, the Company may agree to register such securities either at
the time the transaction is consummated, under certain conditions, or at
specified time thereafter. The issuance of substantial additional securities and
their potential sale into any trading market which may develop in the Company’s
Common Stock may have a depressive effect on such market. While the actual terms
of a transaction to which the Company may be a party cannot be predicted, it may
be expected that the parties to the business transaction will find it desirable
to avoid





5





the
creation of a taxable event and thereby structure the acquisition in a so called
“tax free” reorganization under Sections 368(a)(1) or 351 of the Internal
Revenue Code of 1986, as amended (the “Code”). In order to obtain tax free
treatment under the Code, it may be necessary for the owners of the acquired
business to own 80% or more of the voting stock of the surviving entity. In such
event, the shareholders of the Company, including investors in this offering,
would retain less than 20% of the issued and outstanding shares of the surviving
entity, which could result in significant dilution in the equity of such
shareholders.





As part
of the Company’s investigation, officers and directors of the Company will meet
personally with management and key personnel, may visit and inspect material
facilities, obtain independent analysis or verification of certain information
provided, check references of management and key personnel, and take other
reasonable investigative measures, to the extent of the Company’s limited
financial resources and management expertise.





The
manner in which each company participates in an opportunity will depend on the
nature of the opportunity, the respective needs and desires of the company and
other parties, and the relative negotiating strength of the company and its
management.





With
respect to any mergers or acquisitions, negotiations with target company
management will be expected to focus on the percentage of the Company which
target company shareholders would acquire in exchange for their shareholdings in
the target company. Depending upon, among other things, the target company’s
assets and liabilities, the Company’s shareholders will in all likelihood hold a
lesser percentage ownership interest in the Company following any merger or
acquisition. The percentage ownership may be subject to significant reduction in
the event the Company acquires a target company with substantial assets. Any
merger or acquisition effected by the Company can be expected to have a
significant dilutive effect on the percentage of shares held by the Company’s
shareholders.





The
Company will not have sufficient funds (unless it is able to raise funds in a
private placement) to undertake any significant development, marketing and
manufacturing of any products which may be acquired.





Accordingly,
following the acquisition of any such product, the Company will, in all
likelihood, be required to either seek debt or equity financing or obtain
funding from third parties, in exchange for which the Company would probably be
required to give up a substantial portion of its interest in any acquired
product. There is no assurance that the Company will be able either to obtain
additional financing or interest third parties in providing funding for the
further development, marketing and manufacturing of any products
acquired.





It is
anticipated that the investigation of specific business opportunities and the
negotiation, drafting and execution of relevant agreements, disclosure documents
and other instruments will require substantial management time and attention and
substantial costs for accountants, attorneys and others. If a decision is made
not to participate in a specific business opportunity the costs therefore
incurred in the related investigation would not be recoverable.





Furthermore,
even if an agreement is reached for the participation in a specific business
opportunity, the failure to consummate that transaction may result in a loss to
the Company of the related costs incurred.





Management
believes that the Company may be able to benefit from the use of “leverage” in
the acquisition of a business opportunity. Leveraging a transaction involves the
acquisition of a business through incurring significant indebtedness for a large
percentage of the purchase price for that business.





Through a
leveraged transaction, the Company would be required to use less of its
available funds for acquiring the business opportunity and, therefore, could
commit those funds to the operations of the business opportunity, to acquisition
of other business opportunities or to other activities. The borrowing involved
in a leveraged transaction will ordinarily be secured by the assets of the
business opportunity to be acquired. If the business opportunity acquired is not
able to generate sufficient revenues to make payments on the debt incurred by
the Company to acquire that business opportunity, the lender would be able to
exercise the remedies provided by law or by contract. These leveraging
techniques, while reducing the amount of funds that the Company must commit to
acquiring a business opportunity, may correspondingly increase the risk of loss
to the Company. No assurance can be given as to the terms or the availability of
financing for any acquisition by the Company. No assurance can be given as to
the terms or the availability of financing for any acquisition by the Company.
During periods when interest rates are relatively high, the benefits of
leveraging are not as great as during periods of lower interest rates because
the investment in the business opportunity held on a leveraged basis will only
be profitable if it generates sufficient revenues to cover the related debt and
other costs of the financing. Lenders from which the Company may obtain funds
for purposes of a leveraged buy-out may impose restrictions on the future
borrowing, distribution, and operating policies of the Company. It is not
possible at this time to predict the restrictions, if any, which lenders may
impose or the impact thereof on the Company.





6




Liquidity
and Capital Resources





Our
balance sheet as of December 31, 2009 and 2008 reflect cash assets in the amount
of $134 and $31, respectively. Cash and cash equivalents from inception to date
have been sufficient to provide the operating capital necessary to operate to
date. At December 31, 2009 the Company had a deficit accumulated during the
development stage of $34,179, used cash from operations of $17,497 and has a
working capital deficit of $32,179.





The
Company does not have sufficient capital to fund its expenses over the next
twelve months (unless it is able to raise funds in a private placement). There
can be no assurance that additional capital will be available to the Company.
The Company currently has no agreements, arrangements or understandings with any
person to obtain funds through bank loans, lines of credit or any other sources.
Since the Company has no such arrangements or plans currently in effect, its
inability to raise funds for the above purposes will have a severe negative
impact on its ability to remain a viable company.





Results
of Operations





Years
Ended December 31, 2009 and 2008





We have
$134 in cash and cash equivalent, and have experienced losses since inception.
We did not generate any revenues from operations during the year ended December
31, 2009 and the period from February 6, 2008 (inception) through December 31,
2008. Expenses during the year ended December 31, 2009 were $17,497 for a net
loss of $17,497 compared to expenses of $16,682 for a net loss of $16,682 for
the year ended December 31, 2008. Expenses for both years consisted entirely of
professional, legal and accounting fees relating to our reporting requirements
and general and administrative expenses.





