UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 WASHINGTON,
D.C. 20549
 _______________
  FORM
10-Q
 _______________
  x
                QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
  For
the quarterly period ended March 31, 2009
  o
                TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For the transition period from
______to______.
  EQUITY
VENTURES GROUP, INC.
 (Exact
name of registrant as specified in Charter
  Florida
                
                000-50868
                
                65-0995426(State
      or other jurisdiction of
                  incorporation
      or organization)
                
                (Commission
      File No.)
                
                (IRS
      Employee Identification No.)
 
 1314
East Las Olas Blvd., Suite 1030
 Fort
Lauderdale, Florida 33301
 (Address
of Principal Executive Offices)
 _______________
  (714)
388-8608
 (Issuer
Telephone number)
 _______________
  (Former
Name or Former Address if Changed Since Last Report)
  Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter
period that the issuer was required to file such reports), and (2)has been
subject to such filing requirements for the past 90 days.
 Yes x  No
o
 
 Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such
files).
 Yes o No 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 filer.
 See definition of “accelerated filer” and “large accelerated filer” in
Rule 12b-2 of the Exchange Act (Check one):
  Large
Accelerated Filer o     Accelerated
Filer o     Non-Accelerated
Filer o     Smaller
Reporting Company x
 
 Indicate
by check mark whether the registrant is a shell company as defined in Rule 12b-2
of the Exchange Act.
 Yes x  No
o
  State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of May 19, 2009: 974,000 shares of common stock.
 
  
  EQUITY
VENTURES GROUP, INC.
  FORM
10-Q
  March
31, 2008
  INDEX
  PART
I-- FINANCIAL INFORMATION




Item
      1.
              Financial
      Statements
              1Item
      2.
              Management’s
      Discussion and Analysis of Financial Condition
              11Item
      3
              Quantitative
      and Qualitative Disclosures About Market Risk
              14Item
      4T.
              Control
      and Procedures
              14
  PART
II-- OTHER INFORMATION
  Item
      1
              Legal
      Proceedings
              15Item
      1A
              Risk
      Factors
              15Item
      2.
              Unregistered
      Sales of Equity Securities and Use of Proceeds
              15Item
      3.
              Defaults
      Upon Senior Securities
              15Item
      4.
              Submission
      of Matters to a Vote of Security Holders
              15Item
      5.
              Other
      Information
              15Item
      6.
              Exhibits
      and Reports on Form 8-K
              15


SIGNATURE


i
 
 EQUITY
VENTURES GROUP, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 
 
 
 CONTENTS
 
 
 PAGE
              1
              CONDENSED
      BALANCE SHEETS AS OF MARCH 31, 2009 (UNAUDITED) AND DECEMBER 31,
      2008.PAGE
              2
              CONDENSED
      STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2009 AND
      2008 AND FOR THE PERIOD FROM DECEMBER 17, 1999 (INCEPTION) TO MARCH 31,
      2009 (UNAUDITED)PAGE
              3
              CONDENSED
      STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIENCY) FOR THE PERIOD
      FROM DECEMBER 17, 1999 (INCEPTION) TO MARCH 31, 2009
      (UNAUDITED)PAGE
              4
              CONDENSED
      STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2009 AND
      2008 AND FOR THE PERIOD FROM DECEMBER 17, 1999 (INCEPTION) TO MARCH 31,
      2009 (UNAUDITED)PAGES
              5 -
      11
              NOTES
      TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
    ii
  Equity Ventures Group, Inc.(A
      Development Stage Company)Condensed
      Balance SheetsASSETSMarch
      31, 2009
                                        
                                        
                                        December
      31, 2008(Unaudited)Total
      Assets
                                        
                                        $
                                        -
                                        
                                        
                                        $
                                        -LIABILITIES AND STOCKHOLDERS'
      EQUITY/(DEFICIENCY)Current
      LiabilitiesAccounts
      payable
                                        
                                        $
                                        16,454
                                        
                                        
                                        $
                                        13,509Total
      Liabilities
                                        
                                        
                                        16,454
                                        
                                        
                                        
                                        13,509Commitments
      and ContingenciesStockholders'
      Equity/(Deficiency)Preferred
      stock, $0.001 par value; 10,000,000 shares authorized,none
      issued  and outstanding
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Common
      stock,  $0.001 par value; 100,000,000 shares
      authorized,974,000
      and 974,000 shares issued and outstanding, respectively
                                        
                                        
                                        974
                                        
                                        
                                        
                                        974Additional
      paid-in capital
                                        
                                        
                                        35,321
                                        
                                        
                                        
                                        33,821Deficit
      accumulated during the development stage
                                        
                                        
                                        (52,749
                                        )
                                        
                                        
                                        (48,304
                                        )Total
      Stockholders' Equity/(Deficiency)
                                        
                                        
                                        (16,454
                                        )
                                        
                                        
                                        (13,509
                                        )Total
      Liabilities and Stockholders' Equity/(Deficiency)
                                        
                                        $
                                        0
                                        
                                        
                                        $
                                        0
  See accompanying notes to
condensed unausited financial statements
  -1-
  Equity Ventures Group, Inc.(A
      Development Stage Company)Condensed
      Statements of Operations(Unaudited)For
      the Three Months Ended March 31,
                              
