<PAGE>

================================================================================

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                  FORM 10-QSB

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

(MARK ONE)
[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

     FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2003

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

     FOR THE TRANSITION PERIOD FROM ________ TO ________


                        COMMISSION FILE NUMBER 000-32753


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

                            CEMTECH INDUSTRIES LTD.
       (EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)

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

                                  NEVADA, U.S.
         (STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)

                                   861024819
                      (I.R.S. EMPLOYER IDENTIFICATION NO.)

           6075 SOUTH EASTERN AVE., SUITE 1, LAS VEGAS, NV 89119-3146
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                  702-866-2500
                          (ISSUER'S TELEPHONE NUMBER)

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

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 [ ]    No [X]

Shares outstanding as of April 4, 2004: 1,000,000 shares of common stock, with
no par value

Transition Small Business Disclosure Format (Check One):    Yes [ ]    No [ ]


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<PAGE>

                               TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

     Item 1    Financial Statements for the Period Ended March 31, 2003
               and  2002                                                       3

SIGNATURES                                                                     3


                                       2
<PAGE>

                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                                CEMTECH INDUSTRIES LTD.


Date: April 4, 2004                    By: /s/ Perry Wilson
                                           -------------------------------------
                                           Perry Wilson
                                           President

                                       3
<PAGE>

                    LORAL INTERNATIONAL CPA & ADVISOR, L.L.C
                   MEMBER OF THE AMERICAN SEC PRACTICE SECTION







                         INDEPENDENT ACCOUNTANT'S REPORT
                                       OF
                             CEMTECH INDUSTRIES LTD





















Main Address:    234 Hudson Ave No. 2882, Albany, NY 12210
                 Telephone: (518) 472-1789    Fax: (518) 472-1544
Seattle Office:  720 Third Avenue, Suite 1611, Seattle, WA 98104
                 Telephone: (206) 264-8065    Fax: (206) 264-7971
Hong Kong        Room 908, Wing On Center, 111 Connaught Road Central, Hong Kong
Address:         Telephone: (850) 2882-5699   Fax: (852) 2504-5336

<PAGE>

                           CEMTECH INDUSTRIES LIMITED

                          Reviewed Financial Statements
                  For the Period Ended March 31, 2003 and 2002


CONTENTS
Accountant's Report........................................................  1-2
Balance Sheet..............................................................    3
Statement of Operations....................................................    4
Changes in Stockholders' Equity............................................    5
Statement of Cash Flows....................................................    6
Notes to Financial Statements..............................................  7-9

<PAGE>

                    LORAL INTERNATIONAL CPA & ADVISOR, L.L.C
                   MEMBER OF THE AMERICAN SEC PRACTICE SECTION
--------------------------------------------------------------------------------
MAIN ADDRESS:   234 HUDSON AVE NO.2882, ALBANY, NY 12210
                TELEPHONE: (518) 472-1789    FAX: (518) 472-1544
SEATTLE OFFICE: 720 THIRD AVENUE, SUITE 1611, SEATTLE, WA 98104
                TELEPHONE: (206) 264-8065    FAX: (206) 264-7971
HONG KONG       ROOM 908, WING ON CENTER, 111 CONNAUGHT ROAD, CENTRAL, HONG KONG
ADDRESS:        TELEPHONE (852) 2882-5699    FAX: (852) 2504-5336
--------------------------------------------------------------------------------

                         INDEPENDENT ACCOUNTANT'S REPORT

To    The Board of Directors
      Cemtech Industries Ltd
      6075 South Eastern Ave., Suit 1
      Las Vegas, NV 89119-3146, USA

We have reviewed the balance sheet of Cemtech Industries Ltd (a development
stage company, see Note 3) as of March 31, 2003, and the related statements of
operation, changes in shareholders' equity and cash flows for periods then
ended. These financial statements are the responsibility of the company's
management.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of inquiries of the company personnel and
analytical procedures applied to financial data. It is substantially less in
scope than an audit in accordance with generally accepted auditing standards in
the United States of America, the objective of which is the expression of an
opinion regarding the financial statements taken as a whole. Accordingly, we do
not express such an opinion.