For the
current fiscal year, the Company anticipates incurring a loss as a result of
legal and accounting expenses, and expenses associated with locating and
evaluating acquisition candidates. The Company anticipates that until a business
combination is completed with an acquisition candidate, it will not generate
revenues, and may continue to operate at a loss after completing a business
combination, depending upon the performance of the acquired
business.





Going
Concern Consideration





The
financial statements have been prepared in accordance with generally accepted
accounting principles applicable to a going concern, which assumes the Company,
will realize its assets and discharge its liabilities in the normal course of
business. Realization values may be substantially different from carrying values
as shown and the balance sheet does not give effect to adjustments that would be
necessary to the carrying values and classification of assets and liabilities
should the Company be unable to continue as a going concern. At December 31,
2009 the Company has a deficit accumulated during the development stage of
$34,179, used cash from operations of $17,497 and has a working capital deficit
of $32,179. The Company’s ability to continue as a going concern is dependent on
the raising of equity financing and finding suitable companies to invest in.
However there is no assurance of additional funding being available. The
accompanying financial statements do not include any adjustments that might
arise as a result of this uncertainty.





Recently
Issued Accounting Pronouncements





Below is
a listing of the most recent accounting standards and their effect on the
Company.





In June
2009, the FASB issued FASB ASC 105, Generally Accepted Principles, which
establishes the FASB Accounting Standards Codification as the sole source of
authoritative generally accepted accounting principles (“GAAP”).  The
codification did not change GAAP but recognizes the
literature.  Pursuant to the provisions of FASB ASC 105, we have
updated references to GAAP in our financial statements issued for the period
ended December 31, 2009.  The adoption of FASB ASC 105 did not impact
our financial position or results of operations.





On
January 1, 2009, the Company adopted the new provisions of ASC Topic 805
“Business Combinations and
Reorganizations” (“ASC
Topic 805”). ASC Topic 805 provides revised guidance on how acquirers
recognize and measure the consideration transferred, identifiable assets
acquired, liabilities assumed, non-controlling interests, and goodwill acquired
in a business combination. ASC Topic 805 also expands required disclosures
surrounding the nature and financial effects of business combinations.
Acquisition costs are expensed as incurred.





On
January 1, 2009, the Company adopted the new provisions of ASC Topic 815
“Derivatives and
Hedging” (“ASC Topic
815”) relating to disclosures about derivative instruments and hedging
activities. The new provisions expand quarterly disclosure requirements about an
entity’s derivative instruments and hedging activities, which were effective
beginning in the first quarter of 2009. The Company believes that these new
provisions will not have a significant impact on its financial statement
disclosures.





On
January 1, 2009, the Company adopted the new provisions of ASC Topic 350,
“Intangibles - Goodwill and
Other” (“ASC Topic
350”) relating to the determination of the useful life of intangible
assets. This new provision amends the factors that should be considered in
developing renewal or extension assumptions used to determine the useful life of
a recognized intangible asset, the objective is to improve the consistency
between the useful life of a recognized intangible asset and the period of
expected cash flows used to measure the fair value of the asset under ASC Topic
805. ASC Topic 350 applies to all intangible assets, whether acquired in a
business combination or otherwise and is applied prospectively to intangible
assets acquired after December 15, 2008.




7


In
June 2009, the FASB issued ASC Topic 855 “Subsequent Events” (“ASC Topic 855”). The
objective of this Statement is to establish general standards of accounting for
disclosure of events that occur after the balance sheet date but before
financial statements are issued or are available to be issued. In particular,
this Statement sets forth the period after the balance sheet date during which
management should evaluate events or transactions that may occur for potential
recognition or disclosure in the financial statements, the circumstances under
which an entity should recognize events or transactions occurring after the
balance sheet date in its financial statements and the disclosures that an
entity should make about events or transactions that occurred after the balance
sheet date. ASC Topic 855 was adopted on April 5, 2009. The Company
evaluated all events or transactions that occurred after October 3, 2009,
through November 10, 2009, the date this quarterly report on Form 10-Q was
filed with the Securities and Exchange Commission. During this period the
Company did not have any material recognizable subsequent events that required
recognition in our disclosures to the October 3, 2009 financial statements
as a result of this subsequent evaluation.





On
April 5, 2009, the Company adopted the new provisions of ASC Topic 820
“Fair Value Measurements and
Disclosures” (“ASC
Topic 820”). These new provisions amend ASC Topic 820, to provide
additional guidance on estimating fair value when the volume and level of
activity for an asset or liability have significantly decreased in relation to
normal market activity for the asset or liability. This new provision also
provides additional guidance on circumstances that may indicate that a
transaction is not orderly, and requires additional disclosures about fair value
measurements in annual and interim reporting periods. The adoption of these new
provisions did not have a significant impact on the Company’s financial
statements.





On
April 5, 2009, the Company adopted the new provisions of ASC Topic 825
“Financial Instruments”
(“ASC Topic 825”),
These new provisions require disclosures about fair value of financial
instruments in financial statements for interim reporting periods and in annual
financial statements of publicly-traded companies. This also requires entities
to disclose the methods and significant assumptions used to estimate the fair
value of financial instruments in financial statements on an interim and annual
basis and to highlight any changes from prior periods. The adoption of these new
provisions did not have a significant impact on the Company’s financial
statements.





Off-Balance
Sheet Arrangements





We do not
have any off-balance sheet arrangements that have or are reasonably likely to
have a current or future material effect on our financial condition, results of
operations or liquidity.





Item
      7A.
            Quantitative and Qualitative Disclosures About Market
      Risk.





A smaller
reporting company, as defined by Item 10 of Regulation S-K, is not required to
provide the information required by this item.





Item
      8.
            Financial Statements.




8






OMA ENTERPRISES
CORP.