                              
                              For
      the Period from December 17, 1999 (inception)2009
                              
                              
                              2008
                              
                              
                              March
      31, 2009Operating
      ExpensesProfessional
      fees
                              
                              
                              2,216
                              
                              
                              
                              5,481
                              
                              
                              
                              57,351General
      and administrative
                              
                              
                              2,229
                              
                              
                              
                              1,716
                              
                              
                              
                              14,510Total
      Operating Expenses
                              
                              
                              4,445
                              
                              
                              
                              7,197
                              
                              
                              
                              71,861Loss
      from Operations
                              
                              
                              (4,445
                              )
                              
                              
                              (7,197
                              )
                              
                              
                              (71,861
                              )Other
      Income (Expense)Merger
      break up fee
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              20,000Interest
      Expense
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              (888
                              )Total
      Other Income (Expense)
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              19,112Provision
      for Income  Taxes
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -Net
      Income/(Loss)
                              
                              $
                              (4,445
                              )
                              
                              $
                              (7,197
                              )
                              
                              $
                              (52,749
                              )Net
      Income (Loss) Per Share  - Basic and Diluted
                              
                              $
                              (0.00
                              )
                              
                              $
                              (0.01
                              )Weighted
      average number of shares outstandingduring
      the period - Basic and Diluted
                              
                              
                              974,000
                              
                              
                              
                              974,000
  See accompanying notes to
condensed unausited financial statements
  -2-
   Equity Ventures Group,
      Inc.(A
      Development Stage Company)Condensed Statement of Changes in Stockholders'
      Equity/(Deficiency)For the period from December 17, 1999 (inception)
      to March 31, 2009DeficitPreferred
      stock
                                
                                
                                Common
      stock
                                
                                
                                
                                
                                
                                accumulated$.001
      Par Value
                                
                                
                                $.001
      Par Value
                                
                                
                                Additional
                                
                                
                                during
                                
                                
                                
                                
                                
                                Totalpaid-in
                                
                                
                                development
                                
                                
                                Subscription
                                
                                
                                Stockholder'sShares
                                
                                
                                Amount
                                
                                
                                Shares
                                
                                
                                Amount
                                
                                
                                capital
                                
                                
                                stage
                                
                                
                                Receivable
                                
                                
                                DeficiencyBalance
      December 16, 1999 (Inception)
                                
                                
                                -
                                
                                
                                $
                                -
                                
                                
                                
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -Common
      stock issued to founders for cash ($0.001 per share)
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                1,000,000
                                
                                
                                
                                1,000
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                1,000In-kind
      contribution
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                79
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                79Net
      loss for the period December 17, 1999 (inception to December 31,
      1999)
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (79
                                )
                                
                                
                                -
                                
                                
                                
                                (79
                                )Balance
      December 31, 1999
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                1,000,000
                                
                                
                                
                                1,000
                                
                                
                                
                                79
                                
                                
                                
                                (79
                                )
                                
                                
                                -
                                
                                
                                
                                1,000Common
      stock issued for subscription receivable ($0.001 per
share)
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                1,500,000
                                
                                
                                
                                1,500
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (1,500
                                )
                                
                                
                                -In-kind
      contribution
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                10,079
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                10,079Net
      loss, 2000
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (11,029
                                )
                                
                                
                                -
                                
                                
                                
                                (11,029
                                )Balance
      December 31, 2000
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                2,500,000
                                
                                
                                
                                2,500
                                
                                
                                
                                10,158
                                
                                
                                
                                (11,108
                                )
                                
                                
                                (1,500
                                )
                                
                                
                                50In-kind
      contribution
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                79
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                79Stock
      subscription cancelled
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (1,500,000
                                )
                                
                                
                                (1,500
                                )
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                1,500
                                
                                
                                
                                -In-kind
      contribution of stock
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (200,000
                                )
                                
                                
                                (200
                                )
                                
                                
                                200
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -Net
      loss, 2001
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (129
                                )
                                
                                
                                -
                                
                                
                                
                                (129
                                )Balance
      December 31, 2001
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                800,000
                                
                                
                                
                                800
                                
                                
                                
                                10,437
                                
                                
                                
                                (11,237
                                )
                                
                                
                                -
                                
                                
                                
                                -In-kind
      contribution
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                79
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                79Net
      loss, 2002
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (79
                                )
                                
                                
                                -
                                
                                
                                
                                (79
                                )Balance
      December 31, 2002
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                800,000
                                
                                
                                
                                800
                                
                                
                                
                                10,516
                                
                                
                                
                                (11,316
                                )
                                
                                
                                -
                                
                                
                                
                                -Common
      stock issued for cash ($0.10 per share)
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                174,000
                                
                                
                                
                                174
                                
                                
                                
                                17,226
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                17,400In-kind
      contribution
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                79
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                79Net
      loss, 2003
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (1,094
                                )
                                
                                
                                -
                                
                                
                                
                                (1,094
                                )Balance
      December 31, 2003
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                974,000
                                
                                
                                
                                974
                                
                                
                                
                                27,821
                                
                                
                                
                                (12,410
                                )
                                
                                
                                -
                                
                                
                                
                                16,385In-kind
      contribution
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -Net
      loss, 2004
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (5,988
                                )
                                
                                
                                -
                                
                                
                                
