UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 
 FORM 10-Q
 
 [X]
Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934For the quarterly period ended March 31, 2010[  ]
Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934For the transition period from __________ to__________Commission File Number: 333-149197
 
 Wishart Enterprises Limited
 (Exact name of Registrant as specified in its charter)
 
 Nevada
39-2068976(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)
 
 400 Thames Valley Park Drive

Reading, Berkshire RG6 1PT(Address of principal executive offices)(44) 118 380 0895(Registrant’s telephone number)#108-2940 Louise Street Saskatoon,

Saskatchewan Canada(Former name, former address and former fiscal year, if changed since last report)
 
 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days [X] Yes    [ ] No
 
 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 (§ 229.405 of this chapter) during the preceeding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [  ] No [  ]
 
 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
 
 [ ] Large accelerated filer Accelerated filer
[ ] Non-accelerated filer[X] Smaller reporting company
 
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes   [X] No
 
 State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 35,740,733 common shares as of May 4, 2010.
 
 Table of Contents
 
 TABLEOF CONTENTS
PagePART I – FINANCIAL INFORMATIONItem 1:
Financial Statements
3Item 2:
Management’s Discussion and Analysis of Financial Condition and Results of Operations
4Item 3:
Quantitative and Qualitative Disclosures About Market Risk
6Item 4T:
Controls and Procedures
6PART II – OTHER INFORMATIONItem 1:
Legal Proceedings
7Item 1A:
Risk Factors
7Item 2:
Unregistered Sales of Equity Securities and Use of Proceeds
7Item 3:
Defaults Upon Senior Securities
7Item 4:
Removed and Reserved
7Item 5:
Other Information
7Item 6:
Exhibits
7
 
 2
 Table of Contents
 
 PART I - FINANCIAL INFORMATION
 
 Item1.     Financial Statements
 
 Our financial statements included in this Form 10-Q are as follows:F-1
Balance Sheets as of March 31, 2010 (unaudited) and December 31, 2009 (audited);F-2
Statements of Operations (unaudited) for the three  months ended March 31, 2010 and the period from November 16, 2009 (Date of Inception) to March 31, 2010;F-3
Statement of Stockholders’ Deficit (unaudited) as of March 31, 2010F-4
Statements of Cash Flows (unaudited) for the three months ended March 31, 2010 and the period from November 16, 2009 (Date of Inception) to March 31, 2010;F-5
Notes to Financial Statements;
 
 These financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q.  In the opinion of management, all adjustments considered necessary for a fair presentation have been included.  Operating results for the period ended March 31, 2010 are not necessarily indicative of the results that can be expected for the full year.





3
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VENDUMBATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


BALANCE SHEETS


AS OF MARCH 31, 2010 (UNAUDITED) AND DECEMBER 31, 2009 (AUDITED)





ASSETS
March 31, 2010 (Unaudited)

December 31, 2009 (Audited)Current AssetsCash and cash equivalents
$
7,065

$
46,330Stock subscription receivable

0


2Total Current Assets

7,065


46,332Other AssetsIntellectual property

500,000


0Total Assets
$
507,065

$
46,332LIABILITIES AND STOCKHOLDER'S DEFICITLiabilitiesCurrent LiabilitiesAccrued expenses and interest
$
11,066

$
23,872Shareholder loan

505


0Note payable – current portion

190,000


0Convertible note payable

75,000


50,000Total Current Liabilities

276,571


73,872Long – Term LiabilitiesNote payable

300,000


0Total Liabilities

576,571


73,872Stockholder's DeficitCommon stock, par value $2; 1 share authorized, 1 share issued and outstanding

2


2Cumulative translation adjustment

(474)


(3,577)Deficit accumulated during the development stage

(69,034)


(23,965)Total Stockholder's Deficit

(69,506)


(27,540)Total Liabilities and Stockholder's Deficit
$
507,065

$
46,332




See accompanying notes to financial statements.


