SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

[X]  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934

     For the fiscal year ended December 31, 2001

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

Commission file number __________

                                  AUCXIS CORP.
         --------------------------------------------------------------
                 (Name of small business issuer in its charter)

             Nevada                                          n/a
--------------------------------------     -------------------------------------
 (State or other jurisdiction of                      (I.R.S. Employer
 incorporation or organization)                      Identification No.)

 220 KING STREET WEST, SUITE 200                           M5H 1K4
     TORONTO, ONTARIO CANADA
--------------------------------------     -------------------------------------
(Address of principal executive offices)                  (Zip Code)

                         e-Auction Global Trading, Inc.
                         ------------------------------
   (Former Name, Address and Former Fiscal Year, if Changed Since Last Report)
--------------------------------------------------------------------------------

Issuer's telephone number, including area code:     416-214-1587

Securities  registered  under Section  12(b) of the Exchange Act:  COMMON STOCK,
$.001 PAR VALUE

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

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

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of  Regulation  S-B  contained  in  this  form,  and no  disclosure  will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

     Issuer's  revenues  for the fiscal  year  ended  December  31,  2001 were $
7,442,479.  The aggregate  market value as at April 12, 2002 of the common stock
of the  issuer,  its only  class of voting  stock,  held by  non-affiliates  was
approximately U.S.  $1,265,652  calculated on the basis of the price of the last
trade of the issuer's  common  stock,  as reported by the OTC Bulletin  Board on
April 12,  2002.  Such  market  value  excludes  shares  owned by all  executive
officers and directors (but includes shares owned by their spouses); this should
not be construed as indicating that all such persons are affiliates.

     The number of shares  outstanding of the issuer's  common stock as at April
12, 2002 was 66,409,415.

                       DOCUMENTS INCORPORATED BY REFERENCE

Transitional Small Business Disclosure Format   Yes [  ]   No  [X]


<PAGE>

                              CAUTIONARY STATEMENT

     CAUTIONARY  STATEMENT FOR PURPOSES OF THE "SAFE HARBOR''  PROVISIONS OF THE
PRIVATE  SECURITIES  LITIGATION REFORM ACT OF 1995:  Certain  statements in this
report, including,  without limitation,  statements contained under the captions
"Item 1.  Description  of Business"  and "Item 6. Plan of  Operation,"  and such
other statements,  except historical  facts,  regarding the Company's  financial
position,  business  strategy and plans of management for future  operations are
"forward  looking  statements"  within the meaning within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended.  These statements,  which include, but are not
limited  to,  words such as  ``expect,''  "believe,  "anticipate,''  "estimate,"
"plan," "project,"  "strategy" and ``intend'' are based on management's  beliefs
and  assumptions,  and on  information  currently  available to  management  and
involve certain known and unknown risks,  uncertainties  and other factors which
may cause these  statements to be materially  different from any future results,
performance  or  achievements  expressed  or  implied  by these  forward-looking
statements. Such factors include, among others, the Company's ability to finance
its operations and the ability to obtain such financing,  uncertainties relating
to the integration of acquired businesses and operations,  the Company's ability
to successfully implement its business plan; potential fluctuations in financial
results,  dependence  on product  development,  rapid  technological  and market
change,  failure to complete  the  manufacture  of  products on schedule  and on
budget, uncertainties relating to business and economic conditions in markets in
which the Company  operates or which relate to customer  plans and  commitments;
dependence on intellectual property rights; the competitive environment in which
the Company  operates and such other risks as detailed  from time to time in the
Company's  periodic reports filed with the United States Securities and Exchange
Commission and other regulatory authorities.

                                     PART I
                                     ------

ITEM 1.    DESCRIPTION OF BUSINESS
           -----------------------

GENERAL

     The Company was originally incorporated in the State of Nevada on January
8, 1998 under the name "Kazari International, Inc." On February 26, 1999, we
purchased all of the outstanding shares of common stock of e-Auction Global
Trading Inc. (Barbados). Pursuant to the terms of the stock exchange agreement,
we issued to the 11 shareholders of e-Auction (Barbados), on a one for one
exchange basis, thirty-four million five hundred thousand (34,500,000) shares of
our common stock. We had no viable business activities at the time of the
exchange agreement.

On June 10, 1999, Kazari amended its articles of incorporation to change its
name from "Kazari International, Inc." to "e-Auction Global Trading Inc." and
increased the number of authorized shares of our common stock from forty million
(40,000,000) shares to two hundred and fifty million (250,000,000) shares of
common stock, par value $.001 per share. During fiscal year 2000, Aucxis
acquired Schelfhout Computer Systemen N.V., Kwatrobox B.V., and I-Three, Inc. On
June 12, 2001 the Company amended its charter to change its name to Aucxis Corp.
("Aucxis" or "the Company").

     We currently own the following subsidiaries:

     o    a 100% ownership interest in e-Auction Global Trading Inc. (Barbados),
          which in turn has a wholly owned subsidiary, Aucxis Corp. (Canada).
          Prior to May 11, 2000, this subsidiary was known as e-Auction Global
          Trading Inc. (Canada).


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<PAGE>

     o    a 100% ownership interest in Aucxis Corp. (Belgium) N.V., which in
          turn has a wholly owned subsidiary, Aucxis Trading Solutions, N.V.
          Aucxis Trading Solutions N.V. has a further 33.3.% interest in ATS
          Holland formed in partnership with two of the largest flower auctions.
          Prior to May 12, 2000, this subsidiary was known as e-Auction Belgium
          N.V.

     o    a 40% ownership interest in SDL Invest N.V. a new legal entity formed
          March 22, 2000, in which we made a contribution in kind of certain
          real property and liabilities. In connection with the formation of SDL
          Invest N.V., we granted an option to Luc Schelfhout and Hilde De Laet
          to purchase the shares of SDL Invest N.V. for a nominal price equal to
          the book value.

     o    a 48.2% ownership interest in Aucxis Ltd., a publicly traded company
          on the Australian Stock Exchange under the symbol AXL.

BUSINESS STRATEGY

     1-   Aucxis seeks to expand its dominance in perishable auction solutions
          geographically.

          Aucxis Corp., through its subsidiary Aucxis Trading Solutions (ATS),
          is committed to expand geographically from its dominance in the
          provision of electronic systems to European auctions. To this end, ATS
          to date has entered new geographic regions with auction solutions
          being supplied in China, Australia, Tanzania, South Africa, Kenya,
          Brazil, and USA. Some of these new markets are only now growing from
          more traditional open outcry methods to incorporate modern solutions
          of electronic actions. It is the intention of the business to
          replicate its dominant market position in Europe in these fast
          expanding new markets.

     2-   Aucxis seeks to extend the range and scope of complimentary systems to
          its electronic auctions through merger and alliance in order to offer
          customers business solutions that enable them to meet changing market
          requirements.

          As a global leader in electronic solutions for perishable commodity
          markets, Aucxis is well situated to take up business opportunities
          created by the need for traceability of foods within the supply chain.
          The EU Regulation on the General Principles and Requirements of Food
          Law, which will come into full force January 1, 2005 and is expected
          to be the lead piece of legislation protecting food quality, defines
          traceability in Article 3 as follows: "(15) 'traceability' means the
          ability to trace and follow a food, feed, food-producing animal or
          substance intended to be, or expected to be incorporated into a food
          or feed, through all stages of production, processing and
          distribution;"

          To date, there are no full solutions to meet these requirements. There
          is an enormous commercial opportunity for those who work with the
          regulators, governments, and industry to develop technical solutions
          that will enable traceability in the food industry. Aucxis' main
          competitor in the auction space, Agro Marches Internationaux, has made
          extensive investment in this area. With their early lead, combined
          with the ability to feed information from the many ATS installations,
          there

                                       3
<PAGE>

          is a synergy that could evolve from a merged business. To this end,
          Aucxis agreed to a non-binding LOI December 20, 2001 to merge Aucxis
          and Agro Marches for greater vertical penetration in the food supply
          chain. Due diligence is well advanced and the Board of Aucxis will
          announce its decision in regard to this proposed merger in the near
          future.

     3-   Aucxis will continue to pursue dominance in the perishable auction
          niche technologically.

          Aucxis Corp., through its subsidiary ATS, continues to create
          innovative solutions in response to customer needs within the
          perishable auction sector. Technologically, ATS created a new
          generation of the `Moby Clock' with highly standardized RF buying
          equipment, a new universal Internet Based Communication Engine rolled
          out successfully in several auction clusters in Holland (fish),
          Belgium (fruit and vegetables) and France (fish), and a deployed
          automation and tracing of the fish chain in Europe's biggest fish
          auction, Boulogne. Further opportunities exist for combining auctions
          together in clusters and further refining remote, on-line buying
          capabilities.

     4-   Aucxis will adjust its financial services solutions within perishable
          commodities to be more responsive to the specific market needs.

     5-   Aucxis Corp., during 2000 and 2001, expended considerable energy and
          resources building the first component, the CMU, of what will be a
          very ambitious financial solutions platform for auction markets. This
          initial system proved to be `overbuilt' for the current perishable
          auction markets, with resistance being met from the industry in the
          areas of ownership of information, scale of solutions, and pricing.
          This, combined with the rollout of I-Three to an independent business,
          has led management to seek deployment of this industrial software into
          larger markets, in particular the Global Settlements Markets.

          Aucxis Corp will seek to build upon its experience to build out
          smaller, designed financial solutions in order to achieve initial
          uptake within perishable commodities prior to delivering larger all
          embracing solutions such as the CMU. In particular, these solutions
          will be designed to be more compatible with existing auction front and
          back office solutions.

          Aucxis will seek to recoup its investment in the Collateral Management
          Utility (CMU) through external industry partnership and
          collaborations.

          Discussions with key players in this market continue to take place.


ELECTRONIC AND REMOTE (ON LINE) AUCTIONS

     Electronic and remote (on line) auctions,  which  constitute  approximately
10% of the entire auction market, represent an out growth of the auction market,
which had chiefly consisted of live auctions (see chart below).