(A Development Stage
Company)
  AUDITED FINANCIAL
STATEMENTS
 For the years
ended
 DECEMBER 31, 2009 AND DECEMBER 31,
2008


OMA ENTERPRISES CORP.(A Development Stage
    Company)AUDITED FINANCIAL
STATEMENTSDECEMBER 31, 2009 AND DECEMBER 31,
      2008TABLE OF CONTENTSPAGEACCOUNTANTS
      REPORT
                
                F1BALANCE
      SHEET AS OF DECEMBER 31, 2009 and DECEMBER 31, 2008
                
                F2STATEMENT
      OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2009 AND
                
                F3FOR
      THE PERIOD FEBRUARY 6, 2008 (Inception) THROUGH  DECEMBER 31,
      2008STATEMENT
      OF STOCKHOLDERS' DEFICIT FOR THE YEAR ENDED DECEMBER 31, 2009
      AND
                
                F4FOR
      THE PERIOD FEBRUARY 6, 2008 (Inception) THROUGH  DECEMBER 31,
      2008STATEMENT
      OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2009 AND
                
                F5FOR
      THE PERIOD FEBRUARY 6, 2008 (Inception) THROUGH  DECEMBER 31,
      2008NOTES
      TO FINANCIAL STATEMENTS
                
                F6-10
  
 REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
  To
the Board of Directors
 OMA
Enterprises Corp
 1188
Howe St. Suite 2605
 Vancouver
BC
 V6Z
2S8
 Canada
  We
have audited the accompanying balance sheet of OMA Enterprises Corp. (a
development stage company) as of December
31, 2009 and December 31, 2008 and the related statement of operations,
stockholders’ deficit and cash flows for the year ended December 31, 2009 and
for the period from February 6, 2008 (date of inception) through December 31,
2008.  These financial statements are the responsibility of the
Company’s management.  Our responsibility is to express an opinion on
these financial statements based on our audit.
  We
conducted our audits in accordance with the standards of the Public Company
Oversight Board (United States). Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statement is free of material misstatement. The Company is not required to have,
nor were we engaged to perform, an audit of its internal control over financial
reporting. Accordingly we express no such opinion. An audit includes examining,
on a test basis, evidence supporting the amounts and disclosures in the
financial statement.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  We believe
that our audits provide 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 OMA Enterprises Corp. for the year
ended December 31, 2009 and December 31, 2008 and for the period February 6,
2008 (date of inception) through December 31, 2008, in conformance with
accounting principles generally accepted in the United States of
America.
  The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern. As discussed in Note 7 to the financial
statements, the Company has a net accumulated deficit, which raises substantial
doubt about its ability to continue as a going concern. Management’s plans
regarding those matters are also described in Note 7. The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.
   FRUMKIN,
LUKIN & ZAIDMAN CPAs’, P.C.
 Rockville
Centre, New York
 February
25, 2010


F-1






OMA ENTERPRISES CORP.(A Development Stage
    Company)BALANCE SHEETDECEMBER 31, 2009 and DECEMBER 31,
      2008ASSETSDecember 31, 2009
              
              
              December 31, 2008Current  Assets:Cash
      and cash equivalents (Note 2)
              
              $
              134
              
              
              $
              31Total
      Current Assets
              
              
              134
              
              
              
              31TOTAL  ASSETS
              
              $
              134
              
              
              $
              31LIABILITIES
      AND STOCKHOLDERS' DEFICITCurrent
      Liabilities:Accounts
      payable and accrued expenses
              
              $
              3,000
              
              
              $
              3,000Shareholders'
      Loan (Note 3)
              
              
              29,313
              
              
              
              11,713Total  Liabilities
              
              
              32,313
              
              
              
              14,713Stockholders'
      Deficit:Preferred
      stock, $0.0001 par value, 5,000,000 shares authorized;none
      issued and outstandingCommon
      stock, $0.0001 par value, 500,000,000 sharesauthorized;
      20,000,000 shares issued and outstanding as ofDecember
      31, 2008
              
              
              2,000
              
              
              
              2,000Deficit
      accumluated during development stage
              
              
              (34,179
              )
              
              
              (16,682
              )Total
      Stockholders' Deficit
              
              
              (32,179
              )
              
              
              (14,682
              )TOTAL
      LIABILITIES AND STOCKHOLDERS' DEFICIT
              
              $
              134
              
              
              $
              31


The accompanying notes
should be read in conjunction with the financial
statements.




F-2


OMA ENTERPRISES CORP.(A Development Stage
    Company)STATEMENT OF OPERATIONSFOR THE YEAR ENDED DECEMBER 31, 2009
      ANDFOR THE PERIOD FEBRUARY 6, 2008 (Inception)
      THROUGH DECEMBER 31, 2008December 31, 2009
              
              
              December 31, 2008Revenue
              
              $
              -
              
              
              $
              -Expenses:General
      and administrative expenses
              
              
              17,497
              
              
              
              16,682Total
      operating expenses
              
              
              17,497
              
              
              
              16,682Net
      (Loss)
              
              $
              (17,497
              )
              
              $
              (16,682
              )Basic
      and diluted net loss per share
              
              $
              (0.00087
              )
              
              $
              (0.00083
              )Weighted
      average number of common shares outstanding
              
              
              20,000,000
              
              
              
              20,000,000




The accompanying notes
should be read in conjunction with the financial statements.


F-3




OMA ENTERPRISES CORP.(A Development Stage
    Company)STATEMENT OF STOCKHOLDERS'
      DEFICITFOR THE YEAR ENDED DECEMBER 31, 2009
      ANDFOR THE PERIOD FEBRUARY 6, 2008 (Inception)
      THROUGH DECEMBER 31, 2009COMMON STOCKNUMBER OF SHARES
              
              
              AMOUNT
              
              
              ADDITIONAL PAID-IN CAPITAL
              
              
              ACCUMULATED (DEFICIT) DURING
      DEVELOPMENT
              
              
              STOCKHOLDERS'
                (DEFICIT)Balance
      at inception
              
              
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -Issuance
      of common stock
              
              
              20,000,000
              
              
              
              2,000
              
              
              
              
              
              
              
              -
              
              
              
              2,000Net
      (loss) - From inceptionthrough
      December 31, 2008
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (16,682
              )
              
              
              (16,682
              )Balance
      at December 31, 2008
              
              
              20,000,000
              
              
              $
              2,000
              
              
              $
              -
              
              
              $
              (16,682
              )
              
              $
              (14,682
              )Net
      loss - Year endedDecember
      31, 2009
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (17,497
              )
              
              
              (17,497
              )Balance
      at December 31, 2009
              
              
              20,000,000
              
              
              $
              2,000
              
              
              $
              -
              
              
              $
              (34,179
              )
              
              $
              (32,179
              )


The accompanying notes
should be read in conjunction with the financial
statements.