Based on our review, with the exception of the matter described in the following
paragraph, we are not aware of any material modifications that should be made to
the accompanying financial statements in order for them to be in conformity with
generally accepted accounting principles in the United States of America.

As of March 31, 2003, both the company and the shares transfer agent have not
updated the shareholders ownership, despite a purchase agreement has been signed
on December 11, 2001 between the Company and Asia European Investments Inc.
According to the purchase agreement, Asia European Investments Inc. legally owns
85% shares of the Company from December 11, 2001 (see Note 5)


                                        1

<PAGE>

                   INDEPENDENT ACCOUNTANT'S REPORT (CONTINUED)


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 suffered recurring losses from operations
and has a net capital deficiency that raises substantial doubt about its ability
to continue as a going concern. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.



Loral International CPA & Advisor, LLC
March 31, 2004


                                        2

<PAGE>

                           CEMTECH INDUSTRIES LIMITED
                         (A DEVELOPMENT STAGE COMPANY)
                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                               March 31, 2003             December 31, 2002
                                                                         --------------------------   ------------------------
                                                                                (Unaudited)                   (Audited)
                                                                         --------------------------   ------------------------
<S>                                                                                         <C>                        <C>
ASSETS

Total Assets                                                                                $    0                     $    0
                                                                         ==========================   ========================

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Total Liabilities                                                                            6,665                      5,110

STOCKHOLDERS' EQUITY (DEFICIT)

Common Stock, par value $0.001, 25,000,000 shares authorised
     1,000,002 issued and outstanding                                                        1,000                      1,000
Paid in capital                                                                             16,525                     16,525
(Deficit) accumulated during the development stage                                         (24,190)                   (22,635)
                                                                         --------------------------   ------------------------

Total Stockholders' Equity (Deficit)                                                       ($6,665)                    $    0

TOTAL LIABILITY AND STOCKHOLDERS' EQUITY                                                    $    0                     $    0
                                                                         ==========================   ========================
</TABLE>






           See accompanying notes to consolidated financial statement.


                                        3

<PAGE>

                           CEMTECH INDUSTRIES LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
                       CONDENSED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                                                       Cumulative
                                                                                                   From July 16, 1998
                                                                   For the three months              (inception) to
                                                                   ended March 31, 2003               March 31, 2003
                                                               -----------------------------   ----------------------------
<S>                                                                               <C>                            <C>
REVENUES                                                                             $    0                          $   0

EXPENSES
  General and Administration                                                          1,555                         24,190
                                                               -----------------------------   ----------------------------


TOTAL EXPENSES                                                                        1,555                         24,190

NET (LOSS)                                                                           (1,555)                       (24,190)
                                                               =============================   ============================

NET (LOSS) PER SHARE                                                                ($0.001)                        ($0.02)

WEIGHTED AVERAGE NUMBER                                                           1,000,002                      1,000,002
  OF COMMON SHARES OUTSTANDING
</TABLE>









             See accompanying notes and independent auditor's report


                                        4

<PAGE>

                           CEMTECH INDUSTRIES LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
             STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICITS)

<TABLE>
<CAPTION>
                                                                                            Accumulated
                                                                                           Deficit during
                                                Common Stock                 Paid in        Development
                                          Shares          Amount             Capital           Stage           Total
                                       --------------------------------  ---------------   --------------- ---------------
<S>                                        <C>                  <C>              <C>             <C>              <C>
BALANCES, AT INCEPTION
Proceeds from sales of common                200,000            $  200           $ 1,800         $                $ 2,000
  share at $0.01 per share
Proceeds from sale of common                 800,000               800                                                800
  share at par value $0.001
Net (loss) for the period                                                                         (2,385)          (2,385)
                                       -------------   ----------------  ---------------   -------------   --------------

BALANCES, DECEMBER 31, 1998                1,000,000             1,000             1,800          (2,385)             415
Net (loss) for the year                                                                           (2,985)          (2,985)
                                       -------------   ----------------  ---------------   -------------   --------------

BALANCES, DECEMBER 31, 1999                1,000,000             1,000             1,800          (5,370)          (2,570)
Net (loss) for the year                                                                           (2,985)          (2,985)
                                       -------------   ----------------  ---------------   -------------   --------------