                                       4
<PAGE>

     According to Forrester Research Inc.(1) ("Forrester"), the remote or on
line auction market is divided into the following three categories: (i)
commodity auctions; (ii) independent auctions selling goods; and (iii) private
auctions. We intend to specialize in commodity auctions, which Forrester
estimates to account for approximately 50% of the total value of business
auction transactions.


                     EVOLUTION OF THE AUCTION SYSTEMS MODEL



Live    Electronic      Remote X.25     Remote       Remote w/       Remote w/
                                        Internet     Settlement      Foreign
                                        Protocol                     Exchange

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

     According to Forrester, the real potential for electronic auctions lies in
the business to business market ("B2B") also referred to as "Commodity
Auctions". Forrester predicts the trade in Commodity Auctions will reach US
$32.2 billion by the year 2002 (versus only US $5.5 billion dollars for
Independent Auctions ).

     Similar predictions for worldwide B2B e-commerce have been reported by the
Gartner Group, Inc. ("Gartner"). According to Gartner, worldwide B2B e-commerce
reached US $145 billion dollars in 1999, and it projects that figure to surpass
US $7.20 trillion dollars in 2004. Gartner contends that the strongest growth in
the B2B market has occurred in Europe. Total B2B revenue in Europe totaled US
$31.8 billion dollars in 1999, and Gartner foresees it increasing to more than
US $2.34 trillion dollars in 2004.

     We believe that an enormous opportunity awaits the Company that can
successfully integrate and efficiently deliver the various components and
services of a dynamic global trading solution. In 2001 previous management set
out to deliver such a global trading system in the form of an entirely new
distribution channel which had the potential to:

     o    improve economic efficiency in the management of sales and
          distribution;

     o    improve information flow and product availability to potential
          purchasers; and

     o    lower the cost of sales by exploiting Internet technologies and
          sharing a technology platform.

The new Board and management believe that this strategy is still valid in 2002.
However, like many companies, Aucxis has learned that changing industry
paradigms is difficult to achieve in a single project. What is required is to
identify key enabling components of the overall strategy and focus on their
implementation with an eye on the bottom line at all times.

____________________

(1)  Forrester Research Inc., Business Trade & Technology Strategies, March
     1998.


                                       5
<PAGE>

     The current reality of perishable auctions is that they do not require at
this time direct feeds into their banks for credit guarantees. That said, the
International Settlement Markets do need better payment assurance solutions
within their e-commerce initiatives, for which Aucxis is prepared to participate
with the CMU. Our intent is to become a world leader in the electronic
perishable commodity auctions in the short term, and expand our world leadership
into the electronic commodity auctions in the longer term. This will be achieved
through organic growth, both geographically and technically, with our
market-leading subsidiary, ATS, as well as through merger and acquisition
opportunities, and government and industry participation.

     We currently have the knowledge base, skills, equipment and software needed
to provide electronic services for perishable commodity auction businesses. Our
knowledge, skills, equipment and software, however, is not yet sufficient to
provide electronic services for other commodity auction businesses. While the
core business of Aucxis and ATS will remain focused, on the perishable vertical,
we will continue to explore the potential to deploy the CMU into other commodity
and financial verticals.

     There are multiple steps in the auction process (from the actual auction to
providing foreign exchange services, settlement services, the insurance of goods
in transit and the delivery of the goods and traceability ). Currently
individual buyers and sellers have to arrange the ancillary services around the
auction for themselves. We propose to provide a "cradle to grave" solution for
buyers and sellers. This will manifest itself with increasing connectivity of
individual auctions to central associations enabling buyers and sellers to have
access to wider markets than traditionally available. With this greater
connectivity will come the need for greater electronic solutions for
traceability, payment assurance, settlement, foreign exchange and insurance.
Aucxis intends to grow with the market to enable this at the pace required by
the market. The first step to achieve this, as identified by previous
management, will be payment guarantees. However, unlike the efforts resulting in
the CMU, we will now seek to build solutions where the cost matches revenue
potential, and is supportable locally by ATS. By adopting this approach, Aucxis
will be able to roll out more solutions with financial services through less
capital-intensive innovations. In the end, we envision clusters of markets using
payment guarantees coupled with centralized settlement, greater transparency of
information, and financial solutions with greater margins such as trade finance
and credit insurance extending up the supply chain. Furthermore, we will use the
traceability of information to monitor and utilize industry information for the
benefit of the industry participants.

     At ATS, our trading platform is fully operational and used by over 150
customers worldwide. Through our acquisitions of Schelfhout and the retention of
key assets and contracts post-Nieaf, we now have a complete trading platform for
perishable commodity auctions. This allows the Company to offer auction houses
the ability to conduct remote and simultaneous auctions. Our trading platform
consists of the following components (all of which are currently operational):


     ELECTRONIC AUCTION CLOCKS

     Since 1985, Schelfhout has been a constant innovator in auctions based on
the "Dutch clock". The "Dutch Clock" is the electronic timepiece utilized in the
Dutch auction system. Starting with (now primitive) projection systems, and
evolving into digital and LED based clocks, the goal has always been to provide
clock systems that maximize usability and auction throughput. Auction throughput
refers to the number of transactions that occur over a stated



                                       6
<PAGE>

period of time in an individual auction environment. Many auctions now employ
several Schelfhout clocks simultaneously, substantially increasing the number of
lots that can be sold on any given auction day.

     In some auctions, the clock is mobile: the so-called "Moby Clock". This
clock was developed to meet the specific needs of the fishing industry, where
buyers and the clock can move through a fish market and conduct sales over the
actual product.

     AUCTION CONTROLLER

     The auction master console runs the electronic clock and the digital
displays of the auction. It also registers the winning bid made by either a
local buyer or a buyer using a remote workstation. The console is a PC running
Microsoft Windows (3.1, 9x, NT), and bids are logged into a local SQL database.
At the time a bid is made, the controller also checks the credit position of the
buyer to ensure that they have sufficient credit to cover the purchase. This
credit information is also stored in a SQL database, and is one of the principal
integration points between the existing Schelfhout systems and the financial
services offered by e-Auction.

     In some high volume auctions, a multi-transaction controller are used all
owing several transactions to be processed every time the auction clock is
stopped.

     REMOTE BIDDING SYSTEMS

     A number of auctions support buying through remote workstations, so that
the buyers do not have to be physically present at the auction. In some cases,
these remote terminals are actually in the auctions themselves, replacing the
main electronic clock. In either case, the remote terminals connect to the main
auction using dial up or ISDN, and make socket connections to the "syncrator", a
dedicated server whose sole task is to determine which bid is the highest.
Through logic that takes into account transmission delays, the syncrator ensures
that, regardless of whether or not the bidder is physically present, the auction
is always fair.

     As with the auction controller, the remote bidding clients are currently
using PC based applications.

     MEDIATION SYSTEMS

     While most of ATS's (previously Schelfhout) auction customers operate on a
Dutch clock, there are some circumstances under which a different type of
bidding is required. In these cases, a mediation system is used, where a server
collects bids, relates them to asking prices by producers and their agents, and
assigns lots to the relevant buyers. Schelfhout has been working on the
development of a new, integrated trading system that builds on the vast
experience gained over the last 15 years. The basic principal is that, to obtain
the optimum price for a particular product, a variety of tools must be available
to the selling organization, as well as detailed information services. The
Multi-Trade product is designed to provide some or all of these tools at the
sellers' discretion.

     OTHER CONTROLLERS

     Schelfhout has also developed a range of other controllers with
microprocessors, customized for the following market segments:

     o    (ultra low oxygen) preservation of hard fruit;



                                       7
<PAGE>

     o    Short term preservation of soft fruit, exotic fruit, vegetables,
          plants and flowers; and

     o    General temperature control for preservation of deep frozen and cooled
          products.

     Schelfhout's controllers are also used to control condensers, gas analysis,
energy management, etc.

     Schelfhout has developed a graphic modular display panel on which text,
logos and drawings can be displayed. This innovative concept offers numerous
advantages over standard systems:

     o    unlimited dimensions;

     o    storage capacity of more than 100 graphic images; and

     o    various special effects are included as standard: scrolling, blinking
          and animation via fast displays of successive images

OTHER TECHNOLOGY

     Aucxis Corp. acquired non-core technology as part of the purchase of
i-Three. This software was only partially developed by i-Three at the time of
purchase. The intent by management in purchasing i-Three was not to acquire the
existing technology, but to acquire the programming talent of the company, as it
was difficult during 2000/2001 to retain skillful software developers due to
excessive market demand. The technology that Aucxis still owns is not core to
the business and of little value in its current form. These TIBCO modules, if
completed, would enable middleware solutions. They consist of:

          a.   Aggregation Engine
          b.   LDAP Adapter for TIBCO
          c.   Custom Adapters for TIBCO
          d.   I3 Development Sandbox
          e.   http Adapter for TIBCO
          f.   https Adapter for TIBCO
          g.   Oracle Database Adapter (dbAdapter) for TIBCO
          h.   Rv Scheduler

Aucxis Collateral Management Utility

     Aucxis Collateral Management Utility is a set of Java applications that
together manage the whole credit process. The system includes a method for
distributing credit (payment guarantees, credit insurance, etc.) in the form of
'tokens' on behalf of buyers, at speeds up to near real time (approximately sub
150mSec), from a central source (or sources) to an unlimited number of sellers.
It also contains a real-time credit reservation mechanism that links to a firm
guarantee of payment (or to credit insurance, etc.), providing a medium to
enable the user to set parameters for credit risk.

     The Aucxis Collateral Management Utility is made up of a number of
inter-dependent modules, each of which receive, process and transmit Rendezvous
messages. The Financial Services Module is used to process credit operations
(request, adjustment or cancellation). The rendezvous message that this module
received has data about the kind of



                                       8
<PAGE>

credit operation that has to be executed. The Credit Token Management modules
create, distribute, close and retire credit "tokens" or discreet units of credit
that can be allocated to various vendors. The Credit Request Module is used to
send a credit request to appropriate module that will process it and forward it
to the appropriate financial institution. The Credit Receipt Query Module and
Credit Receipt Tracking Module are used to list all credit receipts for
particular organization from database, so that updated reports and accounting
functions can be executed. The Credit Reservation Adjustment Module is used to
send a credit cancellation or credit adjustment request to appropriate module
that will process it. The Add Bank Guarantee module is used to add new bank
guarantees into database or to modify the old one. The List Bank Guarantee
Module queries the database to enable users to generated updated reports
relating to bank guarantees. Together these modules perform the operations of
obtaining, distributing and tracking credit through the entire credit cycle.