F-1
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VENDUMBATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


STATEMENTS OF OPERATIONS (UNAUDITED)


FOR THE THREE MONTHS ENDED MARCH 31, 2010


FOR THE PERIOD FROM NOVEMBER 16, 2009 (INCEPTION) TO MARCH 31, 2010





For the three months ended March 31, 2010

For the period from

November 16, 2009

(Inception) to

March 31, 2010REVENUES
$
0

$
0OPERATING EXPENSESProfessional fees

385


3,885Consulting fees

36,828


56,985General and administrative expenses

7,856


8,164TOTAL OPERATING EXPENSES

45,069


69,034NET LOSS FROM OPERATIONS

(45,069)


(69,034)PROVISION FOR INCOME TAXES

0


0NET LOSS
$
(45,069)

$
(69,034)NET LOSS PER SHARE: BASIC AND DILUTED
$
(45,069)WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED

1




See accompanying notes to financial statements.


F-2
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VENDUMBATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


STATEMENT OF STOCKHOLDER’S DEFICIT (UNAUDITED)


FOR THE PERIOD FROM NOVEMBER 16, 2009 (INCEPTION) TO MARCH 31, 2010





Common stock

Cumulative Translation

Deficit

accumulated

during thedevelopmentShares

Amount

Adjustment

Stage

TotalInception, November 16, 2009

-

$
-

$
-

$
-

$
-Shares issued to founder

1


2


-


-


2Net loss and cumulative translation adjustment for the period ended December 31, 2009

-


-


(3,577)


(23,965)


(27,542)Balance, December 31, 2009

1


2


(3,577)


(23,965)


(27,540)Net loss and cumulative translation adjustment for the three months ended March 31, 2010

-


-


3,103


(45,069)


(41,966)Balance, March 31, 2010

1

$
2

$
(474)

$
(69,034)

$
(69,506)





See accompanying notes to financial statements.


F-3
 Table of Contents


VENDUMBATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


STATEMENTS OF CASH FLOWS (UNAUDITED)


FOR THE THREE MONTHS ENDED MARCH 31, 2010


FOR THE PERIOD FROM NOVEMBER 16, 2009 (INCEPTION) TO MARCH 31, 2010





For the three months ended March 31, 2010

For the period from

November 16, 2009

(Inception) to

March 31, 2010CASH FLOWS FROM OPERATING ACTIVITIESNet loss and cumulative translation adjustment for the period
$
(45,069)

$
(69,034)Adjustments to reconcile net loss to net cash (used in) operating activities:Changes in assets and liabilities:Decrease in accounts receivable

4,812


0Increase (decrease) in accrued expenses and interest

(12,806)


11,066CASH FLOWS USED IN OPERATING ACTIVITIES

(53,063)


(57,968)CASH FLOWS FROM INVESTING ACTIVITIESCumulative translation adjustment

3,103


(474)Acquisition of intellectual property

(10,000)


(10,000)CASH FLOWS USED IN INVESTING ACTIVITIES

(6,897)


(10,474)CASH FLOWS FROM FINANCING ACTIVITIESProceeds collected from stock subscription receivable

2


2Proceeds from shareholder loan

505


505Proceeds from convertible note payable

25,000


75,000CASH FLOWS PROVIDED BY FINANCING ACTIVITIES

25,507


75,507NET INCREASE (DECREASE) IN CASH

(34,453)


7,065Cash, beginning of period

41,518


0Cash, end of period

7,065

$
7,065SUPPLEMENTAL CASH FLOW INFORMATION:Interest paid
$
0

$
0Income taxes paid
$
0

$
0SUPPLEMENTAL NON-CASH TRANSACTIONS:Stock issued for stock subscription receivable
$
0

$
2Note issued for acquisition of intellectual property
$
490,000

$
490,000





See accompanying notes to financial statements.