F-4




OMA
      ENTERPRISES CORP.(A
      Development Stage Company)STATEMENT
      OF CASH FLOWSFOR
      THE YEAR ENDED DECEMBER 31, 2009 ANDFOR
      THE PERIOD FEBRUARY 6, 2008 (Inception) THROUGH DECEMBER 31,
      2008December
      31, 2009
              
              
              December
      31, 2008CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
              
              $
              (17,497)
              
              
              $
              (16,682)Adjustments
      to reconcile net (loss) to net cash used inoperating
      activities:Increase
      in accounts payable and accrued expenses
              
              -
              
              
              
              3,000Net
      cash used in operating activities
              
              
              (17,497)
              
              
              
              (13,682)CASH
      FLOWS FROM FINANCING ACTIVITIES:Proceeds
      from issuance of common stock
              
              
              -
              
              
              
              2,000Proceeds
      from loan from shareholders
              
              
              17,600
              
              
              
              11,713Net
      Cash Provided by Financing Activities
              
              
              17,600
              
              
              
              13,713Net
      increase in cash and cash equivalents
              
              
              103
              
              
              
              31Cash
      and cash equivalents at beginning of period
              
              
              31
              
              
              
              -CASH
      AND CASH EQUIVALENTS AT END OF PERIOD
              $
              134
              
              
              $
              31


The accompanying notes
should be read in conjunction with the financial
statements.




F-5




OMA
ENTERPRISES CORP.
 (A
Development Stage Company)
 NOTES
TO FINANCIAL STATEMENTS
 FOR
THE YEAR ENDED DECEMBER 31, 2009 AND FEBRUARY 6, 2008 (Inception) THROUGH
DECEMBER 31, 2008
 (AUDITED)
 
 1
– ORGANIZATION AND BUSINESS
 
 OMA
Enterprises Corp (the “Company”), a development stage company, was incorporated
in the State of Nevada on February 6, 2008. The Company was formed for the
purpose of raising capital, act as a holding company and invest in technology
companies primarily in Israel. The Company also plans to engage in any other
business activities permitted by law, as designated by the board of directors of
the Company.  The Company selected a year end of December
31.
 
 The
Company is still in the development stage as defined in ASC Topic 915. All
activities of the Company to date relate to its organization, initial funding
and share issuance.
 
 2
– SIGNIFICANT ACCOUNTING POLICIES
 
 Use of Accounting Estimates–
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of certain assets and liabilities and disclosures.
Accordingly, the actual amounts could differ from those estimates. Any
adjustments applied to estimate amounts are recognized in the year in which such
adjustments are determined.
  Income taxes– Future income
taxes are recorded using the asset and liability method whereby future tax
assets and liabilities are recognized for the future tax consequences
attributable to differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases. Future tax
assets and liabilities are measured using enacted or substantively enacted tax
rates expected to apply when the asset is realized or the liability settled. The
effect of future tax assets and liabilities of a change in tax rate is
recognized in income in the period that substantive enactment or enactment
occurs. To the extent that the company does not consider it to be more likely
than not that a future tax asset will be recovered, it provides a valuation
allowance against the net future losses. The Company’s net operating loss carry
forward is approximately $16,682 which may be used to reduce future taxable
income. The net operating loss carry forward will expire in 2028 if not used
prior to that time.
 
 Cash and Cash Equivalents–
For the purpose of the statement of cash flows, the Company considers all
short-term debt securities purchased with maturity of three months or less to be
cash equivalents.
 
 Advertising Costs – The
Company expenses advertising costs as incurred. The Company has not incurred
advertising costs for the periods under review.
 
 F-6
 
 OMA
ENTERPRISES CORP.
 (A
Development Stage Company)
 NOTES
TO FINANCIAL STATEMENTS
 FOR
THE YEAR ENDED DECEMBER 31, 2009 AND FEBRUARY 6, 2008 (Inception) THROUGH
DECEMBER 31, 2008
 (AUDITED)
 
 2
– SIGNIFICANT ACCOUNTING POLICIES CONT’D
 
 Loss per common share – Basic
loss per share is calculated using the weighted average number of common shares
during each reporting period. Diluted loss per share includes potentially
dilutive securities such as outstanding options and warrants, using various
methods such as the treasury stock or modified treasury stock method in the
determination of dilutive shares outstanding during each reporting period. The
Company does not have any potentially dilutive instruments for this reporting
period.
 
 Fair value of Financial Instruments– The carrying value of accrued expenses approximates fair value due to
the short period of time to maturity.
 
 Recent Accounting Pronouncements– In June 2009, the FASB issued FASB ASC 105, Generally Accepted
Principles, which establishes the FASB Accounting Standards Codification as the
sole source of authoritative generally accepted accounting principles
(“GAAP”).  The codification did not change GAAP but recognizes the
literature.  Pursuant to the provisions of FASB ASC 105, we have
updated references to GAAP in our financial statements issued for the period
ended December 31, 2009.  The adoption of FASB ASC 105 did not impact
our financial position or results of operations.
 
 On
January 1, 2009, the Company adopted the new provisions of ASC Topic 805
“Business Combinations and
Reorganizations” (“ASC
Topic 805”). ASC Topic 805 provides revised guidance on how acquirers
recognize and measure the consideration transferred, identifiable assets
acquired, liabilities assumed, non-controlling interests, and goodwill acquired
in a business combination. ASC Topic 805 also expands required disclosures
surrounding the nature and financial effects of business combinations.
Acquisition costs are expensed as incurred.
 