     The Aucxis Credit Management Utility is an extremely scalable and robust
solution for payment assurance. However, from a commercial perspective, their
does not exist in the perishable agricultural market sufficient margin to cover
ongoing cost of a solution of this magnitude.  In order for this utility to be
commercially viable, it needs to be deployed against very large-scale
transactions of significant magnitude. Consequently, management is currently
seeking deployment opportunities outside of the niche markets of auctions in the
global financial settlement arena.

OUR BUSINESS ACQUISITIONS AND PARTNERSHIP

     There were no acquisitions in the year. Below is a brief summary of a
business arrangement among ATS and two large flower auctions in Holland.


     ATS Holland

     An agreement was negotiated with the receiver of the bankrupt subsidiary
Kwatrobox, for the purchase of the assets of Nieaf by Aucxis Trading Solutions
in partnership with the two largest flower auctions in Holland. Each of the
three partners now has a 1/3 ownership of a new entity, ATS Holland. The staff
of Nieaf Systems went en masse to a construction company, but ATS Holland
retains a service contract for one year whilst they build services for the
Holland flower market.

COMPETITION

     The electronic auction market is highly competitive, is changing rapidly,
and is significantly affected by new product and service introductions.
Companies are increasing the demand for industry specific solutions to meet
their needs in providing products and services to customers and trading
partners. Barriers to entry into this market are relatively low, and we expect
that competition will intensify in the future. The market environment in which
we operate is extremely dynamic and is characterized by constantly evolving
standards and new market entrants.

     Our primary competition currently comes from traditional auction suppliers
of hardware and software services such as OES and Agro Marches Internationaux.
OES is North America's largest traditional auction builder specializing on
flowers and tobacco. Agro Marches focuses on providing solutions to the food
product ion industry and other utilities such as traceability systems. During
the year,



                                       9
<PAGE>

following a review of ATS and related industry, it was decided to enter merger
negotiations with Agro Marches Internationaux (AMI).

GOVERNMENT REGULATION; GOVERNMENT APPROVAL

     The Company is not currently subject to direct regulation by any government
agency, other than regulations applicable to businesses generally. There are
currently few laws or regulations directly applicable to access to, or commerce
on, the Internet. However, due to the increasing popularity of and use of the
Internet, it is possible that a number of laws and regulations may be adopted
with respect to issues such as the protection of databases, user privacy,
pricing and characteristics and quality of products and services. The adoption
of laws or regulations in the future may decrease the growth of the Internet,
which in turn could decrease the demand for the Company's services and products
and increase the Company's costs of doing business or otherwise have an adverse
effect on the Company's business, operating results and financial condition.
Moreover, the applicability to the Internet of existing laws governing issues
such as property ownership, libel and personal privacy is uncertain and could
expose us to substantial liability, for which the Company might not be
indemnified.

     Due to the global nature of the Internet, it is possible that the
governments of various states of the United States or foreign countries may
attempt to regulate various states of the United States or foreign countries may
attempt to regulate our transmissions or to prosecute us for violations of their
laws. Violations of local laws may be alleged or charged by state or foreign
governments. We could unintentionally violate these laws and these laws could be
modified, or new laws enacted, in the future. It is also possible that states or
foreign countries may seek to impose sales taxes on out-of-state companies that
engage in commerce over the Internet. In the event that states or foreign
countries succeed in imposing sales or other taxes on Internet commerce, the
growth of the use of the Internet for commerce could slow substantially.

RESEARCH AND DEVELOPMENT COSTS

     The Company has incurred significant research and development costs in the
former subsidiary of Kwatrobox relating primarily to the development of PBS
Verdeel Pro, a proprietary software application. Additionally, significant costs
have gone towards the development of the CMU. Aucxis hopes to regain much of
this cost in licensing this technology outside perishable auction markets.  All
research and development costs have been expensed by the Company as incurred.
There were no expenditures on the Euronet Portal as contemplated in the prior
year as the project was not implemented.

COSTS AND EFFECTS OF COMPLIANCE WITH ENVIRONMENTAL LAWS

     The Company is not involved in a business that involves the use of
materials in a manufacturing stage where such materials are likely to result in
the violation of any existing environmental rules and/or regulations. Further,
while the Company does own real property it is unlikely that its own ownership
would lead to liability as a landowner. Therefore, the Company does not
anticipate that there will be any costs associated with the compliance of
environmental laws and regulations.

INTELLECTUAL PROPERTY

     Other than the patent regarding "method and system for real time credit
reservation and distribution" currently under review by the United States Patent
and Trademark Office, we have neither any registered patents nor trademarks.



                                       10
<PAGE>

EMPLOYEES AND CONTRACTORS

     As of March 1, 2002, we had forty (40) full time employees and one (1) part
time employee, and three contractors.

     None of our employees is represented by a labor union or are covered by a
collective bargaining agreement. We consider our labor and employee relations to
be good. Access to qualified labour in Europe is much better in light of the
decline in demand post 2000. Furthermore, we continue to have access to the
BoomBoat staff under a Service Level Agreement at very favourable rates.


ITEM 2.    DESCRIPTION OF PROPERTIES.
           --------------------------

     The Company has offices located at 220 King Street West, Suite 200.Toronto,
Ontario. Canada, M5H 1K4 and at Bormte 204/A, Stekene, Belgium 9190. We have
reduced the amount of space required in Toronto at 220 King Street West to two
offices for administration purposes. Our long-term lease has been assumed by
Emailtopia (an internet company). Our rental obligation is on a month-by-month
basis with no long-term lease commitment.

     Schelfhout's real property was divested prior to our acquisition. As part
of the acquisition, however, Schelfhout shall be entitled to remain on the
premises where it currently conducts its business operations for a twelve (12)
month period ending January 7, 2001 rent free and thereafter, for an additional
term of 10 years, at a rate of 2,400 BEF per square meter for office space,
1,800 BEF per square meter for the work room and 1,200 per square meter for the
warehouse.

     Our Company does not own any real property other than the building
contributed by us to our subsidiary, SDL Invest N.V., which ownership interest
is subject to an option to purchase granted to such subsidiary's minority
shareholders. The three story office and small warehouse building located at the
2 Molenvlietweg; Aalsmeer that was owned by our subsidiary, Kwatrobox is now in
the control of the trustee in bankruptcy and will be turned over to the bank as
it was provided as security for loans.

     We have not entered into any agreements to acquire any properties.


ITEM 3.    LEGAL PROCEEDINGS.
           ------------------

     The former owners of the Company's subsidiary, ATS (Schelfhout Computer
Systemen N.V.), sought to enforce the mandatory redemption feature related to
the first two tranches of shares totaling 909,090 be released under the terms of
the purchase agreement on the basis that these shares were not free trading at
the time of release as contemplated in the agreement. The former owners of the
Company's subsidiary, who are also directors of the subsidiary, brought an
action against the Company to enforce a pledge on the shares of ATS, which was
provided to



                                       11
<PAGE>

secure the obligations of the Company under the agreement. This action was heard
by a Belgian court which granted remedy to the former owners of the subsidiary
which allowed them to re-acquire a 7 1/2% interest in the subsidiary from the
Company in exchange for the transfer for cancellation of the first tranche of
454,545 shares of the Company in full satisfaction of the Company's obligations
in relation to such shares under the agreement. No further action has been taken
to date with respect to the second tranche of 454,545 shares released on January
10, 2001.

     Except as described above, management does not have knowledge of any
material litigation pending, threatened or contemplated, or unsatisfied
judgments against the Company or its affiliates, or any proceedings in which the
Company or its affiliates is a party. Similarly, management is without knowledge
as to any legal actions pending or threatened or judgments entered against the
Company's executive officers and directors in their capacity as such, other than
to the extent such individuals are named in the above actions.


ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
           ----------------------------------------------------

     No matters were submitted to the vote of the holders of the Company's
securities during the fourth (4th) quarter ended December 31, 2001.



                                       12
<PAGE>

                                    PART II
                                    -------

ITEM 5.    MARKET FOR THE COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
           -------------------------------------------------------------

MARKET PRICE OF THE COMPANY'S COMMON STOCK

     Our common stock is currently quoted on the OTC Bulletin Board under the
symbol "AUCX.". In the prior year the symbol was "EAUC". The change was due to a
name change.

FOR THE YEAR ENDED DECEMBER 31, 2000

     From January 19, 2000 to October 25, 2000, our common stock was quoted on
the quotation system operated by the National Quotation Bureau, LLC, known as
the "Pink Sheets" after our shares of common stock were delisted from quotation
on the OTC Bulletin Board due to our in ability to become a reporting issuer
prior to the deadline imposed by the National Association of Securities Dealers,
Inc.

The following table sets forth the closing prices for the common stock during
the periods indicated, as reported by the OTC Bulletin Board prior to January
19, 2000 and after October 24, 2000, and during the interim, as reported by the
National Quotation Bureau, LLC Pink Sheets. The bid prices reflect inter-dealer
quotations, do not include retail mark-ups, markdowns, or commissions and do not
necessarily reflect actual transactions. To our knowledge, prior to February 26,
1999, no broker dealer made an active market or regularly submitted quotations
for our common stock. During this period, there were only an infrequent number
of trades and virtually no trading volume.