F-4
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VENDUMBATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


NOTES TO THE FINANCIAL STATEMENTS


MARCH 31, 2010





NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS





Vendum Batteries Limited (the "Company") was incorporated under the laws of the United Kingdom on November 16, 2009.  Vendum Batteries is an environmentally friendly mobile battery company with the sole focus on identifying, evaluating, acquiring, developing and partnering for the commercialization of proprietary eco-friendly power sources. The Company is in the development stage as defined under Statement on Financial Accounting Standards No. 7, “Development Stage Enterprises” (ASC 915-10).


NOTE 2 – GOING CONCERN





The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future.  The Company has a working capital deficit, and has incurred losses since inception resulting in an accumulated deficit of $69,034 as of March 31, 2010, and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern.  The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and or private placement of common stock.





NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES





Basis of Presentation


The accompanying interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”).  In the opinion of management, all adjustments necessary in order for the financial statements to be not misleading have been reflected herein.  The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.





Use of Estimates and Assumptions


The  preparation  of  financial  statements  in conformity with accounting principles generally  accepted  in  the  United States requires  management  to  make   estimates and assumptions that  affect  the reported amounts of  assets and liabilities and disclosure of contingent assets and liabilities at  the  date  of  the  financial  statements  and the reported amounts of  revenues and expenses  during  the  reporting  period. Actual results could differ from those estimates.





Foreign Currency Translation


The Company's functional currency is the Pound Sterling and its reporting currency is the United States dollar.





Financial Instruments


The carrying value of the Company's financial instruments approximates their fair value because of the short maturity of these instruments.





F-5
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VENDUM BATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


NOTES TO THE FINANCIAL STATEMENTS


MARCH 31, 2010





NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES (CONTINUED)





Accounting Basis


The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting).  The Company has adopted a December 31 fiscal year end.





Income Taxes


Income taxes are accounted for under the assets and liability method.  Deferred  tax  assets  and  liabilities are recognized for the estimated future tax consequences attributable  to differences between the financial statement carrying amounts of existing  assets  and  liabilities and their respective  tax  bases and operating loss and tax credit  carry  forwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled.





Basic Income (Loss) Per Share


Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of March 31, 2010.





Dividends


The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during any of the periods shown.





Impairment of Long-Lived Assets


The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.





Advertising Costs


The Company’s policy regarding advertising is to expense advertising when incurred. The Company incurred advertising expense of $0 during the period ended March 31, 2010.





Revenue Recognition


The Company recognizes revenue when products are fully delivered or services have been provided and collection is reasonably assured.





F-6
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VENDUM BATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


NOTES TO THE FINANCIAL STATEMENTS


MARCH 31, 2010





NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES (CONTINUED)





Stock-Based Compensation


Stock-based compensation is accounted for at fair value in accordance with ASC 718.  To date, the Company has not adopted a stock option plan and has not granted any stock options. As of March 31, 2010, the Company has not issued any stock-based payments to its employees.





Recent Accounting Pronouncements


In May 2009, the FASB issued SFAS 165 (ASC 855-10) entitled “Subsequent Events”.  Companies are now required to disclose the date through which subsequent events have been evaluated by management. Public entities (as defined) must conduct the evaluation as of the date the financial statements are issued, and provide disclosure that such date was used for this evaluation. SFAS 165 (ASC 855-10) provides that financial statements are considered “issued” when they are widely distributed for general use and reliance in a form and format that complies with GAAP. SFAS 165 (ASC 855-10) is effective for interim and annual periods ending after June 15, 2009 and must be applied prospectively. The adoption of SFAS 165 (ASC 855-10) during the quarter ended September 30, 2009 did not have a significant effect on the Company’s financial statements as of that date or for the quarter or year-to-date period then ended.





In June 2009, the FASB issued SFAS 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles. (“SFAS 168” or ASC 105-10) SFAS 168 (ASC 105-10) establishes the Codification as the sole source of authoritative accounting principles recognized by the FASB to be applied by all nongovernmental entities in the preparation of financial statements in conformity with GAAP. SFAS 168 (ASC 105-10) was prospectively effective for financial statements issued for fiscal years ending on or after September 15, 2009 nd interim periods within those fiscal years. The adoption of SFAS 168 (ASC 105-10) on July 1, 2009 did not impact the Company’s results of operations or financial condition. The Codification did not change GAAP, however, it did change the way GAAP is organized and presented.