                                (5,988
                                )Balance
      December 31, 2004
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                974,000
                                
                                
                                
                                974
                                
                                
                                
                                27,821
                                
                                
                                
                                (18,398
                                )
                                
                                
                                -
                                
                                
                                
                                10,397In-kind
      contribution
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -Net
      loss, 2005
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (8,438
                                )
                                
                                
                                -
                                
                                
                                
                                (8,438
                                )Balance,
      December 31, 2005
                                
                                
                                -
                                
                                
                                $
                                -
                                
                                
                                
                                974,000
                                
                                
                                $
                                974
                                
                                
                                $
                                27,821
                                
                                
                                $
                                (26,836
                                )
                                
                                $
                                -
                                
                                
                                $
                                1,959Net
      loss, 2006
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (10,235
                                )
                                
                                
                                -
                                
                                
                                
                                (10,235
                                )Balance,
      December 31, 2006
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                974,000
                                
                                
                                
                                974
                                
                                
                                
                                27,821
                                
                                
                                
                                (37,071
                                )
                                
                                
                                -
                                
                                
                                
                                (8,276
                                )Net
      Income, 2007
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                8,394
                                
                                
                                
                                -
                                
                                
                                
                                8,394Balance,
      December 31, 2007
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                974,000
                                
                                
                                
                                974
                                
                                
                                
                                27,821
                                
                                
                                
                                (28,677
                                )
                                
                                
                                -
                                
                                
                                
                                118In-kind
      contribution
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                6,000
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                6,000Net
      loss for the year ended December 31 2008
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (19,627
                                )
                                
                                
                                -
                                
                                
                                
                                (19,627
                                )Balance,
      December 31, 2008
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                974,000
                                
                                
                                
                                974
                                
                                
                                
                                33,821
                                
                                
                                
                                (48,304
                                )
                                
                                
                                -
                                
                                
                                
                                (13,509
                                )In-kind
      contribution
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                1,500
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                1,500Net
      loss for the period ended March 31, 2009
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (4,445
                                )
                                
                                
                                -
                                
                                
                                
                                (4,445
                                )Balance,
      March 31, 2009 (UNAUDITED)
                                
                                
                                -
                                
                                
                                $
                                -
                                
                                
                                
                                974,000
                                
                                
                                $
                                974
                                
                                
                                $
                                35,321
                                
                                
                                $
                                (52,749
                                )
                                
                                $
                                -
                                
                                
                                $
                                (16,454
                                )
  See accompanying notes to
condensed unausited financial statements
  -3-
  Equity Ventures Group, Inc.(A
      Development Stage Company)Condensed
      Statements of Cash Flows(Unaudited)For
      the Three Months Ended March 31,
                                  
                                  
                                  For
      the Period from December 17, 1999 (inception) to2009
                                  
                                  
                                  2008
                                  
                                  
                                  March
      31, 2009Cash
      Flows From Operating Activities:Net
      (Loss) Income
                                  
                                  $
                                  (4,445
                                  )
                                  
                                  $
                                  (7,197
                                  )
                                  
                                  $
                                  (52,749
                                  )Adjustments
      to reconcile net loss to net cash used in operationsIn-kind
      contribution
                                  
                                  
                                  1,500
                                  
                                  
                                  
                                  1,500
                                  
                                  
                                  
                                  17,895Changes
      in operating assets and liabilities:Increase/(Decrease)
      in accounts payable
                                  
                                  
                                  2,945
                                  
                                  
                                  
                                  5,612
                                  
                                  
                                  
                                  16,454Net
      Cash Provided by (Used In) Operating Activities
                                  
                                  
                                  -
                                  
                                  
                                  
                                  (85
                                  )
                                  
                                  
                                  (18,400
                                  )Cash
      Flows From Financing Activities:Proceeds
      from stockholders
                                  
                                  
                                  -
                                  
                                  
                                  
                                  -
                                  
                                  
                                  
                                  15,000Repayment
      of stockholder loans
                                  
                                  
                                  -
                                  
                                  
                                  
                                  -
                                  
                                  
                                  
                                  (15,000
                                  )Proceeds
      from issuance of common stock
                                  
                                  
                                  -
                                  
                                  
                                  
                                  -
                                  
                                  
                                  
                                  18,400Net
      Cash Provided by Financing Activities
                                  
                                  
                                  -
                                  
                                  
                                  
                                  -
                                  
                                  
                                  
                                  18,400Net
      Decrease in Cash
                                  
                                  
                                  -
                                  
                                  
                                  
                                  (85
                                  )
                                  
                                  
                                  -Cash
      at Beginning of Period/Year
                                  
                                  
                                  -
                                  
                                  
                                  
                                  118
                                  
                                  
                                  
                                  -Cash
      at End of Period/Year
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  33
                                  
                                  
                                  $
                                  -Supplemental disclosure of cash flow
      information:Cash
      paid for interest
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  888Cash
      paid for taxes
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  -
  See accompanying notes to
condensed unausited financial statements
  -4-
  EQUITY
VENTURES GROUP, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO FINANCIAL STATEMENTS
 AS OF MARCH 31,
2009
 (UNAUDITED)
 NOTE
      1
              SUMMARY OF SIGNIFICANT
      ACCOUNTING POLICIES AND
ORGANIZATION
 
 (A) Basis of
Presentation
 
 The
accompanying unaudited condensed financial statements have been prepared in
accordance with accounting principles generally accepted in The United States of
America and the rules and regulations of the Securities and Exchange Commission
for interim financial information.  Accordingly, they do not include
all the information necessary for a comprehensive presentation of financial
position and results of operations.
 