 On
January 1, 2009, the Company adopted the new provisions of ASC Topic 815
“Derivatives and
Hedging” (“ASC Topic
815”) relating to disclosures about derivative instruments and hedging
activities. The new provisions expand quarterly disclosure requirements about an
entity’s derivative instruments and hedging activities, which were effective
beginning in the first quarter of 2009. The Company believes that these new
provisions will not have a significant impact on its financial statement
disclosures.
 
 On
January 1, 2009, the Company adopted the new provisions of ASC Topic 350,
“Intangibles - Goodwill and
Other” (“ASC Topic
350”) relating to the determination of the useful life of intangible
assets. This new provision amends the factors that should be considered in
developing renewal or extension assumptions used to determine the useful life of
a recognized intangible asset, the objective is to improve the consistency
between the useful life of a recognized intangible asset and the period of
expected cash flows used to measure the fair value of the asset under ASC Topic
805. ASC Topic 350 applies to all intangible assets, whether acquired in a
business combination or otherwise and is applied prospectively to intangible
assets acquired after December 15, 2008.
  F-7
  OMA
ENTERPRISES CORP.
 (A
Development Stage Company)
 NOTES
TO FINANCIAL STATEMENTS
 FOR
THE YEAR ENDED DECEMBER 31, 2009 AND FEBRUARY 6, 2008 (Inception) THROUGH
DECEMBER 31, 2008
 (AUDITED)
 
 2
– SIGNIFICANT ACCOUNTING POLICIES CONT’D
 
 In
June 2009, the FASB issued ASC Topic 855 “Subsequent Events” (“ASC Topic 855”). The
objective of this Statement is to establish general standards of accounting for
disclosure of events that occur after the balance sheet date but before
financial statements are issued or are available to be issued. In particular,
this Statement sets forth the period after the balance sheet date during which
management should evaluate events or transactions that may occur for potential
recognition or disclosure in the financial statements, the circumstances under
which an entity should recognize events or transactions occurring after the
balance sheet date in its financial statements and the disclosures that an
entity should make about events or transactions that occurred after the balance
sheet date. ASC Topic 855 was adopted on April 5, 2009. The Company
evaluated all events or transactions that occurred after October 3, 2009,
through November 10, 2009, the date this quarterly report on Form 10-Q was
filed with the Securities and Exchange Commission. During this period the
Company did not have any material recognizable subsequent events that required
recognition in our disclosures to the October 3, 2009 financial statements
as a result of this subsequent evaluation.
 
 On
April 5, 2009, the Company adopted the new provisions of ASC Topic 820
“Fair Value Measurements and
Disclosures” (“ASC
Topic 820”). These new provisions amend ASC Topic 820, to provide
additional guidance on estimating fair value when the volume and level of
activity for an asset or liability have significantly decreased in relation to
normal market activity for the asset or liability. This new provision also
provides additional guidance on circumstances that may indicate that a
transaction is not orderly, and requires additional disclosures about fair value
measurements in annual and interim reporting periods. The adoption of these new
provisions did not have a significant impact on the Company’s financial
statements.
 
 On
April 5, 2009, the Company adopted the new provisions of ASC Topic 825
“Financial Instruments”
(“ASC Topic 825”),
These new provisions require disclosures about fair value of financial
instruments in financial statements for interim reporting periods and in annual
financial statements of publicly-traded companies. This also requires entities
to disclose the methods and significant assumptions used to estimate the fair
value of financial instruments in financial statements on an interim and annual
basis and to highlight any changes from prior periods. The adoption of these new
provisions did not have a significant impact on the Company’s financial
statements.
  F-8
  OMA
ENTERPRISES CORP.
 (A
Development Stage Company)
 NOTES
TO FINANCIAL STATEMENTS
 FOR
THE YEAR ENDED DECEMBER 31, 2009 AND FEBRUARY 6, 2008 (Inception) THROUGH
DECEMBER 31, 2008
 (AUDITED)
 
 
 3
– RELATED PARTY TRANSACTIONS
 
 As at
December 31, 2009 and December 31, 2008 amounts totaling $29,313 and $11,713
respectively were due to the shareholders for monies used in establishing the
Company’s bank account and to cover operating expenses.  These amounts
bear no interest and are due on demand.
 
 4
– COMMON AND PREFERRED STOCK
 
 The
Company is authorized to issue 5,000,000 shares of $0.0001 par value preferred
shares.  There were no shares issued and outstanding.
 The
Company is authorized to issue 50,000,000 shares of $0.0001 par value common
shares. There were 20,000,000 shares issued and outstanding at December 31, 2009
and 2008.
 
 5
– CONCENTRATION OF RISK
 
 The
Company maintains cash in deposit accounts in federally insured banks. At times,
the balance in the accounts may be in excess of federally insured
limits.
 
 6
– COMMITMENTS AND CONTINGENCIES
 
 Certain
conditions may exist as of the date the financial statements are issued, which
may result in a loss to the Company but which will only be resolved when one or
more future events occur or fail to occur. The Company’s management and its
legal counsel assess such contingent liabilities, and such assessment inherently
involves an exercise of judgment. In assessing loss contingencies related to
legal proceedings that are pending against the Company or unasserted claims that
may result in such proceedings, the  Company’s legal counsel evaluates
the perceived merits of any legal proceedings or unasserted claims as well as
the perceived merits of the amount of relief sought or expected to be sought
therein. If the assessment of a contingency indicates that it is probable that a
material loss has been incurred and the amount of the liability can be
estimated, the estimated liability would be accrued in the Company’s financial
statements. If the assessment indicates that a potentially material loss
contingency is not probable but is reasonably possible, or is probable but
cannot be estimated, then the nature of the contingent liability, together with
an estimate of the range of possible
loss if determinable and material, would be disclosed. Loss contingencies
considered remote are generally not disclosed unless they involve guarantees, in
which case the guarantees would be disclosed.
 