BALANCES, DECEMBER 31, 2000                1,000,000             1,000             1,800          (8,355)          (5,555)
Contributed capital                                                               11,740                           11,740
Net (loss) for the year                                                                           (6,185)          (6,185)
                                       -------------   ----------------  ---------------   -------------   --------------

BALANCES, DECEMBER 31, 2001                1,000,000             1,000            13,540         (14,540)              --
Contributed capital                                                                2,985                            2,985
Net (loss) for the year                                                                           (8,095)          (8,095)
                                       -------------   ----------------  ---------------   -------------   --------------

BALANCES, DECEMBER 31, 2002                1,000,002             1,000            16,525         (22,635)          (5,110)
Contributed capital
Net (loss) for the period                                                                         (1,555)          (1,555)
                                       -------------   ----------------  ---------------   -------------   --------------

BALANCES, MARCH 31, 2003                   1,000,002            $1,000           $16,525        $(24,190)         $(6,665)
                                       =============   ================  ===============   =============   ==============
</TABLE>

           See accompanying notes to consolidated financial statement.


                                        5

<PAGE>

                           CEMTECH INDUSTRIES LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
                             CONSOLIDATED CASH FLOWS

<TABLE>
<CAPTION>
                                                                                                              Cumulative
                                                                                For the                   From July 16, 1998
                                                                           three months ended               (inception) to
                                                                             March 31, 2003                  March 31, 2003
                                                                      -----------------------------   ----------------------------
<S>                                                                                        <C>                          <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net (Loss)                                                                                $(1,555)                     $ (24,190)
 Adjustments to reconcile net income to cash provided by
  operating activities:
 Changes in operating assets and liabilities:
  Increase/ (decrease) in accounts payable and accrued liabilities                           1,555                          6,665

NET CASH FLOWS (USED IN) IN OPERATING ACTIVITIES                                                 0                        (17,525)

CASH FLOWS FROM INVESTING ACTIVITIES                                                             0                              0
NET CASH FLOWS (USED IN) IN INVESTING ACTIVITIES                                                 0                              0

CASH FLOWS FROM FINANCING ACTIVITIES
 Proceeds from sale of common stock                                                              0                          1,000
 Contributed capital                                                                             0                         16,525
                                                                      -----------------------------   ----------------------------

NET CASH FLOWS (USED IN) IN FINANCING ACTIVITIES                                                 0                         17,525

NET INCREASE IN CASH AND CASH EQUIVALENTS                                                        0                              0
                                                                      =============================   ============================

 CASH,  BEGINNING OF THE YEAR                                                                    0                              0

 CASH, END OF THE PERIOD                                                                   $     0                      $       0
                                                                      =============================   ============================
</TABLE>



           See accompanying notes to consolidated financial statement.


                                        6


<PAGE>

Cemtech Industries Ltd
Notes to the financial statements - March 31, 2003

1)   GENERAL

Cemtech Industries Limited ("the Company"), formerly known as Baxtrom &
Associates, Inc. ("the Company"), changed its current name on February 1, 2002.
The Company is in the development stage (see Note 3 Development Stage). It is a
Nevada corporation, incorporated on July 16, 1998. Its operational address is at
10655 Southport Road S.W., Suite 500, Calgary Alberta Canada T2W 4Y1.

Since the inception, the Company has had no operations. The Company's objective
was to merge with a company whose operations will be sufficient to sustain cash
flow and profitable operations. On December 11, 2001, the Company merged with
Asia European Investments Inc. (85%), a Canadian Company.

2)   ACCOUNTING POLICIES AND PRACTICE

     a)    FISCAL YEAR ENDING DECEMBER 31

     The Company's fiscal year ends on December 31 and this fiscal year policy
     has been adopted consistently in the past years.

     b)    BASIS OF PRESENTATION

     The financial statements of the Company are prepared based on its own
     activities. The financial statement of the holding company, namely, Asia
     European Investments Inc., was excluded in the Company's report.

     c)    USE OF ESTIMATES

     The preparation of the financial statements, are in conformity with
     generally accounting principles, requires management to make necessary
     estimates and assumptions that affect the reported amounts of assets and
     liabilities at the date of the financial statements and the reported
     amounts of revenues and expenses during the reporting period. Management
     believes that the estimates and assumptions used in the preparation of
     financial statements are appropriate to properly reflect the operations of
     the Company. Actual results could differ from these estimates.

     d)    ASSETS AND LIABILITIES

     As Cemtech is a shell company and has little activities since its
     incorporation. As of March 31, 2003, the Company has no assets but has
     certain liabilities.