As a result, these changes impact how companies reference GAAP in their financial statements and in their significant accounting policies. The Company implemented the Codification in this Report by providing references to the Codification topics alongside references to the corresponding standards.





With the exception of the pronouncements noted above, no other accounting standards or interpretations issued or recently adopted are expected to have a material impact on the Company’s financial position, operations or cash flows.





NOTE 4 – INTELLECTUAL PROPERTY





On January 4, 2010 the Company entered into an asset purchase agreement with Cornerstone Holdings Ltd. The Company agreed to purchase all intellectual property from the seller for total proceeds of $500,000.  The Company paid a $10,000 deposit on January 6, 2010.  The remaining $490,000 is to be paid in varying installments over the next 21 months.  The rights, title and interest of the intellectual property was transferred to the Company on the date of the first $10,000 payment.





In the event the Company fails to pay according to the terms of the agreement, the seller can elect to convert the remaining balance due into restricted common shares of the Company based on the fair market value of the stock.




F-7
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VENDUM BATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


NOTES TO THE FINANCIAL STATEMENTS


MARCH 31, 2010





NOTE 5 – ACCRUED EXPENSES AND INTEREST





Accrued expenses and interest consisted of the following at:





March 31, 2010

December 31, 2009Accounting fees
$
372

$
3,500Interest

2,063


345Consulting fees

8,631


20,027Total accrued expenses and interest
$
11,066

$
23,872





NOTE 6 – CONVERTIBLE NOTE PAYABLE





On December 10, 2009, a related party issued the company a 12% convertible note payable of $50,000. Interest will accrue beginning from the date of the loan however no interest is due until the loan comes due on December 10, 2010.





On March 3, 2010 another $25,000 was loaned to the company under the same terms as the original loan.  Accrued interest payable related to the above loans totaled $2,063 and $345 at March 31, 2010 and December 31, 2009, respectively.





The loans may be converted into the Company’s common stock at any point during the term of the loan by the note holder. The number of shares to be issued will be determined by the fair market value of the common stock on the date of the conversion. If fair market value is not determinable at the conversion date the stock will be converted based on the lesser of either the share price of the last private offering or the thirty day average of the Company’s stock in the event a public listing has taken place.





The balance of the convertible notes as of March 31, 2010 and December 31, 2009 was $75,000 and $50,000, respectively.





NOTE 7 – COMMON STOCK





The authorized capital of the Company is 1 common share with a par value of $2 per share.





On November 17, 2009, the Company issued 1 share of common stock for total proceeds of $2.  As of December 31, 2009 the proceeds had not been collected. The funds for the stock were deposited into the company bank account on March 4, 2010.





There was 1 share of common stock issued and outstanding as of March 31, 2010.





NOTE 8 – COMMITMENTS AND CONTINGENCIES





The Company neither owns nor leases any real or personal property. An officer has provided office services without charge.  There is no obligation for the officer to continue this arrangement.  Such costs are immaterial to the financial statements and accordingly are not reflected herein.  The officers and directors are involved in other business activities and most likely will become involved in other business activities in the future.




F-8
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VENDUM BATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


NOTES TO THE FINANCIAL STATEMENTS


MARCH 31, 2010





NOTE 8 – COMMITMENTS AND CONTINGENCIES (CONTINUED)





The Company has entered into two consulting agreements as of March 31, 2010. The following are minimum annual payments due under those agreements:





March 31, 2011
$
100,0002012

02013

02014

02015

0





NOTE 9 – INCOME TAXES





As of March 31, 2010, the Company had net operating loss carry forwards of approximately $69,034 that may be available to reduce future years’ taxable income through 2030. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.