    YEAR ENDING DECEMBER 31, 2000                          COMMON STOCK
    -----------------------------                          ------------
                                                  PRICE HIGH         PRICE LOW
                                                  ----------         ---------
    First Quarter                                   6.38                1.34
    Second Quarter                                  2.88                1.15
    Third Quarter                                   1.45                0.59
    Fourth Quarter (prior to October 25, 2000)      1.01                0.57
    Fourth Quarter (after October 25, 2000)         0.88                0.30

FOR THE YEAR ENDED DECEMBER 31, 2001

The following table sets forth the closing prices for the common stock during
the periods indicated, as reported by the OTC Bulletin Board


    YEAR ENDING DECEMBER 31, 2001
    -----------------------------
                                                  PRICE HIGH         PRICE LOW
                                                  ----------         ---------
    First Quarter                                   0.84                0.30
    Second Quarter                                  0.39                0.15
    Third Quarter                                   0.08                0.01
    Fourth Quarter                                  0.14                0.01

    YEAR ENDING DECEMBER 31, 2002
    -----------------------------
                                                  PRICE HIGH         PRICE LOW
                                                  ----------         ---------
    First Quarter                                   0.09                0.03
    Second Quarter, through to April 12, 2002       0.03                0.03



                                       13
<PAGE>

     As of April 12, 2002 we had 66,409,415 shares of common stock outstanding
held by approximately 258 record holders. The Company estimates that
approximately 750 beneficial holders hold its common stock.

DIVIDEND POLICY

     We have never declared or paid a cash dividend on our common stock. It is
our present policy to retain earnings, if any, to finance the development and
growth of our business. Accordingly, we do not anticipate that cash dividends
will be paid until our earnings and financial condition justify such dividends,
and there can be no assurance that we can achieve such earnings.

RECENT SALES OF UNREGISTERED SECURITIES.

     There were no sales of unregistered securities in the past 12 months.


ITEM 6.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
           ---------------------------------------------------------------
           RESULTS OF OPERATIONS
           ---------------------

THE YEAR ENDED DECEMBER 31, 2001
--------------------------------

     The year under review has proved to be a most difficult year, particularly
for e-commerce companies. Many recent start-ups have failed and even those that
have survived experienced a growing reluctance from customers to change their
working practices and adopt new paradigmatic solutions to their business
problems. In addition, fundraising for pre-profit companies has been extremely
difficult.

     Against this background, a new Board of Aucxis was established in May 2001.
This new board performed an audit of the business and discovered that the
company had many unresolved issues that, in combination, could prove to be
disastrous for Aucxis. Upon completion of the audit, the new Board took decisive
steps to reduce costs, refocus the company and to change the `dot.com' business
culture. The previous senior management of the company resigned in August 2001
and new management immediately began to reduce costs, renegotiate supply
contracts and address the numerous business issues facing the Group. By
year-end, the company found itself in a stable, yet cash starved position.
Additionally, the auditors were changed as the Board determined that a company
the size of Aucxis did not warrant the services of a major international
auditing firm.

     Aucxis Trading Solutions continued to make profit on increased revenue.
Revenue increased 13.9% to $4,755,000 euros. Profits (before taxes) were thin at
$113,000 euros reflecting competitive pricing and increased market share coupled
with growth. The company maintained its position as the major provider of
electronic auction systems for the perishable agricultural industry. New
contracts were signed in traditional markets and also in several new geographic
and business areas. New markets have been entered with contracts being signed in
the United States, China, South Africa, Shetlands, Sweden, Kenya and Tanzania.
Technologically, ATS created a new generation of the `Moby Clock' with highly
standardized RF buying equipment, a new universal Internet Based Communication
Engine rolled out successfully in several auction clusters in Holland (fish),
Belgium (fruit and vegetables) and



                                       14
<PAGE>

France (fish), and a deployed automation and tracing of the fish chain in
Europe's biggest fish auction, Boulogne. However, the company continued to
operate independent of the Group and remained disconnected from the overall
corporate strategy of extending business solutions to the perishable
agricultural industry and the lack of optimizing the skills and customer
portfolio of the Group needed correcting.

     Palm, a subsidiary of Kwatrobox, suffered significant losses primarily due
to the failure of management to deliver a complete overhaul of the older DOS
based solutions to Windows required in the very competitive market of providing
logistical software for flower wholesalers and exporters. As the company was not
part of the mainstream strategic objectives of the Group, new management decided
to cease the large financial support required by Palm group and as a consequence
management of Palm chose to declare bankruptcy.

     The development projects being undertaken by Aucxis in Canada (mainly by
the I-Three team of developers and management) including the Credit Management
Utility (CMU) were completed or terminated and an agreement was reached whereby
the former I-Three team set up its own non-competitive systems shop and would
provide support services to Aucxis if required at favourable rates. The
remaining staff employed at the corporate level in Canada was reduced to a small
tightly managed team with greatly diminished cost to Aucxis.

     The actions taken ensured that the Group survived financially resulting in
a very low burn rate at head office and a self-sustaining subsidiary in ATS. In
spite of the low burn rate, Aucxis has very little funds remaining resulting in
a working capital deficiency. Management are in the final stages of securing a
short-term loan from private investors for USD$500,000 that will see it through
2002. With the company stabilized, the Board will be able to undertake a full
review of the future strategy.

PLAN OF OPERATION.

     The next twelve months will see a more stable, cost controlled company as
Aucxis seeks to rebuild toward not only the original vision of financial
services, but also greater product penetration vertically within the perishable
commodity supply chain. To achieve this in a post dot.com era, the business
culture of Aucxis has been changed operationally, with a constant view to cost
management and slower, more strategic growth. This new view will enable
management to keep costs in line with reasonably expected revenues. ATS
continues to grow organically within its well-defined auction niche, gaining
market share with competitive pricing enabled by efficient technology management
and standardization. Management of Aucxis is now taking a more hands on approach
with ATS with the desire of increasing margins and profitability at this
subsidiary.

     In order reach the vision of introducing paradigmatic financial services
into a fragmented perishable commodity supply chain, we will build towards our
vision of integrated solutions within perishable commodities from our existing
systems at ATS consistent with market readiness and in step with anticipated
revenue. This is a clear departure from the previous path to the vision, which
sought to build out a large infrastructure ahead of revenue. This new approach
is critical in light of limited current cash availability. We are in the process
of securing a short-term fund raising that will support Aucxis through 2002. We
realize that this will only support basic head office cost and not further
development. Therefore, it is our intention to partner with the industry to fund
further expansion and spread the risks.



                                       15
<PAGE>

     The Collateral Management Utility was built on the premise of extremely
large transaction flows supported by significant margins. Upon investigation of
this business model by new management, it became clear that the Collateral
Management Utility was overbuilt for industry requirements and could not be
supported by the pricing structures within the market. As a consequence, current
management is seeking potential deployment for this industrial software solution
outside of perishables, and in particular within the global financial
settlements market.

     Management realized that growing the business organically from ATS, while
safe, would be insufficient to meet shareholder expectations. Consequently, an
industry review was completed seeking opportunities for consolidation leveraging
our strength as leader in supplying auction solutions to the perishable
commodities industry. As a result of this review, it was decided to enter merger
negotiations with Agro Marches Internationaux (AMI), which is a competitor in
the electronic auction market and has also developed several complimentary and
non-competitive products. Agro Marches is now specializing in supplying
traceability solutions that will enable industry participants to track critical
information of food products through the supply chain. The European Union will
require such capability in the food sector, becoming mandatory by 2005.
Combining AMI's tracing capability with the information gathering capabilities
inherent in the ATS systems could prove extremely synergistic. A non-binding LOI
was signed December 20, 2001 and due diligence continues with the intention that
a firm decision as to whether to finalize the merger will soon reach a
conclusion.

     The Board and Management of Aucxis look forward to the inherited challenge
of revitalizing the company after a period of stress and uncertainty.
Additionally, as we move positively forward, we will endeavour to increase
shareholder communications and analyst coverage. With hard work we seek to
deliver a prosperous year in 2002 for all of the stakeholders of Aucxis Corp.,
and in particular those shareholders who have supported the company during its
difficult period.



                                       16
<PAGE>

RESULTS OF OPERATIONS

     Comparison of Year ended December 31, 2001 to Year ended December 31, 2000

REVENUES.

     Revenue for the year ended December 31, 2001 was $7.4 million, as compared
to $4.8 million in the year ended December 31, 2000. Increases in revenue were
from the inclusion of nine months of revenue from Kwatrobox, which was acquired
on November 1, 2000. A portion of the increase was also from stronger revenues
from ATS (previously Schelfhout) acquired on January 10, 2000. ATS derives its
revenues from the development and installation of clock systems, cooling
installations and maintenance for auction halls. Kwatrobox, which declared
bankruptcy at the end of September 2001, specialized in the manufacturing and
servicing of auction clock systems used in the auction of perishable commodities
as well as the development of software specific to auctions and industries
associated with auctions, including importers and exporters, the wholesale
trade, line drivers and growers.

NET LOSS/EARNINGS.

     Net loss for the year ended December 30, 2001 was $14,727,621, as compared
to a loss of $4,665,934 for the corresponding period ended December 31, 2000.
This increase in net loss is mainly attributable to the $7.6 million in
write-offs of goodwill, acquired workforce and acquired core technology from the
acquisitions of 2000. The goodwill, acquired workforce and acquired core
technologies of Kwatrobox and I-Three Inc. were written off in their entirety
due to the bankruptcy of Kwatrobox and the discontinued operations of I-Three.
The $ 3.9 million of remaining goodwill of ATS was written off even though there
is no impairment in the value of ATS as the business unit continues to operate
at a steady pace. Management felt it was important to remove the goodwill from
the balance sheet to properly reflect the assets of the Company.

     The other significant factor in the increase in net loss is the increased
general and administration costs of $2.4 million primarily from the Kwatrobox
Group of companies including Palm.

     (On a proforma basis, ATS had net income of approximately $8,900 and $8,000
for the years ended December 31, 2001 and December 31, 2000, respectively)

OPERATING EXPENSES.

     Operating expenses, net of interest income, for the year ended December 31,
2001 were $7,934,783 as compared to $5,509,436 for the corresponding period
ended December 31, 2000. This increase in operating expenses was chiefly
attributable largely to R&D, contract and consulting fees and salaries within
the Kwatrobox subsidiary. The bulk of which relates to a software development
project, PBS Verdeel Pro a proprietary software application, which failed when
the delivery of the second phase of the project was found to be unsatisfactory
to the intended customer. Accounting, audit and legal expenses relating to
listing requirements, the patent application process, employee severances and
other legal issues were also up significantly at $1.5 million compared to
$689,000 in the previous year.