 It is
management's opinion, however that all material adjustments (consisting of
normal recurring adjustments) have been made which are necessary for a fair
financial statements presentation.  The results for the interim period
are not necessarily indicative of the results to be expected for the
year.
 
 Activities
during the development stage include developing the business plan and raising
capital.
 
 (B) Use of
Estimates
 
 In
preparing financial statements in conformity with generally accepted accounting
principles, management is required to make estimates and assumptions that affect
the reported amounts of assets and liabilities and the disclosure of contingent
assets and liabilities at the date of the financial statements and revenues and
expenses during the reported period.  Actual results could differ from
those estimates.
 
 (C) Cash and Cash
Equivalents
 
 For
purposes of the cash flow statements, the Company considers all highly liquid
investments with original maturities of three months or less at the time of
purchase to be cash equivalents.
 
 (D) Loss Per
Share
 
 Basic and
diluted net loss per common share is computed based upon the weighted average
common shares outstanding as defined by Financial Accounting Standards No. 128,
“Earnings per Share.”  As of March 31, 2009 and 2008, there were no
common share equivalents outstanding.
 
 -5-
 EQUITY
VENTURES GROUP, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO FINANCIAL STATEMENTS
 AS OF MARCH 31,
2009
 (UNAUDITED)
   (E) Income
Taxes
 
 The
Company accounts for income taxes under the Statement of Financial Accounting
Standards No. 109, “Accounting for Income Taxes” (“Statement
109”).  Under Statement 109, deferred 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.  Deferred tax assets and liabilities are
measured using enacted tax rates expected to apply to taxable income in the
years in which those temporary differences are expected to be recovered or
settled.  Under Statement 109, the effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date.
  (F) Business
Segments
 
 The
Company operates in one segment and therefore segment information is not
presented.
 
 (G) Revenue
Recognition
 
 The
Company recognizes revenue on arrangements in accordance with Securities and
Exchange Commission Staff Accounting Bulletin No. 101, “Revenue Recognition in
Financial Statements” and No. 104, “Revenue Recognition”.  In all
cases, revenue is recognized only when the price is fixed and determinable,
persuasive evidence of an arrangement exists, the service is performed and
collectability of the resulting receivable is reasonably assured.
 
 (H)Reclassification
 
 Certain
amounts from prior period have been reclassified to conform to the current
period presentation.
 
 (I)Fair
Value of Financial Instruments
 
 The
carrying amounts of the Company’s financial instruments including accounts
payable approximate their fair value due to relatively short period to maturity
for these instruments.
   -6-
  EQUITY
VENTURES GROUP, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO FINANCIAL STATEMENTS
 AS OF MARCH 31,
2009
 (UNAUDITED)
   (J) Recent Accounting
Pronouncements
  In
December 2007, the Financial Accounting Standards Board (FASB) issued SFAS No.
160, “Noncontrolling Interests
in Consolidated Financial Statements – an amendment of ARB No.
51”.  This statement improves the relevance, comparability, and
transparency of the financial information that a reporting entity provides in
its consolidated financial statements by establishing accounting and reporting
standards that require; the ownership interests in subsidiaries held by parties
other than the parent and the amount of consolidated net income attributable to
the parent and to the noncontrolling interest be clearly identified and
presented on the face of the consolidated statement of income, changes in a
parent’s ownership interest while the parent retains its controlling financial
interest in its subsidiary be accounted for consistently, when a subsidiary is
deconsolidated, any retained noncontrolling equity investment in the former
subsidiary be initially measured at fair value, entities provide sufficient
disclosures that clearly identify and distinguish between the interests of the
parent and the interests of the noncontrolling owners.  SFAS No. 160
affects those entities that have an outstanding noncontrolling interest in one
or more subsidiaries or that deconsolidate a subsidiary.  SFAS No. 160
is effective for fiscal years, and interim periods within those fiscal years,
beginning on or after December 15, 2008. Early adoption is
prohibited.  The adoption of this statement did not have a material
effect on the Company's financial statements.
 
 In
      March 2008, the FASB issued SFAS No. 161, “Disclosures about
      Derivative Instruments and Hedging Activities, an amendment of FASB
      Statement No. 133” (SFAS 161). This statement is intended to improve
      transparency in financial reporting by requiring enhanced disclosures of
      an entity’s derivative instruments and hedging activities and their
      effects on the entity’s financial position, financial performance, and
      cash flows. SFAS 161 applies to all derivative instruments within the
      scope of SFAS 133, “Accounting for Derivative Instruments and Hedging
      Activities” (SFAS 133) as well as related hedged items, bifurcated
      derivatives, and nonderivative instruments that are designated and qualify
      as hedging instruments. Entities with instruments subject to SFAS 161 must
      provide more robust qualitative disclosures and expanded quantitative
      disclosures. SFAS 161 is effective prospectively for financial statements
      issued for fiscal years and interim periods beginning after
      November 15, 2008, with early application permitted. The adoption of
      this statement did not have a material effect on the Company's financial
      statements.
 