The provision for the Corporation tax in the United Kingdom consists of the following:





March 31,

2010

December 31, 2009Refundable Corporation income tax attributable to:Current Operations
$
9,464

$
5,033Less: valuation allowance

(9,464)


(5,033)Net provision for Corporation income taxes
$
0

$
0





The cumulative tax effect at the expected rate of 21% of significant items comprising our net deferred tax amount is as follows:





March 31, 2010

December 31, 2009Deferred tax asset attributable to:Net operating loss carryover
$
14,497

$
5,033Less: valuation allowance

(14,497)


(5,033)Net deferred tax asset
$
0

$
0





NOTE 10 – SUBSEQUENT EVENTS





The Company has analyzed its operations subsequent to February 28, 2010.





On May 3, 2010, the Company entered into a Share Exchange Agreement with Wishart Enterprises Limited. In connection with the closing of this transaction, all of the issued and outstanding shares of the Company were acquired by Wishart Enterprises Limited.




F-9
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VENDUM BATTERIES LIMITED


(A DEVELOPMENT STAGE COMPANY)


NOTES TO THE FINANCIAL STATEMENTS


MARCH 31, 2010





NOTE 10 – SUBSEQUENT EVENTS (CONTINUED)





In addition, pursuant to the terms and conditions of the Share Exchange:





§
The sole shareholder of all of the capital stock of the Company immediately prior to the closing of the Acquisition exchanged his shares into 607,594 shares of Wishart Enterprises Limited common stock.





§
The debt holders of the Company converted all of their debt in the Company into 19,049,809 shares of Wishart common stock.  The shareholder loan was paid back prior to this conversion.





F-10
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 Item2.     Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
 Forward-Looking Statements
 
 Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.   These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “August,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions.  We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions.  Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which August cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain.  Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.  We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.  Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.
 
 Overview
 
 On May 3, 2010, we entered into a Share Exchange Agreement (“Share Exchange”) with Vendum Batteries Limited, a company organized under the laws of the United Kingdom (“VBL”), whereby we acquired all of the issued and outstanding common stock of VBL.  We intend to change our name in the near future to Vendum Batteries Ltd. (“Vendum Limited”) as well as forward-split our common stock.
 
 In consequence of entering into the Share Exchange, we have determined to pursue the business plan of VBL. We are now in the business of developing an innovative new cellulose-based power source.
 
 Our Business
 
 VBL was incorporated in the United Kingdom November 16, 2009, under the name Vendum Batteries Ltd.  Vendum Batteries Limited is developing an innovative new cellulose-based power source that will revolutionize the automotive and aeronautical industries when it is brought to market.
 
 This revolutionary battery is entirely biodegradable,as it is primarily composed of cellulose and uses none of the toxic elements used in traditional batteries, such as mercury, lead, chromium, or cadmium.
 
 Using the cutting edge Carbon Nanotube Technology (CNT), we hope this non-toxic power source will, in the future, be capable of providing higher power output for much longer periods of time.  The batteries have the potential to be small and light-weight, therefore it will be possible to revolutionize human implant technology for those found in pacemakers and cochlear implants.
  4
 Table of Contents
 
 Similarly, Vendum Limited is aiming in the future to power mobile phones, PDA’s, iPods, music players, games consoles, laptops and the like. Also home appliances such as power tools, all kinds of toys, watches, cameras, toothbrushes and electric razors can be powered by the Vendum Limited batteries. Finally, these batteries could be used in power surveying instruments, flashlights, CCTV cameras, roadwork lighting and signs, gift cards, and even clothing and books. In the long term, however, we hope that Vendum Limited will help transform the automotive and aeronautical industry forever.
 
 Results of Operations for the three months ended March 31, 2010 and December 31, 2009
 
 We generated no revenue for the period from November 16, 2009 (Date of Inception) until March 31, 2010.
 
 Our operating expenses were $45,069 for the three months ending March 31, 2010.  Our primary operating expenses for the three months ending March 31, 2010 were consulting fees of $36,828, professional fees of $385 and general and administrative expenses of $7,856.
 