 F-9
 
 OMA
ENTERPRISES CORP.
 (A
Development Stage Company)
 NOTES
TO FINANCIAL STATEMENTS
 FOR
THE YEAR ENDED DECEMBER 31, 2009 AND FEBRUARY 6, 2008 (Inception) THROUGH
DECEMBER 31, 2008
 (AUDITED)
 
 6
– COMMITMENTS AND CONTINGENCIES (CONT’D)
 
 Facility
Leases
 The
Company does not lease or own any property.
 
 Employment
Agreements
 The
Company does not have any employment agreements in place.
 
 7
– GOING CONCERN
 
 The
financial statements have been prepared in accordance with generally accepted
accounting principles applicable to a going concern, which assumes the Company,
will realize its assets and discharge its liabilities in the normal course of
business. Realization values may be substantially different from carrying values
as shown and the balance sheet does not give effect to adjustments that would be
necessary to the carrying values and classification of assets and liabilities
should the Company be unable to continue as a going concern. At December 31,
2009 the Company has a deficit accumulated during the development stage of
$34,179, used cash from operations of $17,497 and has a working capital deficit
of $32,179. The Company’s ability to continue as a going concern is dependent on
the raising of equity financing and finding suitable companies to invest in.
However there is no assurance of additional funding being available. The
accompanying financial statements do not include any adjustments that might
arise as a result of this uncertainty.


F-10




Item
      9.
            Changes in and Disagreements With Accountants on Accounting and
      Financial Disclosure.





The
Company has had no disagreements with its certified public accountants with
respect to accounting practices or procedures or financial
disclosure.





Item
      9A
            Controls and
Procedures.





EVALUATION
OF DISCLOSURE CONTROLS





Our Chief
Executive Officer and Principal Financial Officer, after evaluating the
effectiveness of the Company’s “disclosure controls and procedures” (as defined
in the Securities Exchange Act of 1934 (Exchange Act) Rules 13a-15(e) or
15d-15(e)) as of the end of the period covered by this annual report, has
concluded that our disclosure controls and procedures are effective such that the information
required to be disclosed by us in reports filed under the Securities Exchange
Act of 1934 is (i) recorded, processed, summarized and reported within the
time periods specified in the SEC’s rules and forms and (ii) accumulated
and communicated to our management, including our Chief Executive Officer and
Chief Financial Officer, as appropriate to allow timely decisions regarding
disclosure. A controls system cannot provide absolute assurance, however, that
the objectives of the controls system are met, and no evaluation of controls can
provide absolute assurance that all control issues and instances of fraud, if
any, within a company have been detected. We believe our disclosure controls and
procedures are designed to provide reasonable assurance of achieving their
objectives and our principal executive officer and principal financial officer
concluded that our disclosure controls and procedures are
effective.





MANAGEMENT’S
REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING





Management
of the Company is responsible for establishing and maintaining adequate internal
control over financial reporting. As defined in Rules 13a-15(f) under the
Securities Exchange Act of 1934, internal control over financial reporting is a
process designed by, or under the supervision of, the Company’s principal
executive, principal operating and principal financial officers, or persons
performing similar functions, and effected by the Company’s board of directors,
management and other personnel, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with accounting principles generally
accepted in the United States of America.





The
Company’s internal control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records, that, in reasonable
detail, accurately and fairly reflect the transactions and dispositions of the
Company’s assets; (2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and
expenditures of the Company are being made only in accordance with
authorizations of the Company’s management and directors; and (3) provide
reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the Company’s assets that could have a
material effect on the financial statements.





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





The
Company’s management, including the Company’s Chief Executive Officer and
Principal Financial Officer assessed the effectiveness of the Company’s internal
control over financial reporting as of December 31, 2009. In making this
assessment, management used the framework in “Internal Control - Integrated
Framework” promulgated by the Committee of Sponsoring Organizations of the
Treadway Commission, commonly referred to as the “COSO” criteria. Based on the
assessment performed, management believes that as of December 31, 2009, the
Company’s internal control over financial reporting was effective based upon the
COSO criteria. Additionally, based on management’s assessment, the Company
determined that there were no material weaknesses in its internal control over
financial reporting as of December 31, 2009.





This
annual report does not include an attestation report of the Company’s
independent registered public accounting firm regarding internal control over
financial reporting. Management’s report was not subject to attestation by the
Company’s registered public accounting firm pursuant to temporary rules of the
SEC that permit the Company to provide only management’s report in this annual
report.





CHANGES
IN INTERNAL CONTOLS





During
the year ended December 31, 2009, there was no change in internal control over
financial reporting that has materially affected, or is reasonably likely to
materially affect our internal control over financial reporting.





9




The
Company’s management, including the chief executive officer and principal
financial officer, do not expect that its disclosure controls or internal
controls will prevent all error and all fraud. A control system, no matter how
well conceived and operated, can provide only reasonable, not absolute,
assurance that the objectives of the control system are met. In addition, the
design of a control system must reflect the fact that there are resource
constraints, and the benefits of controls must be considered relative to their
costs. Because of the inherent limitations in all control systems, no evaluation
of controls can provide absolute assurance that all control issues and instances
of fraud, if any, within a 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.





Additionally,
controls can be circumvented by the individual acts of some persons, by
collusion of two or more people or by management’s override of the control. The
design of any systems of controls is based in part upon certain assumptions
about the likelihood of future events, and there can be no assurance that any
design will succeed in achieving its stated goals under all potential future
conditions. Over time, control may become inadequate because of changes in
conditions, or the degree of compliance with the policies or procedures may
deteriorate. Because of these inherent limitations in a cost-effective control
system, misstatements due to error or fraud may occur and not be detected.
Individual persons perform multiple tasks which normally would be allocated to
separate persons and therefore extra diligence must be exercised during the
period these tasks are combined. Management is aware of the risks associated
with the lack of segregation of duties at the Company due to the small number of
employees currently dealing with general administrative and financial matters.
Although management will periodically reevaluate this situation, at this point
it considers the risks associated with such lack of segregation of duties and
that the potential benefits of adding employees to segregate such duties do not
justify the substantial expense associated with such increases. It is also
recognized the Company has not designated an audit committee and no member of
the board of directors has been designated or qualifies as a financial expert.
The Company should address these concerns at the earliest possible
opportunity.