     Research and development costs were $506,000 for the year ended December
31, 2001 all of which were incurred by Kwatrobox. There were no further R&D
expenses incurred related



                                       17
<PAGE>

to the various non-core Tibco based software due to a suspension in development
of this non-core technology.

     The operating expenses of ATS for the year were higher for the year ended
December 31, 2001 as compared to the year ended December 31, 2000 by
approximately $300,000 at $2.7 million. This was due primarily from to increases
in salaries, legal and audit as ATS continues to grow.

LIQUIDITY AND CAPITAL RESOURCES

     Cash had decreased approximately $5.9 million from December 31, 2000
leaving the company with cash of $310,000. There were no financings for the year
ended December 31, 2001 and long term loans totally $1 million were repaid in
the year, compared to the year ended December 31, 2000 where $9.8 million was
raised through the issuance of stock capital and approximately $1.0 million was
used to pay off debt.  $4.8 million was used for operating activities for the
year ended December 31, 2001 compared to $3.0 million for the corresponding year
ended December 31, 2000.

     Working capital for the year ended December 31, 2001 resulted in a deficit
of $569,114 compared to a positive working capital of $2,885,700 for the year
ended December 31, 2000. The decrease in working capital was due primarily to a
significant reduction in cash used to fund the money losing Kwatrobox operations
and the downsizing of the company.

     Management are in the final stages of securing a short-term loan from
private investors for USD$500,000 that is intended to cover all head office and
related costs through to December 31, 2002. Management believes this is possible
with the significant reductions already made with regard to head office costs
and with the ongoing cost management initiatives. With the company stabilized,
the Board will be able to undertake a full review of the future strategy.



SIGNIFICANT CHANGES WITH SUBSIDIARIES

Kwatrobox B.V. - filed for bankruptcy October 2001 -

     On November 1, 2000, we purchased all of the issued and outstanding shares
of Kwatrobox B.V. a Netherlands corporation, in exchange for (i) a cash sum of
$1,573,250 (4 Million Guilders); (ii) an aggregate of 1,250,000 shares of our
common stock; and (iii) subject to future earnings, possible options exercisable
at the third anniversary date to purchase additional shares of our common stock
having an aggregate value of 1 Million Guilders. Kwatrobox B.V. is the parent
company of 1) Nieaf Systems B.V., a developer of electronic trading systems for
perishable commodity market places and 2) Automatiseringsbureau Palm B.V., which
develops specialized enterprise resource planning (ERP) software and IT
Infrastructure Systems for Exporters and Wholesalers in the $6 Billion Dutch
flower industry.

During September 2001, the board of directors determined that Aucxis would not
support Kwatrobox or any of its subsidiaries. As a result, Kwatrobox B.V. and
it's operating subsidiaries, ABS and Nieaf, filed for voluntary bankruptcy.
Under the bankruptcy laws of the Netherlands, a trustee took control of the
assets and the operation from the parent company in October 2001.



                                       18
<PAGE>

I-Three, Inc.

     On November 27, 2000, we purchased all of the issued and outstanding shares
of I-Three, Inc. in exchange for an aggregate of 455,000 shares of our common
stock. I-Three is an e-commerce solutions provider focused on delivering
globally scaleable, event driven applications for B2B enterprises that fully
leverage the opportunities of information gathering and sorting from the
Internet. With I-Three's existing line of B2B applications, and strategic
partnerships with industry leaders such as Sun-Netscape Alliance, TIBCO Software
Inc. and Oracle, our management believes that I-Three will provide the Company
with the capability to develop internally our financial service and portal
applications.

The business activities of i-Three have been spun off to its management and
employees who have formed a new company, Boomboat Inc. The agreement calls for
Boomboat to provide on going information technology support on an "as needed
basis". This is to ensure access to support services as and when required
without the associated fixed costs. Aucxis retains full ownership of all
Intellectual Property ("IP") and is entitled to receive a fee of one percent
(1%) of all revenues actually received by BoomBoat up to and including August
29, 2006. As a result of this shift in the R&D staffing infrastructure, the
Toronto-based operations will be reduced to a small head office and operational
management will be concentrated in Europe, where the company's main business is
based.


RISKS AND UNCERTAINTIES

     Our business plan is largely dependent upon the perishable commodity
auction marketplace and the business-to-business electronic commerce
marketplace. While this marketplace has been experiencing a dramatic increase in
size over the past few years, it has also seen many initiatives fail to achieve
market acceptance of paradigmatic. We believe in the strengths of the Company's
capabilities, and in its ability to adapt to changes in the marketplace.
However, there can be no assurance that the perishable commodity auction
marketplace and the business-to-business electronic commerce marketplace will
continue to exist or that the skills of the Company will not become obsolete, or
be circumvented. Due to the significant and rapid technological changes in the
perishable commodity auction marketplace and the business to business electronic
commerce there can be no assurance that the introduction of new products or the
development of technologies by other entities will not render the Companies
products and services obsolete or unmarketable.

     Management is committed to grow by providing products and services that
meet the needs of its customer base.

     The Company has only a limited operating history upon which an evaluation
of the Company and its prospects can be based. The Company's prospects must be
considered in light of the risks, expenses and difficulties frequently
encountered by companies seeking to introduce new products into new and rapidly
evolving markets characterized by intense competition, as well as new paradigms
being pursued such as traceability. To address these risks and uncertainties,
the Company must, among other things, successfully market its existing products
and technologies and complete and introduce products and product enhancements
under development in a timely manner, continue to upgrade and commercialize its
technologies,



                                       19
<PAGE>

compete effectively with a large number of technologically sophisticated and
well financed companies, time the introduction of new products and services in a
manner synchronous with market demand, and attract, retain and motivate highly
qualified personnel, manage rapid growth and integrate the personnel,
technologies and operations of acquired businesses. There can be no assurance
that the Company will successfully address these challenges.

     The Company has incurred losses from operations in its last four fiscal
years and as at December 31, 2001, had an accumulated deficit in shareholders'
equity of $23.2 million.

     The Company continues to seek out opportunities to acquire or invest in
businesses, products and technologies that expand, compliment or are otherwise
related to the Company's current business or products. The Company also
considers from time to time opportunities to engage in joint ventures or other
business collaborations with third parties to address particular market
segments. Such acquisitions, investments, joint ventures or other business
initiatives may involve significant commitments of financial and other resources
of the Company. There can be no assurance that any such activity will be
successful in generating revenue, income or other returns to the Company, or
that financial or other resource committed to such activities will not be lost.


ITEM 7.    FINANCIAL STATEMENTS.
           ---------------------

                                                                            Page
                                                                            ----

           (i)   Independent Auditor's Report................................F-2

           (ii)  Consolidated Balance Sheet as of December 31, 2001..........F-3

           (iii) Consolidated Statement of Operations, Deficit
                 and Comprehensive Loss for the years ended
                 December 31, 2001 and December 31, 2000.....................F-4

           (iv)  Consolidated Statement of Cash Flows for the years
                 ended December 31, 2001 and December 31, 2000...............F-5

           (v)   Notes to Consolidated Financial Statements..................F-6


ITEM 8.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
           ------------------------------------------------
           ACCOUNTING AND FINANCIAL DISCLOSURE
           -----------------------------------

     On February 21, 2001, Aucxis Corp. ("Aucxis") dismissed
PricewaterhouseCoopers LLP, Canada (PwC) which had previously served as
independent accountant for Aucxis. The report of PwC on the consolidated
statements of Aucxis as of and for the year ended December 31, 2000 contained no
adverse opinion or disclaimer of opinion and was not qualified or modified as to
uncertainty, audit scope, or accounting principles. The change in independent
accountants was recommended by Aucxis' Chief Financial Officer and approved by
the Audit Committee and Board of Directors of Aucxis. In connection with its
audit for the fiscal year ended December 31,



                                       20
<PAGE>

2000 and through to February 21, 2002 there were no disagreements with PwC on
any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure

On February 21, 2002, Aucxis engaged Manning Elliott as its new independent
accountants. The engagement of Manning Elliott was recommended by the Audit
Committee and approved by the Board of Directors of the Company.




                                       21
<PAGE>

                                    PART III

ITEM 9.    DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
           -------------------------------------------------------------
           COMPLIANCE WITH SECTION 16(A) OF THE SECURITIES EXCHANGE ACT OF 1934
           --------------------------------------------------------------------

     The information called for by this Item shall be set forth under the
caption "Directors, Executive Officers, Promoters and Control Persons;
Compliance with Section 16(a) of the Securities Exchange Act of 1934" in Item 9
of the Company's amendment to this Form 10-KSB to be filed with respect to this
annual report on or before the 120th day after the end of the Company's fiscal
year ended December 31, 2001 and is incorporated herein by reference.

ITEM 10.   EXECUTIVE COMPENSATION
           ----------------------


The information called for by this Item shall be set forth under the caption
"Executive Compensation" in Item 10 of the Company's amendment to this Form
10-KSB to be filed with respect to this annual report on or before the 120th day
after the end of the Company's fiscal year ended December 31, 2001 and is
incorporated herein by reference.

ITEM 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
           --------------------------------------------------------------


The information called for by this Item shall be set forth under the caption
"Security Ownership of Certain Beneficial Owners and Management" in Item 11 of
the Company's amendment to this Form 10-KSB to be filed with respect to this
annual report on or before the 120th day after the end of the Company's fiscal
year ended December 31, 2001 and is incorporated herein by reference.

ITEM 12.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
           ----------------------------------------------


The information called for by this Item shall be set forth under the caption
"Certain Relationships and Related Transactions" in Item 12 of the Company's
amendment to this Form 10-KSB to be filed with respect to this annual report on
or before the 120th day after the end of the Company's fiscal year ended
December 31, 2001 and is incorporated herein by reference.