 In May
2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted
Accounting Principles.” SFAS No. 162 identifies the sources of accounting
principles and provides entities with a framework for selecting the principles
used in preparation of financial statements that are presented in conformity
with GAAP. The current GAAP hierarchy has been criticized because it is directed
to the auditor rather than the entity, it is complex, and it ranks FASB
Statements of Financial Accounting Concepts, which are subject to the same level
of due process as FASB Statements of Financial Accounting Standards, below
industry practices that are widely recognized as generally accepted but that are
not subject to due process. The Board believes the GAAP hierarchy should be
directed to entities because it is the entity (not its auditors) that is
responsible for selecting accounting principles for financial statements that
are presented in conformity with GAAP. The adoption of FASB 162 is not expected
to have a material impact on the Company’s financial position.
 
 -7-
 EQUITY
VENTURES GROUP, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO FINANCIAL STATEMENTS
 AS OF MARCH 31,
2009
 (UNAUDITED)
    In May
2008, the FASB issued SFAS No. 163, “Accounting for Financial Guarantee
Insurance Contracts-an interpretation of FASB Statement No. 60.” Diversity
exists in practice in accounting for financial guarantee insurance contracts by
insurance enterprises under FASB Statement No. 60, Accounting and Reporting by
Insurance Enterprises. This results in inconsistencies in the recognition and
measurement of claim liabilities. This Statement requires that an insurance
enterprise recognize a claim liability prior to an event of default (insured
event) when there is evidence that credit deterioration has occurred in an
insured financial obligation. This Statement requires expanded disclosures about
financial guarantee insurance contracts. The accounting and disclosure
requirements of the Statement will improve the quality of information provided
to users of financial statements. The adoption of FASB 163 did not have a
material impact on the Company’s financial position.
  NOTE
      2
              STOCKHOLDERS’
      EQUITY/(DEFICIENCY)
 
 (A) Common Stock Issued for
Cash
 
 On
December 17, 1999, the Company issued 1,000,000 shares of common stock to its
founders for cash of $1,000 ($0.001 per share).
 
 During
2003, the Company issued 174,000 shares of common stock for cash of $17,400
($0.10 per share).
  (B) Common Stock Issued for
Subscription Receivable
 
 During
2000, the Company issued 1,500,000 shares of common stock for a subscription
receivable of $1,500 ($0.001 per share).  During 2001, the Company
cancelled the shares for non-payment of the subscription
receivable.
 
 (C) In-Kind Contribution of
Stock
 
 During
2001, a stockholder of the Company returned 200,000 shares of common stock to
the Company.
 
 -8-
 EQUITY
VENTURES GROUP, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO FINANCIAL STATEMENTS
 AS OF MARCH 31,
2009
 (UNAUDITED)
    (D) In-Kind
Contribution
 
 For the
period ended March 31, 2009, the Company recorded additional paid-in capital of
$1,500 for the fair value of services provided to the Company by its
president.
 
 During
2003, 2002, 2001, 2000 and 1999, the stockholder of the Company paid $79, $79,
$79, $10,079 and $79, respectively, of operating expenses on behalf of the
Company (See Note 3).
 
 For the
year ended December 31, 2008 the Company recorded additional paid-in capital of
$6,000 for the fair value of services provided to the Company by its
president.
 
 (E) Amendment to Articles of
Incorporation
 
 During
2003, the Company amended its Articles of Incorporation to provide for an
increase in its authorized share capital. The authorized capital stock increased
to 100,000,000 common shares at a par value of $0.001 per share, and 10,000,000
preferred shares at a par value of $0.001 with class and series designations,
voting rights, and relative rights and preferences to be determined by the Board
of Directors of the Company from time to time.
 
 NOTE
      3
              RELATED PARTY
      TRANSACTIONS
 
 For the
period ended March 31, 2009, the Company recorded additional paid-in capital of
$1,500 for the fair value of services provided to the Company by its president
(See Note 2(D)).
 
 For the
year ended December 31, 2008, the Company recorded additional paid-in capital of
$6,000 for the fair value of services provided to the Company by its president
(See Note 2 (D)).
 
 A
stockholder of the Company paid $10,395 of expenses on behalf of the Company
from inception (See Note 2 (D)).
 
 On June
27, 2007, the Company received $5,000 from a principal
stockholder.  Pursuant to the terms of the loan, the advance bears
interest at 7%, is unsecured and matures on June 27, 2008.
 
 -9-
  EQUITY
VENTURES GROUP, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO FINANCIAL STATEMENTS
 AS OF MARCH 31,
2009
 (UNAUDITED)
   During
2006, the Company received $10,000 from a principal stockholder. Pursuant to the
terms of the loan, the advance bears interest at 7%, is unsecured and matures on
August 2, 2007.
 
 On
November 13, 2007 $15,000, loan plus $888 of accrued interest was
repaid.
 
 NOTE
      4
              LETTER OF
      INTENT
 
 On
January 31, 2009 the Company entered into a non-binding letter of intent with
GHG Trading Platforms.  On March 25, 2009, the Company, entered into a
stock purchase agreement and share exchange agreement with GHG Trading
Platforms, Inc.  The Company will receive $20,000 of cash in
connection with the sale in exchange for 90% of Company’s total issued and
outstanding shares.  The Company received $5,000 on April 16,
2009.  As of May 19, 2009, the terms of the agreement have not been
completed.
 