 Our operating expenses were $69,034 for the period from November 16, 2009 (Inception) to March 31, 2010.  Our operating expenses for the period from November 16, 2009 (Inception) to March 31, 2010 were primarily related to consulting fees of $56,985, professional fees of $3,885 and general and administrative expenses of $8,164.
 
 We recorded a net loss of $45,069 for the three months ended March 31, 2010.  We recorded a net loss of $69,034 for the period from November 16, 2009 (Inception) to March 31, 2010.
 
 Liquidity and Capital Resources
 
 As of March 31, 2010, we had total current assets of $7,065, consisting entirely of cash in the amount of $7,065.  We had current liabilities in the amount of $276,571 as of March 31, 2010. Thus, we had a working capital deficit of $269,506 as of March 31, 2010.
 
 Operating activities used $57,968 in cash for the period from November 16, 2009 (Date of Inception) until March 31, 2010. Our net loss of $69,034 was the primary reason for our negative operating cash, offset primarily by an increase in accrued expenses and interest of $11,066. Investing activities used $10,474 for the period from November 16, 2009 (Date of Inception) until March 31, 2010. Financing activities during the period from November 16, 2009 (Date of Inception) until March 31, 2010 generated $75,507 in cash during the period, primarily attributable to a convertible note.
 
 As of March 31, 2010, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient cash to achieve our business goals. The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements, which August be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.
  5
 Table of Contents
 
 Going Concern
 
 We have recurring losses and has a deficit accumulated during the development stage of $69,034 as of March 31, 2010.  Our financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business.  However, we have no current source of revenue. Without realization of additional capital, it would be unlikely for us to continue as a going concern.  Our management plans on raising cash from public or private debt or equity financing, on an as needed basis and in the longer term, and, ultimately, upon achieving profitable operations through the development of business activities.
 
 Off Balance Sheet Arrangements
 
 As of March 31, 2010, there were no off balance sheet arrangements.
 Item3.     Quantitative and Qualitative Disclosures About Market Risk
 
 A smaller reporting company is not required to provide the information required by this Item.
 
 Item4T.     Controls and Procedures
 
 We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of August 31, 2009.  This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, Fraser Cottington.  Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2010, our disclosure controls and procedures are effective.  There have been no changes in our internal controls over financial reporting during the quarter ended March 31, 2010.
 
 Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are 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 in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
 
 Limitations on the Effectiveness of Internal Controls
 
 Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving our objectives and our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at that reasonable assurance level.  Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.
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 PART II – OTHER INFORMATION
 
 Item1.     Legal Proceedings
 
 We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.
 
 Item1A:  Risk Factors
 
 A smaller reporting company is not required to provide the information required by this Item.
 
 Item2.     Unregistered Sales of Equity Securities and Use of Proceeds
 
 In connection with the Share Exchange, the previous shareholder of VDL received 607,594 shares of our common stock and the debt holders received 19,049,809 shares of our common stock. All of the shares of our common stock which were issued to the former shareholder and debt holders of VDL on as of the effective date of the Share Exchange were done so in reliance on the exemption from registration afforded by Regulation S of the Securities Act.
 
 Item3.     Defaults upon Senior Securities
 
 None
 
 Item4.     Removed and Reserved
 
 Item5.     Other Information
 
 In consequence of the Share Exchange Agreement we entered into on May 3, 2010, which is fully described in Item 2.01 of the Current Report on Form 8-K we filed on May 4, 2010, we believe that we are not a shell corporation as that term is defined in Rule 405 of the Securities Act and Rule 12b-2 of the Exchange Act.
 
 Item6.      Exhibits
 
 Exhibit  Number
Description of Exhibit31.1
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.1
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
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 SIGNATURES
 
 In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 Wishart Enterprises LimitedDate:
May 10, 2010By:       /s/ Fraser Cottington

Fraser Cottington

Title:Chief Executive Officer and Director