ITEM 13.   EXHIBITS AND REPORTS ON FORM 8-K.
--------   ---------------------------------

               (a)  Exhibits

         NUMBER                              DESCRIPTION
         ------                              -----------

          10.1      Convertible Bridge Loan Agreement, dated April 2, 2002 by
                    and among Aucxis Corp, as borrower and ABN AMRO Capital
                    (Belgium) NV, Bodin Saphir Pension Scheme, Magnum Technology
                    Ltd. and J.J. Mennillo as lenders and Aucxis NY, as pledgor.

          10.2      Share Pledge Agreement, dated April 2, 2002 between Auxcis
                    NV, as pledgor, and ABN AMRO Capital (Belgium) NV, Bodin
                    Saphir Pension Scheme, Magnum Technology Ltd. and J.J.
                    Mennillo as pledgees

          10.3      Escrow Agreement, dated April 2, 2002, by and among Aucxis
                    Corp., ABN AMRO Capital (Belgium) NV, Bodin Saphir Pension
                    Scheme, Magnum Technology Ltd., J.J. Mennillo and Blake,
                    Cassels & Graydon LLP.




                                       22
<PAGE>

          21.1      List of Subsidiaries.


          (b)  Reports on Form 8-K

          (1)  A Report on Form 8-K was filed on March 1, 2002 with the
               Securities and Exchange Commission, regarding the dismissal of
               PricewaterhouseCoopers LLP, Canada as independent accountant for
               the Registrant and the appointment of Manning Elliott as the new
               independent accountant for the Registrant.


                                       23
<PAGE>











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

                                  AUCXIS CORP.

                    (formerly e-Auction Global Trading Inc.)

                             (a Nevada Corporation)

                        CONSOLIDATED FINANCIAL STATEMENTS

                                DECEMBER 31, 2001

                                (in U.S. dollars)
        ---------------------------------------------------------------


                                      F-1

<PAGE>


[GRAPHIC OMITTED]                                              [GRAPHIC OMITTED]







--------------------------------------------------------------------------------
INDEPENDENT AUDITORS' REPORT
--------------------------------------------------------------------------------


To the Board of Directors and Stockholders of
Aucxis Corp. (formerly e-Auction Global Trading Inc.)
(a Nevada Corporation)

We have  audited the  accompanying  consolidated  balance  sheet of Aucxis Corp.
(formerly  e-Auction  Global  Trading  Inc.) as of December  31,  2001,  and the
related  consolidated  statements of operations,  deficit and comprehensive loss
and cash  flows for the year then  ended.  These  financial  statements  are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted  our audit in  accordance  with U.S.  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing  the  accounting   principles  used  and   significant   estimates  by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly,  in all  material  respects,  the  financial  position  of Aucxis  Corp.
(formerly  e-Auction  Global  Trading  Inc.) as of December  31,  2001,  and the
results  of its  operations  and its  cash  flows  for the  year  then  ended in
conformity with U.S. generally accepted accounting principles.

The accompanying  consolidated  financial statements have been prepared assuming
the Company  will  continue as a going  concern.  As  discussed in Note 1 to the
financial statements,  the Company has a working capital deficiency of $569,114,
has  recurring  operating  losses  which  accumulated  to  December  31, 2001 of
$23,229,804.  These factors raise  substantial doubt about the Company's ability
to continue as a going  concern.  Management's  plans in regard to these matters
are also  discussed  in Note 1. These  financial  statements  do not include any
adjustments which might result from the outcome of this uncertainty.




/s/ Manning Elliot
---------------------
Chartered Accountants

Vancouver, Canada

March 22, 2002


                                      F-2
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEET

(in U.S. dollars)
------------------------------------------------------------------------------------------------------------------
DECEMBER 31                                                                         2001                 2000
------------------------------------------------------------------------------------------------------------------

ASSETS

CURRENT ASSETS
<S>                                                                          <C>                   <C>
Cash and equivalents                                                         $        310,050      $     6,205,169
Accounts receivable (Note 5)                                                        1,230,348            1,600,871
Inventory (Note 6)                                                                    404,310              608,537
Prepaid expenses                                                                      113,528              121,819
                                                                             ----------------      ---------------
Total Current Assets                                                                2,058,236            8,536,396

Investments (Note 7)                                                                  115,772              514,835
Property, plant and equipment (Note 8)                                                706,854            1,732,521
Acquired workforce (Notes 4 and 9)                                                          -              161,351
Acquired core technology (Notes 4 and 10)                                             449,381            1,226,920
Goodwill (Notes 4 and 11)                                                                   -            9,239,748
                                                                             ----------------      ---------------
Total Assets                                                                 $      3,330,243      $    21,411,771
                                                                             ================      ===============

LIABILITIES

CURRENT LIABILITIES
Bank indebtedness (Note 12)                                                  $              -      $       423,432
Accounts payable and accrued liabilities (Note 13)                                  1,462,832            2,703,079
Due to related parties (Note 14)                                                      352,335              944,728
Deferred revenue                                                                      711,551            1,323,874
Current portion of long-term debt (Note 16)                                            89,055              255,571
Deferred taxes                                                                         11,577                    -
                                                                             ----------------      ---------------
Total Current Liabilities                                                           2,627,350            5,650,684

Due to related parties (Note 14)                                                            -              375,063
Long-term debt (Note 16)                                                              165,643              392,718
Non-controlling interest                                                                    -                3,742
                                                                             ----------------      ---------------
Total Long-term Debt                                                                2,792,993            6,422,207
Mandatory Redeemable Shares of Common Stock (Note 4(a))                             4,818,181            4,574,364
                                                                             ----------------      ---------------
Total Liabilities                                                                   7,611,174           10,996,571
                                                                             ----------------      ---------------

STOCKHOLDERS' EQUITY (DEFICIT)

COMMON STOCK, $0.001 par value; 250,000,000 shares
   authorized, 62,773,051 and 62,714,551 issued and
   outstanding respectively                                                            62,773               62,715
   Additional paid-in capital                                                      18,736,200           18,735,673
Accumulated other comprehensive loss                                                  149,900             (124,822)
Deficit                                                                           (23,229,804)          (8,258,366)
                                                                             ----------------      ---------------
Total Stockholders' Equity (Deficit)                                               (4,280,931)          10,415,200
                                                                             ----------------      ---------------
Total Liabilities and Stockholders' Equity (Deficit)                         $      3,330,243      $    21,411,771
                                                                             ================      ===============

Contingencies (Notes 1 and 24)
Subsequent Events (Note 25)

Approved on behalf of the Board of Directors:
</TABLE>

----------------------------------
(The accompanying notes are an integral part of these consolidated financial
statements)


                                      F-3
<PAGE>

AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF OPERATIONS, DEFICIT AND COMPREHENSIVE LOSS

(in U.S. dollars)
---------------------------------------------------------------------------------------------------------------
DECEMBER 31                                                                         2001                 2000
---------------------------------------------------------------------------------------------------------------

<S>                                                                          <C>                   <C>
Revenue                                                                      $      7,442,479      $     4,858,963
Cost of goods sold                                                                 (3,429,377)          (1,969,666)
                                                                             -----------------     ---------------

                                                                                    4,013,102            2,889,297
                                                                             ----------------      ---------------

Selling, general and administrative expense                                         7,934,783            5,509,436
Depreciation and amortization expense                                               2,656,546            1,749,312
                                                                             ----------------      ---------------

                                                                                   10,591,329            7,258,748
                                                                             ----------------      ---------------

Loss from operations before the under-noted                                        (6,578,227)          (4,369,451)

Impairment of goodwill, acquired workforce, and
acquired core technology (Note 4(d))                                               (7,572,735)                   -

Share of loss of equity investment (Note 7)                                          (488,028)            (193,168)
                                                                             ----------------      ---------------

Loss before income taxes and non-controlling interest                             (14,638,990)          (4,562,619)

Income tax expense                                                                    (86,840)            (104,732)

Non-controlling interest                                                               (1,791)               1,417
                                                                             -----------------     ---------------

Loss for the year                                                                 (14,727,621)          (4,665,934)

Accretion of mandatory redeemable common stock
   to redemption value (Note 4(a))                                                   (243,817)            (938,000)

Deficit beginning of year                                                          (8,258,366)          (2,654,432)
                                                                             -----------------     ---------------

Deficit end of year                                                          $    (23,229,804)     $    (8,258,366)
                                                                             =================     ================

Basic loss per share                                                                    (0.23)               (0.09)
                                                                             =================     ================

Loss for the year                                                            $    (14,727,621)     $    (4,665,934)

Foreign currency translation adjustments and
   other comprehensive income (loss)                                                  274,721             (124,822)
                                                                             ----------------      ---------------

Comprehensive loss                                                           $    (14,452,900)     $    (4,790,756)
                                                                             =================     ===============

Shares used in computing basic earnings per share                                  62,738,926           59,196,743
                                                                             ================      ===============
</TABLE>

(Diluted loss per share has not been presented as the result is anti-dilutive)


(The accompanying notes are an integral part of these consolidated financial
statements)


                                      F-4
<PAGE>

AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF CASH FLOWS

(in U.S. dollars)
------------------------------------------------------------------------------------------------------------------
DECEMBER 31                                                                         2001                 2000
------------------------------------------------------------------------------------------------------------------



OPERATING ACTIVITIES
<S>                                                                          <C>                   <C>
Loss for the year                                                            $    (14,727,621)     $    (4,665,934)
Adjustments to reconcile net loss to cash
   Interest                                                                                 -               21,698
   Depreciation and amortization                                                    2,656,546            1,749,312
   Foreign exchange                                                                     2,930              (32,364)
   Stock options issued to non-employees                                                    -               14,469
   Non-controlling interest                                                             1,791               (1,417)
   Share of loss of equity investment                                                 488,028              193,168
   Provision for impairment                                                         7,572,735                    -
   Gain on sale of assets                                                              (8,940)                   -
Net change in non-cash working capital items (Note 19)                               (867,180)            (322,361)
                                                                             ----------------      ---------------

CASH USED IN OPERATING ACTIVITIES                                                  (4,881,711)          (3,043,429)
                                                                             ----------------      ---------------