Item
      9B.
            Other Information.





There are
no further disclosures. All information that was required to be disclosed in a
Form 8-K during the fourth quarter 2009 has been disclosed.





PART
III





Item
      10.
            Directors, Executive Officers and Corporate
      Governance.





Directors
and Executive Officers





The
following table sets forth certain information regarding the members of our
board of directors and our executive officers:








Name
            
            Age
            
            Positions
      and Offices HeldAllon
      Messenberg
              1188
      Howe Street, Suite 2605
              Vancouver,
      BC, Canada V6Z 2S8
            
            32
            
            President,
      Chief Executive Officer, Secretary, Treasurer,
              Principal
      Executive Officer,
              Principal
      Financial Officer
              Principal
      Accounting OfficerYechiel
      Oirechman 2118 West 14thAvenue
              Vancouver,
      BC, Canada V6K 2V7
            
            33
            
            Director





Allon Messenberg has been our
President, Chief Executive Officer, Treasurer and Secretary since we were
established. Mr. Messenberg is a Mechanical Engineer who received his B.Sc. in
mechanical engineering, in July of 2002, from the Tel Aviv University in Israel.
Mr. Messenberg began working as an airframe design engineer for the Israel
Aerospace Industries (IAI), in September of 2002, where he worked on several
large scale projects, including commercial business jets and military unmanned
aerial vehicles. Mr. Messenberg moved to Canada in February of 2005 and began
working as a research assistant at the University of British Columbia’s Injury
Biomechanics Laboratory. Mr. Messenberg is also a candidate for an M.A.Sc.
degree in mechanical engineering from the University of British Columbia in
Canada.




10


Yechiel Oirechmanhas been our
sole director since our inception. Rabbi Oirechman is an accomplished
businessman with expertise in the stock market, real estate and construction in
Israel.  Before moving to Canada, in July of 2004, Rabbi Oirechman
served as a business consultant for several Israeli companies and was involved
in real estate development in Israel. Rabbi Oirechman founded The Pacific Hebrew
Culture Society in December of 2004 where he serves as a Rabbi. Rabbi Oirechman
is also involved in various technology startups in the fields of advanced
security solutions and the internet and has been bringing Israeli Technologies
to North America the past few years with offices in New York.  Rabbi
Oirechman is one of the founders of ICMC Bank and an executive partner in
Streamline Commercial, which has arranged financing for private and corporate
bodies of over $250 Million in just the past two years.





There are
no familial relationships among any of our sole director or sole
officer.  Neither our sole director nor our sole officer is a director
in any other U.S. reporting companies.  Neither our sole director nor
our sole officer has been affiliated with any company that has filed for
bankruptcy within the last five years.  The Company is not aware of
any proceedings to which our Company’s sole officer or sole director, or any
associate of any such officer or director, is a party adverse to the Company or
any of the Company’s subsidiaries or has a material interest adverse to it or
any of its subsidiaries.





Each
director of the Company serves for a term of one year or until the successor is
elected at the Company's annual shareholders' meeting and is qualified, subject
to removal by the Company's shareholders.  Each officer serves, at the
pleasure of the board of directors, for a term of one year and until the
successor is elected at the annual meeting of the board of directors and is
qualified.





Section
16(a) Beneficial Ownership Reporting Compliance





Section
16(a) of the Securities Exchange Act of 1934 requires officers and directors of
the Company and persons who own more than ten percent of a registered class of
the Company’s equity securities to file reports of ownership and changes in
their ownership with the Securities and Exchange Commission, and forward copies
of such filings to the Company. As of December 31, 2009, our officers and
directors were not subject to the provisions of Section 16(a).





Auditors





Frumkin,
Lukin & Zaidman, CPAs’, P.C., an independent registered public accounting
firm, is our auditor.





We do not
currently have a Code of Ethics applicable to our principal executive, financial
and accounting officers. We do not have a “financial expert” on the board or an
audit committee or nominating committee.





Potential
Conflicts of Interest





Since we
do not have an audit or compensation committee comprised of independent
directors, the functions that would have been performed by such committees are
performed by our directors. The Board of Directors has not established an audit
committee and does not have an audit committee financial expert, nor has the
Board established a nominating committee. The Board is of the opinion that such
committees are not necessary since the Company has only one director, and to
date, such director has been performing the functions of such committees. Thus,
there is a potential conflict of interest in that our sole director and officer
has the authority to determine issues concerning management compensation,
nominations, and audit issues that may affect management decisions. We are not
aware of any other conflicts of interest with any of our sole executive officer
or sole director.





Involvement
in Certain Legal Proceedings





There are
no legal proceedings that have occurred within the past five years concerning
our sole director, or control persons which involved a criminal conviction, a
criminal proceeding, an administrative or civil proceeding limiting one’s
participation in the securities or banking industries, or a finding of
securities or commodities law violations.





Item
      11.
            Executive Compensation.





Summary
Compensation





Since our
incorporation on February 6, 2008, we have not paid any compensation to our
directors or officers in consideration for their services rendered to our
Company in their capacity as such.  We have no pension, health,
annuity, bonus, insurance, stock options, profit sharing or similar benefit
plans.





Employment
Contracts. We have no employment agreements with any of our directors or
executive officers.





Stock Options/SAR
Grants. No grants of stock options or stock appreciation rights were made
since our date of incorporation on February 6, 2008.




11


Long-Term
Incentive Plans. As of December 31, 2009, we had no group life, health,
hospitalization, or medical reimbursement or relocation plans in effect.
Further, we had no pension plans or plans or agreements which provide
compensation on the event of termination of employment or corporate change in
control.





Outstanding
Equity Awards at Fiscal Year-End. Since our incorporation on February 6,
2008, no stock options or stock appreciation rights were granted to any of our
directors or executive officers.  We have no long-term equity
incentive plans.