                                        7

<PAGE>

Cemtech Industries Ltd
Notes to the financial statements - March 31, 2003

     e)    INCOME/ REVENUE RECOGNITION

     The Company is in development stage and has not started its operations. As
     of March 31, 2003, there is no income/ revenue recognized.

     f)    FINANCIAL EXPENSES

     Financial expenses mainly represent the General and Administrative
     expenses, including accounting and filing fees. Since the Company has not
     maintained a bank account, all such expenses incurred to date have been
     accrued for, or paid by major shareholders in cash.

     g)    INCOME TAX

     The Company accounts for income tax under the provisions of Statement of
     Financial Accounting Standards No. 109, `Accounting for Income Taxes",
     which requires recognition of deferred tax assets and liabilities for the
     expected future tax consequences of events that have been included in the
     financial statements or tax. Deferred income taxes are provided using the
     liability method. Under the liability method, deferred income taxes are
     recognized for all significant temporary differences between the tax and
     financial statement bases of assets and liabilities. Deferred tax assets
     and liabilities are measured using tax rate to apply taxable income in the
     year in which those temporary differences are expected to be recovered or
     settled. As of March 31, 2003, the Company has no deferred tax assets or
     liabilities, as there were no significant difference between the tax and
     financial statements bases of assets and liabilities.

     The Company is an US corporation with operation based in Canada therefore,
     is subjected to income taxes on an entity basis on income arising or
     derived from tax jurisdictions in which it operates. The current provision
     for income tax is provided at the applicable tax rates in accordance with
     the relevant income tax laws and tax credits when applicable, may apply. As
     of March 31, 2003, the Company has not begun its operations and did not
     generate any operating profit. Therefore, no federal income taxes provision
     is required.

3)   DEVELOPMENT STAGE

     According to SFAS No. 7, Accounting and Reporting by Development Stage
     Enterprises, the Company is classified as a development stage company, as
     it meets two basic criteria: 1) it devotes most of its activities to
     establishing a new business; and 2) its principle activities have not yet
     commenced. As of March 31, 2003, the Company has no definitive plans for
     its growth and operations.


                                        8

<PAGE>

Cemtech Industries Ltd
Notes to the financial statements - March 31, 2003

4)   MAJOR CUSTOMERS

     Since the Company is a developing stage company and has not commenced its
     activities, it does not have any customer for the period ended March 31,
     2003.

5)   STOCK AND SHAREHOLDERS

     Despite the fact that the Company has merged with Asia European Investments
     Ltd and the majority of the purchase price has been paid, the number of
     shareholders stays the same as before the merge. According to the
     Directors, the number of shareholders would not change until the purchase
     of the form 10 company has been completed.

     The number of outstanding shares of the issuer's common stock (with US
     $0.001 par value) as of March 31, 2003 was 1,000,002. The 1,000,002 were
     issued to 37 individuals and entities. Of the shares issued, all are
     restricted.

6)   RELATED PARTY TRANSACTIONS

     Despite the Company is 85% owned by Asia European Investments Inc, there is
     no transaction between the two companies for the period ended March 31,
     2003.

7)   GOING CONCERN

     These financial statements have been prepared on a going concern basis,
     which contemplates the realization of assets and the payment of liabilities
     in the ordinary course of business. As of March 31, 2003, the Company has a
     capital deficiency of $24,190. The Company's ability to continue as a going
     concern is dependent upon its ability to attain profitable operations, and
     obtain funds from third parties that are sufficient to meet its current and
     future obligations.

8)   SUBSEQUENT EVENTS

     o   On February 4, 2003, Asia European Investments Inc. and Pala Mesa
         Investment Inc has reached an agreement to reduce the purchase price of
         the Company from US$ 385,000 to US$ 262,053.83.

     o   On June 24, 2003, the Company has changed its address to 6075 South
         Eastern Ave., Suite 1, Las Vegas, NV89119-3146.


                                        9