FINANCING ACTIVITIES
Bank indebtedness                                                                           -               38,375
Related party repayments                                                             (967,456)            (269,533)
Issuance of capital stock                                                                 585            9,876,328
Long-term debt repayment                                                              (45,680)            (103,201)
Demand loan receivable                                                                      -             (749,688)
                                                                             ----------------      ---------------

CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES                                    (1,012,551)           8,792,281
                                                                             ----------------      ---------------

INVESTING ACTIVITIES
Purchase of property, plant and equipment (net of disposal proceeds)                   (4,357)            (713,388)
Purchase of businesses (net of cash acquired)                                               -           (2,982,164)
                                                                             ----------------      ---------------

CASH USED IN INVESTING ACTIVITIES                                                      (4,357)          (3,695,552)
                                                                             ----------------      ---------------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
DURING THE YEAR                                                                    (5,895,619)           2,053,300

EFFECT OF FOREIGN EXCHANGE ON CASH                                                      3,500              (27,525)

CASH AND CASH EQUIVALENTS BEGINNING OF YEAR                                         6,205,169            4,179,394
                                                                             ----------------      ---------------

CASH AND CASH EQUIVALENTS END OF YEAR                                        $        310,050      $     6,205,169
                                                                             ================      ===============

Supplemental cash flow information:

Interest paid                                                                $         71,362      $        54,020
Taxes paid                                                                             86,840               11,882

</TABLE>
(The accompanying notes are an integral part of these consolidated financial
statements)


                                      F-5
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

1.   NATURE OF OPERATIONS AND CONTINUANCE OF BUSINESS

     Aucxis Corp. (the "Company") changed its name from e-Auction Global Trading
     Inc. in June 2001.

     The Company is currently developing  e-business services for the perishable
     commodity  marketplace  primarily  in  Europe.  In  addition,  through  its
     subsidiary,  Aucxis  Trading  Solutions  N.V.  (ATS)  (formerly  Schelfhout
     Computer  Systemen N.V.),  the Company is engaged in the  installation  and
     maintenance of auction clock and cooling  systems for  traditional  auction
     halls  and  the   development   of   software   for   auctions,   including
     Internet-based  auction  systems.  To  date  the  Company  has  not  earned
     significant revenue from its Internet-based auction systems and the success
     of these  systems  will  depend upon market  acceptance  of a  commercially
     viable prototype and obtaining adequate resources to complete and implement
     these  systems.  The  Company is not yet able to  determine  whether  these
     efforts will be successful.

     In September 2001, the Company decided to discontinue its financial support
     for  its  subsidiaries  in The  Netherlands,  including  V-Wholesale  N.V.,
     Kwatrobox   B.V.,   Palm   Verlingsystemen   B.V.,   Scoop  Software  B.V.,
     Automatiseringsbureau   Palm  N.V.,   and  Nieaf  Systems  B.V.   (together
     "Kwatrobox")  as the businesses  operated by these companies no longer form
     part of the company's refocused business strategy.  As a result,  Kwatrobox
     and its operating subsidiaries,  Automatiseringsbureau  Palm N.V. and Nieaf
     Systems B.V.,  filed for bankruptcy  and under the  bankruptcy  laws of the
     Netherlands,  a trustee took control of Kwatrobox and its  subsidiaries  in
     October 2001.

     The  Company has a serious  working  capital  deficiency  of $569,114 as at
     December 31, 2001 and has suffered  recurring  operating  losses and has an
     accumulated  deficit of $23,229,804 as at December 31, 2001.  These factors
     raise  substantial  doubt about the ability of the Company to continue as a
     going concern.

     The ability of the Company to continue as a going concern is dependent upon
     effective  implementation  of revenue and cost management  alternatives and
     the success of potential future external financing initiatives.

     Management is considering various revenue and cost management  alternatives
     and is  examining  a variety  of  options  to raise  additional  financing,
     including the possibility of merging the Company's  operations with another
     company.  It is not possible at this time to predict with any assurance the
     success of these initiatives.


2.   BASIS OF PRESENTATION

     These financial statements consolidate the accounts of the Company,  Aucxis
     Corp. (Nevada) and its wholly-owned subsidiaries as follows:

         Aucxis Corp. N.V. (Belgium)
         Aucxis Trading Solutions N.V. (formerly Schelfhout Computer Systemen
           N.V. (Belgium)
         V-Wholesaler N.V. (Netherlands)
         Kwatrobox B.V. (Netherlands)
         Palm Velingsystemen B.V. (Netherlands)
         Automatiseringsbureau Palm N.V. (Netherlands)
         Nieaf Systems B.V. (Netherlands)
         I-Three Inc. (Canada)
         e-Auction Global Trading Inc. (Barbados)
         Aucxis Corp. (Canada)

     These financial statements also include the accounts of Scoop Software B.V.
     (Netherlands) which is 80% owned.


                                      F-6
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

2.   BASIS OF PRESENTATION (continued)

     The financial statements also include the Company's share of the net assets
     and earnings or loss of the Company's  48.2%  investment in Aucxis  Limited
     (Australia)  and 40%  investment  in SDL Invest  N.V.  (Belgium)  which are
     accounted for by the equity method.


3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     (a)  Foreign exchange translation

          The Company's  functional  currency is U.S.  dollars,  except that its
          main operating subsidiaries function in Netherland guilders and euros.
          Foreign denominated  non-monetary assets,  liabilities and other items
          are measured in U.S. dollars using the exchange rate prevailing at the
          respective   transaction   dates.   Monetary  assets  and  liabilities
          denominated  in foreign  currencies  are  measured at  exchange  rates
          prevailing  at  the  balance  sheet  date.   Resulting   remeasurement
          adjustments  are included in income.  The Company  applies the current
          exchange  rate to translate  the  operating  subsidiaries'  assets and
          liabilities  and  average  exchange  rate  for the  year to  translate
          revenues,  expenses  and gains and  losses,  into  U.S.  dollars.  The
          resulting translation adjustments are included as a separate component
          of comprehensive loss within shareholders' equity.


     (b)  Financial instruments

          The  Company's   financial   instruments  consist  of  cash  and  cash
          equivalents  and  bank  indebtedness,  accounts  receivable,  accounts
          payable  and  accrued  liabilities  amounts,  due to related  parties,
          deferred revenue, long-term debt and contingencies. The fair values of
          these financial  instruments  approximate their carrying values due to
          their short-term nature and normal trade terms.


     (c)  Property, plant and equipment

          Property,  plant and equipment  are recorded at cost less  accumulated
          depreciation.  Property,  plant and equipment are depreciated from the
          date of acquisition using the following rates and methods:

              Building                       40 years straight-line
              Furniture and fixtures         10 years straight-line
              Leaseholds                      4 years straight-line
              Tools and equipment             5 years straight-line
              Vehicles                        5 years straight-line
              Software                        5 years straight-line

     (d)  Acquired workforce

          Acquired   workforce   is  recorded  at  cost  and   amortized   on  a
          straight-line  basis  over its  expected  life of  approximately  five
          years.  Acquired  workforce  related to I-Three Inc. which was written
          off during the year.


     (e)  Acquired core technology

          Acquired  core  technology  is  recorded  at cost and  amortized  on a
          straight-line  basis  over its  expected  life of  approximately  five
          years.  Acquired  core  technology  related to I-Three Inc.  which was
          written off during the year.


                                      F-7
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

     (f)  Goodwill

          Goodwill  represents the costs of acquired businesses in excess of the
          fair values of the net  identifiable  assets acquired and is amortized
          on a straight-line basis over its expected life of five years.

          During the year, the Company wrote off the remaining  goodwill related
          to its  acquisition  of  Kwatrobox  as the  Company  discontinued  its
          financial  support for the business operated by Kwatrobox as described
          in Notes 1, 4(b) and 11.

          During the year,  the Company  also wrote off the  remaining  goodwill
          related  to its  acquisition  of  ATS  (formerly  Schelfhout  Computer
          Systemen N.V.) as the Company no longer considered the carrying amount
          of this portion of the  goodwill to represent  the amount by which the
          fair  value of ATS  exceeded  the fair  value of its net  identifiable
          assets as described in Notes 4(a) and 11.

     (g)  Impairment of long-lived assets

          The Company  evaluates  potential  impairment of its long-lived assets
          whenever events or changes in circumstances  indicate doubts about the
          recoverability of such assets.  Recoverability of assets held and used
          is measured by comparing the carrying amount of the asset to estimated
          future net  undiscounted  cash flows  expected to be  generated by the
          asset.  If an asset is  considered to be impaired,  the  impairment is
          recognized  based on the  amount by which the  carrying  amount of the
          asset exceeds its estimated  fair value.  Assets to be disposed of are
          reported at the lower of the carrying amount or fair value. Fair value
          is based on the amount of consideration which would be paid by an arms
          length party under no compulsion to transact.

     (h)  Internal use software

          The company has acquired and is  developing  software for internal use
          in its e-business services. As the company is still in the preliminary
          stages of developing  its  e-business  services all related costs have
          been expensed in the year.

     (i)  Income taxes

          The company  provides for income  taxes under the asset and  liability
          method in accordance with Statement of Financial  Accounting  Standard
          No. 109, Accounting for Income Taxes. Under this method,  deferred tax
          assets and liabilities are determined based on differences between the
          financial reporting and income tax bases of assets and tax liabilities
          and  are  measured  using  enacted  tax  rates  and  laws.   Valuation
          allowances are  established,  when  necessary,  to reduce deferred tax
          assets to the amounts  which are more likely than not to be  realized.
          To date,  the  company's  deferred tax assets,  relating  primarily to
          losses carried forward,  have not been considered more likely than not
          to be realized and,  accordingly,  a valuation  allowance equal to the
          deferred tax assets has been recorded.

     (j)  Revenue recognition

          The Company derives  revenue from the development and  installation of
          clock systems,  cooling installations and maintenance services related
          to these systems.  Clock and cooling  installations take three to four
          months to  complete  and are  accounted  for using the  percentage  of
          completion  method in  accordance  with  Statement of Position  81.-1.
          Revenue from contracts with customers that include customer acceptance
          provisions that are not confirmed  until delivery and  installation of
          the  systems is  recognized  when the  installation  is  complete  and
          customer  acceptance has occurred under the completed  contract method
          of accounting.