 On
November 4, 2007, the Company entered into a non-binding letter of intent with
USASIA.  Pursuant to the letter of intent, the Company received a
$20,000 deposit in consideration for exclusivity on this
transaction.  Such deposit became non-refundable after the due
diligence period ended on November 9, 2007.  The parties were required
to enter into a definitive agreement no later than November 9,
2007.  The parties did not enter into a definitive agreement by such
date and to date no agreement has been reached.  The Company retained
the non-refundable deposit in accordance with the letter of intent.
 
 NOTE
      5
              GOING
      CONCERN
 
 As
reflected in the accompanying financial statements, the Company is in the
development stage with no operations, has a net loss of $52,749 for the period
from December 17, 1999 (inception) to March 31, 2009, a working capital and
stockholders’ deficiency of $16,454 and has a negative cash flow from operations
of $18,400 from inception. This raises substantial doubt about its ability to
continue as a going concern. The ability of the Company to continue as a going
concern is dependent on the Company’s ability to raise additional capital and
implement its business plan. The financial statements do not include any
adjustments that might be necessary if the Company is unable to continue as a
going concern.
 
 Management
believes that actions presently being taken to obtain additional funding and
implement its strategic plans provide the opportunity for the Company to
continue as a going concern.
 
 -10-




ITEM
2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
 
 We have
entered into a business combination with a target company in exchange for cash
and our securities.
  We have
no full time employees. Our president has agreed to allocate a portion of her
time to the activities of the Company, without compensation. The president
anticipates that our business plan can be implemented by her devoting no more
than 10 hours per month to the business affairs of the Company and,
consequently, conflicts of interest may arise with respect to the limited time
commitment by such officer.
  Our
Certificate of Incorporation provides that we may indemnify our officers and/or
directors for liabilities, which can include liabilities arising under the
securities laws. Therefore, our assets could be used or attached to satisfy any
liabilities subject to such indemnification.
 Results of
Operation
  We did
not have any operating income from inception through March 31, 2009. From
inception through the period ended March 31, 2009, we recognized a net loss from
operations of $52,749. For the three months ended March 31, 2009, we recognized
a net loss from operations of $4,445. Expenses for the three months were
comprised of costs mainly associated with legal, accounting and
office.
  On
November 4, 2007, we entered into a non-binding letter of intent with
USASIA.  Pursuant to the letter of intent, we received a $20,000
deposit in consideration for exclusivity on this transaction.  Such
deposit became non-refundable after the due diligence period ended on November
9, 2007.  The parties were required to enter into a definitive
agreement no later than November 9, 2007.  The parties did not enter
into a definitive agreement by such date and to date no agreement has been
reached.  We retained the non-refundable deposit in accordance with
the letter of intent.
  Liquidity and Capital
Resources
  At March
31, 2009, we had cash balance of $0. Therefore we have limited capital
resources and will rely upon the issuance of common stock and additional capital
contributions from shareholders to fund administrative expenses pending
acquisition of an operating company. In the event such efforts are unsuccessful,
contingent plans have been arranged to provide that our current director is to
fund required future filings under the 1934 Act, and existing shareholders have
expressed an interest in additional funding if necessary to continue as a going
concern.
  We
currently do not have enough cash to satisfy our minimum cash requirements for
the next twelve months.   As reflected in the accompanying
financial statements, we are in the development stage with limited operations.
This raises substantial doubt about our ability to continue as a going concern.
Our ability to continue as a going concern is dependent on our ability to raise
additional capital. The financial statements do not include any adjustments that
might be necessary if we are unable to continue as a going concern.
  -11-
  Plan of
Operation
  Due to
the fact that the Company has limited funds, it may be necessary for the sole
officer and director to either advance funds to the Company or to accrue
expenses until such time as a successful business consolidation can be made. The
Company will not make it a condition that the target company must repay funds
advanced by its officers and directors. Management intends to hold expenses to a
minimum and to obtain services on a contingency basis when possible. However, if
the Company engages outside advisors or consultants in its search for business
opportunities, it may be necessary for the Company to attempt to raise
additional funds. As of the date hereof, the Company has not made any
arrangements or definitive agreements to use outside advisors or consultants or
to raise any capital. In the event the Company does need to raise capital most
likely the only method available to the Company would be the private
sale of its securities. Because of the nature of the Company as a
development stage company, it is unlikely that it could make a public sale of
securities or be able to borrow any significant sum from either a commercial or
private lender. There can be no assurance that the Company will able to obtain
additional funding when and if needed, or that such funding, if available, can
be obtained on terms acceptable to the Company.
  The
Company does not intend to use any employees, with the possible exception of
part-time clerical assistance on an as-needed basis. Outside advisors or
consultants will be used only if they can be obtained for minimal cost or on a
deferred payment basis. Management is convinced that it will be able to operate
in this manner and to continue its search for business opportunities during the
next twelve months.
 