Compensation of
Directors.Since our incorporation on February 6, 2008, no compensation
has been paid to any of our directors in consideration for their services
rendered in their capacity as directors.




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





The
following table lists, as of March 25, 2010, the number of shares of common
stock of our Company that are beneficially owned by (i) each person or entity
known to our Company to be the beneficial owner of more than 5% of the
outstanding common stock; (ii) each officer and director of our Company; and
(iii) all officers and directors as a group. Information relating to beneficial
ownership of common stock by our principal shareholders and management is based
upon information furnished by each person using “beneficial ownership” concepts
under the rules of the Securities and Exchange Commission. Under these rules, a
person is deemed to be a beneficial owner of a security if that person has or
shares voting power, which includes the power to vote or direct the voting of
the security, or investment power, which includes the power to vote or direct
the voting of the security. The person is also deemed to be a beneficial owner
of any security of which that person has a right to acquire beneficial ownership
within 60 days. Under the Securities and Exchange Commission rules, more than
one person may be deemed to be a beneficial owner of the same securities, and a
person may be deemed to be a beneficial owner of securities as to which he or
she may not have any pecuniary beneficial interest. Except as noted below, each
person has sole voting and investment power.





The
percentages below are calculated based on 20,000,000 shares of our common stock
issued and outstanding as of March 25, 2010. We do not have any outstanding
options, warrants or other securities exercisable for or convertible into shares
of our common stock. Unless otherwise indicated, the address of each person
listed is c/o OMA Enterprises Corp. 1188 Howe Street, Suite 2605, Vancouver, BC,
Canada V6Z 2S8.








Name
      of Beneficial Owner
            
            Number
      of Shares
              of
      Common Stock
              Beneficially
      Owned
            
            Percent
      of
              Common
      Stock
              Beneficially
      OwnedAllon
      Messenberg
            
            10,000,000
            
            50%Yechiel
      Oirechman
            
            10,000,000
            
            50%(All  directors  and
      executive
      officers  as  a  group  (two)  persons)
            
            20,000,000
            
            100%








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





On
February 6, 2008, by action taken by our board of directors, we issued
10,000,000 shares of our common stock to Allon Messenberg, our President, Chief
Executive Officer, Treasurer and Secretary.  The shares were issued in
consideration for the payment of $1,000.  This transaction was
conducted in reliance upon an exemption from registration provided under Section
4(2) of the Securities Act of 1933, as amended.  Mr. Messenberg was
our President, Chief Executive Officer, Treasurer and Secretary and had access
to all of the information which would be required to be included in a
registration statement, and the transaction did not involve a public
offering.





On
February 6, 2008, by action taken by our board of directors, we issued
10,000,000 shares of our common stock to Yechiel Oirechman, our sole
director.  The shares were issued in consideration for the payment of
$1,000.  This transaction was conducted in reliance upon an exemption
from registration provided under Section 4(2) of the Securities Act of 1933, as
amended.  Mr. Oirechman was a director of the Company at the time of
the transaction and had access to all of the information which would be required
to be included in a registration statement, and the transaction did not involve
a public offering.





Director
Independence





12




We are
not subject to listing requirements of any national securities exchange or
national securities association and, as a result, we are not at this time
required to have our board comprised of a majority of “independent directors.”
We do not believe that any of our directors currently meet the definition of
“independent” as promulgated by the rules and regulations of the American Stock
Exchange.





Item
      14.
            Principal Accounting Fees and
  Services





Our
principal independent accountant is Frumkin, Lukin & Zaidman CPAs’, P.C.
Their pre-approved fees billed to the Company are set forth below:





Fiscal
      Year Ended
              December
      31, 2009
            
            
            Fiscal
      Year Ended
              December
      31, 2008Audit
      Fees
            
            $7,500
            
            
            $6,000Audit Related Fees
            
            $0
            
            
            $0Tax Fees
            
            $0
            
            
            $0All Other Fees
            
            $0
            
            
            $0





As of
December 31, 2009, the Company did not have a formal documented pre-approval
policy for the fees of the principal accountant. The Company does not have an
audit committee. The percentage of hours expended on the principal accountant’s
engagement to audit our financial statements for the most recent fiscal year
that were attributed to work performed by persons other than the principal
accountant’s full-time, permanent employees was 0%.








PART
IV





Item
      15.
            Exhibits, Financial Statement
  Schedules





Exhibit
            
            Description3.1
            
            Certificate
      of Incorporation of Registrant (filed as Exhibit 3.1 to Registration
      Statement, filed with the Securities and Exchange Commission on July 18,
      2008, file no. 000-53331)3.2
            
            By-Laws
      of Registrant (filed as Exhibit 3.2 to Registration Statement, filed with
      the Securities and Exchange Commission on July 18, 2008, file no.
      000-53331)23.1
            
            Consent
      of Consent of Frumkin, Lukin & Zaidman CPAs’, P.C. (filed
      herewith).31.1
            
            Certification
      of Principal Executive Officer and Principal Financial Officer pursuant to
      Section 302(a) of the Sarbanes-Oxley Act of 2002 (filed
      herewith).32.1
            
            Certification
      of Principal Executive Officer and Principal Financial Officer pursuant to
      Section 906 of the Sarbanes-Oxley (filed
  herewith).




13





SIGNATURES





In
accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.








OMA
      ENTERPRISES, CORP.Date:
      March 25, 2010
              By:
              /s/ Allon MessenbergName: Allon
      MessenbergTitle: President
      and Chief Executive Officer, Treasurer
      and Secretary(Principal
      Executive,Financial
      and Accounting Officer)





In
accordance with 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.




OMA
      ENTERPRISES, CORP.Date:
      March 25, 2010
              By:
              /s/ Allon MessenbergName: Allon
      MessenbergTitle: President
      and Chief Executive Officer, Treasurer
      and Secretary(Principal
      Executive,Financial
      and Accounting Officer)By:
              /s/ Yechiel OirechmanName:
      Yechiel OirechmanTitle:
      Director