 On March
25, 2009 (the “Effective Date”), Equity Ventures Group, Inc. (hereinafter
referred to as “we,” “us” or “our”) entered into a share exchange agreement (the
“Agreement”) with GHG Trading Platforms, Inc., a Nevada corporation (“GHG”) and
the Shareholders of GHG (the “GHG Shareholders”) with the unanimous consent of
our board of directors in lieu of a special meeting. Pursuant to the Agreement,
the GHG Shareholders will sell to us 100% of the issued and outstanding common
stock of GHG in exchange for the issuance to the GHG Shareholders of shares of
our common stock on a one for one basis, pursuant to the terms and conditions
set forth in the Agreement.
  Upon
execution of the Agreement, GHG made a non-refundable payment to us of $5,000
and shall make an additional non-refundable deposit payment of $15,000 within
three (3) days of such time as it has raised at least such amount in a private
placement offering.  According to the Agreement, the post-transaction
company will be required to register on a Form S-1 (the “Registration
Statement”) to be filed with the Securities and Exchange Commission (the “SEC”)
the shares of common stock held by the Equity Ventures shareholders prior to the
closing date within ninety (90) days following the close of the
Combination.
  The
closing of the transaction shall be contingent and immediately take place upon
GHG’s completion and delivery of the audited financial statements for the fiscal
years ended December 31, 2008 and 2007, and the reviewed financial statements
for the three (3) months ended March 31, 2009, which must be provided within ten
(10) weeks of the Effective Date.  Upon the close of the Transaction,
GHG will become our wholly owned subsidiary.
  GHG
Trading Platforms, Inc., doing business as EvoEarth, (hereinafter “EvoEarth” or
“Company”) was incorporated in September 2007 under the laws of the State of
Nevada.  EvoEarth will operate an online trading platform for the carbon
and renewable energy (REC) markets.  EvoEarth acts as a wholesale market
maker for the global Over the Counter (OTC) carbon and REC markets. 
EvoEarth will be the first company to offer a low cost, electronic Spot Market
for project developers and brokers.  EvoEarth will allow companies to
directly upload their inventory and pricing information into the Spot
Market.
  EvoEarth
will provide online access to Spot Market prices for each unique offset
project.  EvoEarth will have the capability to trade, settle and deliver
through multiple settlement and clearing options.  EvoEarth will settle
through multiple registries accounts in the OTC market.
  On
January 23, 2009, GHG Trading Platforms, Inc. entered into an agreement with
Grandview Capital, Inc., a financial consultant pursuant to which it agreed to
pay Grandview $5,000 per month for 12 months with the payment contingent upon us
obtaining financing of no less than $500,000 or in the event GHG effectuates a
change in control. Additionally GHG has agreed to the following with
Grandview Capital:
 (i)  Placement Agent Fees: A fee
equal to ten percent (10%) of the total amount of capital raised and cashless
warrants equal to ten percent (10%) of the total amount of capital raised,
subject to the exercise price of one hundred and twenty-five percent (125%)
private placement.
 (ii)For Debt Financings: A fee
equal to five percent (5%). If debt financing is in the form of a line of credit
or other form of debt that is not funded in full at the closing, then the entire
available loan amount shall be considered the total consideration against which
our fees will be calculated.
 (iii)For any merger or
acquisition: An amount equal to ten percent (10%) of the total
consideration or value paid, payable in the same form as received by the
Shareholders of the target or us.
 (iv)For a strategic alliance or
customer: An amount equal to ten percent (10%) of the annual value of the
alliance or single transaction.
 
 Grandview
Capital, Inc. is owned by Peter Goldstein who is the beneficial owner of 400,000
shares of our common stock.
  
 -12-
  Critical Accounting
Policies
  Equity
Ventures’ financial statements and related public financial information are
based on the application of accounting principles generally accepted in the
United States (“GAAP”). GAAP requires the use of estimates; assumptions,
judgments and subjective interpretations of accounting principles that have an
impact on the assets, liabilities, revenue and expense amounts reported. These
estimates can also affect supplemental information contained in our external
disclosures including information regarding contingencies, risk and financial
condition. We believe our use if estimates and underlying accounting assumptions
adhere to GAAP and are consistently and conservatively applied. We base our
estimates on historical experience and on various other assumptions that we
believe to be reasonable under the circumstances. Actual results may differ
materially from these estimates under different assumptions or conditions. We
continue to monitor significant estimates made during the preparation of our
financial statements.
  Our
significant accounting policies are summarized in Note 1 of our financial
statements. While all these significant accounting policies impact its financial
condition and results of operations, Equity Ventures views certain of these
policies as critical. Policies determined to be critical are those policies that
have the most significant impact on Equity Ventures’ financial statements and
require management to use a greater degree of judgment and estimates. Actual
results may differ from those estimates. Our management believes that given
current facts and circumstances, it is unlikely that applying any other
reasonable judgments or estimate methodologies would cause effect on
our result of operations, financial position or liquidity for the periods
presented in this report.
  Recent Accounting
Pronouncements
  In March
2008, the FASB issued SFAS No. 161, “Disclosures about Derivative Instruments
and Hedging Activities, an amendment of FASB Statement No. 133” (SFAS 161). This
statement is intended to improve transparency in financial reporting by
requiring enhanced disclosures of an entity’s derivative instruments and hedging
activities and their effects on the entity’s financial position, financial
performance, and cash flows. SFAS 161 applies to all derivative instruments
within the scope of SFAS 133, “Accounting for Derivative Instruments and Hedging
Activities” (SFAS 133) as well as related hedged items, bifurcated derivatives,
and nonderivative instruments that are designated and qualify as hedging
instruments. Entities with instruments subject to SFAS 161 must provide more
robust qualitative disclosures and expanded quantitative disclosures. SFAS 161
is effective prospectively for financial statements issued for fiscal years and
interim periods beginning after November 15, 2008, with early application
permitted.  The adoption of SFAS 161 did not have an material impact on the
Company's financial position.
  In May
2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted
Accounting Principles.” SFAS No. 162 identifies the sources of accounting
principles and provides entities with a framework for selecting the principles
used in preparation of financial statements that are presented in conformity
with GAAP. The current GAAP hierarchy has been criticized because it is directed
to the auditor rather than the entity, it is complex, and it ranks FASB
Statements of Financial Accounting Concepts, which are subject to the same level
of due process as FASB Statements of Financial Accounting Standards, below
industry practices that are widely recognized as generally accepted but that are
not subject to due process. The Board believes the GAAP hierarchy should be
directed to entities because it is the entity (not its auditors) that is
responsible for selecting accounting principles for financial statements that
are presented in conformity with GAAP.  SFAS 162 is effective 60 days
following the SEC’s approval of PCAOB Auditing Standard No. 6, Evaluating
Consistency of Financial Statements (AS/6). The adoption of FASB 162
is not expected to have a material impact on the Company’s financial
position.
 
 In May
2008, the FASB issued SFAS No. 163, “Accounting for Financial Guarantee
Insurance Contracts-an interpretation of FASB Statement No. 60.” Diversity
exists in practice in accounting for financial guarantee insurance contracts by
insurance enterprises under FASB Statement No. 60, Accounting and Reporting by
Insurance Enterprises. This results in inconsistencies in the recognition and
measurement of claim liabilities. This Statement requires that an insurance
enterprise recognize a claim liability prior to an event of default (insured
event) when there is evidence that credit deterioration has occurred in an
insured financial obligation. This Statement requires expanded disclosures about
financial guarantee insurance contracts. The accounting and disclosure
requirements of the Statement will improve the quality of information provided
to users of financial statements.  SFAS 163 is effective
for financial statements issued for fiscal years beginning after December
15, 2008, and interim periods within those fiscal years. The adoption of SFAS
163 did not have a material impact on the Company’s financial
position.
  Off Balance Sheet
Transactions
 
 None.
  -13-
  Item
3. Quantitative and Qualitative Disclosures About Market Risk
 
 Not
required for smaller reporting companies.
  Item
4T.  Controls and Procedures
  a)  
Evaluation of Disclosure
Controls. Colette Kim, our Chief Executive Officer and Principal
Accounting Officer, evaluated the effectiveness of our disclosure controls and
procedures as of the end of our first fiscal quarter 2009 pursuant to Rule
13a-15(b) of the Securities and Exchange Act. Disclosure controls and
procedures are controls and other procedures that are designed to ensure that
information required to be disclosed by us in the reports that we file or submit
under the Exchange Act is recorded, processed, summarized and reported within
the time periods specified in the SEC’s rules and forms. Disclosure controls and
procedures include, without limitation, controls and procedures designed to
ensure that information required to be disclosed by us in the reports that we
file under the Exchange Act is accumulated and communicated to our management,
as appropriate to allow timely decisions regarding required disclosure. Based on
their evaluations, Colette Kim concluded that our disclosure controls and
procedures were effective as of March 31, 2009.
 
 It should
be noted that any system of controls, however well designed and operated, can
provide only reasonable, and not absolute, assurance that the objectives of the
system are met. In addition, the design of any control system is based in part
upon certain assumptions about the likelihood of future events. Because of these
and other inherent limitations of control systems, there can be no assurance
that any design will succeed in achieving its stated goals under all potential
future conditions
 
 (b)
  Changes in internal
control over financial reporting. There have been no changes in our
internal control over financial reporting that occurred during the last fiscal
quarter that has materially affected, or is reasonably likely to materially
affect, our internal control over financial reporting. Our management team will
continue to evaluate our internal control over financial reporting in 2009 as we
implement our Sarbanes Oxley Act testing.
  
 -14-
  PART
II - OTHER INFORMATION
  Item
1. Legal Proceedings.
  Currently
we are not aware of any litigation pending or threatened by or against the
Company.
 
 Item
1A. Risk Factors
 
 None.
  Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
  None.
  Item
3. Defaults Upon Senior Securities.
  None
  Item
4. Submission of Matters to a Vote of Security Holders.
  None.
  Item
5. Other Information.
  None
  Item
6. Exhibits and Reports of Form 8-K.
  (a)          
Exhibits
  31.1 Certifications pursuant to Section 302 of Sarbanes Oxley Act of
2002
  32.1 Certifications pursuant to Section 906 of Sarbanes Oxley Act of
2002
  (b)         
 Reports of Form 8-K
  None.
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  SIGNATURES
  Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
  EQUITY
      VENTURES GROUP, INC.Date:
      May 19, 2009
                By:
                /s/
      Colette KimColette
      KimPresident,
      Secretary and Director
 
 
 
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