                                      F-8
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

     (j)  Revenue recognition (continued)

          Revenue from the sale of customized hardware and software applications
          is recognized when a formal arrangement  exists, the price is fixed or
          determinable,   the  delivery  is  completed  and   collectibility  is
          reasonably assured.


          Maintenance  contracts to service  installed clock and cooling systems
          are sold  separately  from these  systems.  Revenue  from  maintenance
          contracts is recognized rateably over the contract period during which
          services are performed,  as vendor specific objective evidence of fair
          value for maintenance service is obtained.

     (k)  Inventory

          Inventory is stated at the lower of cost or net realizable  value with
          cost being determined using the weighted average cost method. Obsolete
          or defective inventories are reduced to net realizable value.


          The work-in-progress  inventory represents direct costs, including raw
          materials, labour and an allocation of overhead.


     (l)  Stock options

          SFAS No. 123, "Accounting for Stock-Based Compensation," requires that
          stock awards  granted be recognized as  compensation  expense based on
          their fair values at the date of grant.  Alternatively,  a company may
          account for granted  stock awards under  Accounting  Principles  Board
          Opinion (APB) No. 25,  "Accounting for Stock Issued to Employees," and
          disclose  pro forma  income  amounts  which would have  resulted  from
          recognizing  such awards at their fair value.  The Company has elected
          to account for stock-based compensation for employees under APB No. 25
          and make the required pro forma disclosures for compensation  expense.
          Stock based  compensation  for  non-employees  are accounted for using
          SFAS No. 123.

          The  Company  has  modified  the terms of its option  plan for certain
          employees and, in accordance with Financial Accounting Standards Board
          Interpretation  No. 44 (FIN 44),  Accounting for Certain  Transactions
          Involving Stock  Compensation,  the Company has adopted  variable plan
          accounting  for  these  options.   Under  variable  plan   accounting,
          compensation  expense is calculated  and recorded each period from the
          date of modification to the date of measurement.

     (m)  Cash and cash equivalents

          Cash and cash equivalents consist of cash on deposit and highly liquid
          short-term,  interest  bearing  securities,  having  original terms to
          maturity of three months or less.

     (n)  Warranty provision

          One of the Company's  subsidiaries provides a warranty for some of the
          products sold. A provision for estimated  warranty costs is charged to
          operations  on the  basis  of  management's  estimate  of  costs to be
          incurred servicing warranty claims.

     (o)  Use of estimates

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


                                      F-9
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

     (p)  Comparative figures

          Certain amounts in the financial  statements have been reclassified to
          be consistent and comparable from year-to-year.


4.   ACQUISITIONS AND IMPAIRMENT OF ACQUIRED ASSETS

     (a)  ATS (formerly Schelfhout Computer Systemen N.V.)

          On January 10, 2000, the Company  completed and closed the purchase of
          100% of the issued and outstanding shares of ATS (formerly  Schelfhout
          Computer  Systemen  N.V.), a Belgian  company that supplies clocks and
          cooling systems to auction houses.  The Company acquired the shares of
          ATS in  exchange  for  3,636,364  shares of  common  stock and cash of
          $4,000,000.  The  shares of common  stock were  valued at  $3,636,364,
          based on their  estimated  fair value at January 10, 2000.  Fair value
          was  determined   based  on  the  cash  price  paid  for  stock  in  a
          contemporaneous  private  placement,  the put  feature  related to the
          shares  issued to acquire  ATS and the market  price of the  Company's
          stock around the acquisition date.

          The  results  of   operations   of  ATS  have  been  included  in  the
          consolidated financial statements since the date of acquisition.


         The total purchase price of $7,636,364 was allocated as follows:

           Consideration received:
             Identifiable tangible assets                          $     369,205
             Acquired core technology                                    726,716
             Goodwill, representing excess of consideration
               over identifiable net assets acquired                   6,540,443
                                                                   -------------
                                                                   $   7,636,364
                                                                   =============

          Under the terms of the purchase  agreement,  the vendors agreed not to
          sell or  transfer  any of their  shares  except on the basis of a time
          release formula which presumes that the shares will be freely tradable
          at the time of release for sale or transfer.

          The terms of the  purchase  agreement  also provide the vendors with a
          put  feature  which  allows the vendors to sell the shares back to the
          Company  at $1.65  per  share at the time of  release  if they are not
          freely tradable.

          Under the time release  formula,  454,545 shares are to be released on
          each of the 6, 12, 18 and 24 month  anniversary  dates of the  closing
          and  606,061  shares are to be  released  on each of the 36, 48 and 60
          month anniversary dates of the closing.

          Since the  3,636,364  shares  issued to the vendors are subject to the
          put feature  described  above,  which is beyond the  Company's  direct
          control,  they have been classified as mandatory  redeemable shares of
          common  stock.  During  2000,  the  Company  accreted  $938,000 to the
          mandatory  redeemable  shares of  common  stock  and  during  2001 the
          Company accreted $243,817 to the mandatory redeemable shares of common
          stock. These accretions were recorded under a straight-line assumption
          based on the shares not being  considered  free  trading for two years
          from the closing date.


                                      F-10
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

4.   ACQUISITIONS AND IMPAIRMENT OF ACQUIRED ASSETS (continued)

     (a)  ATS (formerly Schelfhout Computer Systemen N.V.) (continued)

          The first 454,545  shares were not free trading on July 10, 2000,  the
          first  anniversary date of the acquisition and during 2001 the vendors
          sought to exercise their right to retract 909,090 shares, representing
          the first two tranchees under the time release agreement, on the basis
          that they were not free trading on their respective release dates (see
          also Note 25(a)).

          In December  2001,  the Company  wrote off the net  carrying  value of
          goodwill of $3,924,267  related to the ATS  acquisition as the Company
          no longer considered the carrying amount of this goodwill to represent
          the amount by which the fair value of ATS  exceeded  the fair value of
          its net identifiable assets (see Note 11).

     (b)  Purchase of Kwatrobox B.V.

          Effective  November 1, 2000,  the Company  acquired 100% of the issued
          and outstanding shares of Kwatrobox B.V. ("Kwatrobox"),  a provider of
          electronic  auction  infrastructure  and enterprise  resource planning
          software,  for cash of $1,573,250 and 1,250,000  shares of the Company
          plus  performance  related  contingent  consideration of up to 200,000
          shares of common stock of the Company. Total consideration,  excluding
          the contingently issueable shares was $2,883,250.

          750,000 of the shares  issued upon  closing on November 1, 2000,  were
          held in escrow subject to a time release arrangement; 150,000 of which
          remain to be released on June 5, 2002.

          The  performance   shares  were  contingent  upon  Kwatrobox  and  its
          subsidiaries  earning  combined pre-tax income of between $1.0 million
          and $1.4 million for the period  commencing on June 5, 2000 and ending
          July 4, 2003. No additional  consideration  is required  where pre-tax
          earnings  are less than $1 million for this  period.  The  performance
          shares were not included in the purchase  consideration at the time of
          purchase. Any additional  consideration arising after the purchase was
          to be based on the fair  value of the shares to be issued at that time
          and was to be recorded as an increase in goodwill.

          The purchase price of $2,883,250 was allocated as follows:

             Consideration received
               Goodwill, representing excess of consideration
                   over identifiable net assets acquired         $    4,137,369
               Net identifiable tangible liabilities                 (1,254,119)
                                                                 --------------
                                                                 $    2,883,250
                                                                 ==============

          The identifiable net tangible  liabilities of Kwatrobox at November 1,
          2000  consisted  of a  deficiency  of cash and other  working  capital
          amounts of approximately  $0.8 million,  fixed assets of approximately
          $0.8 million and long-term debt of approximately $1.4 million.

          In September  2001, the Company  decided to discontinue  its financial
          support  for  Kwatrobox  B.V.  and  its  Netherlands  subsidiaries  as
          described in Note 1. As a result,  the Company wrote off the following
          assets related to Kwatrobox and its subsidiaries:

            Working capital deficiency, fixed assets and
               long-term debt                                   $      (445,989)
            Goodwill                                                  3,386,785
                                                                ---------------
                                                                $     2,940,796
                                                                ===============


                                      F-11
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

4.   ACQUISITIONS AND IMPAIRMENT OF ACQUIRED ASSETS (continued)

     (b)  Purchase of Kwatrobox B.V. (continued)

          The pro-forma  results of Kwatrobox for the  nine-month  and two month
          periods ended  September  30, 2001 and December 31, 2000  respectively
          are included in the  Company's  results of operations as presented and
          are approximately as follows (unaudited):

                                         Nine months ended      Two months ended
                                        September 30, 2001     December 31, 2000
                                        ------------------     -----------------

            Revenue                       $      2,871,600      $       630,000
            Cost of sales                       (1,853,500)            (496,000)
                                          ----------------      ---------------

            Gross profit                         1,018,100              134,000
            Operating expenses                  (2,104,000)            (412,000)
            Interest                               (37,000)              (7,000)
                                          ----------------      ---------------

            Net loss                      $     (1,122,900)     $      (285,000)
                                          ================      ===============

          Although  Kwatrobox and its primary operating  subsidiaries have filed
          for  bankruptcy  and a  trustee  has been  appointed  pursuant  to the
          Netherlands  bankruptcy laws, the Company's  management  believes that
          the Company is not exposed to further claims by creditors of Kwatrobox
          and its  subsidiaries  and no  amounts  have  been  accrued  in  these
          financial statements for such claims.

     (c)  Purchase of I-Three Inc.

          On November  27,  2000,  the Company  acquired  100% of the issued and
          outstanding  shares of I-Three Inc. in exchange for 455,000  shares of
          the    Company.     I-Three    Inc.    specialized    in    real-time,
          business-to-business     infrastructure    technology.    The    total
          consideration paid was $218,400.

          The purchase price of $218,400 was allocated as follows:

            Consideration received
              Fair value of net identifiable tangible liabilities $    (616,092)
              Acquired core technology                                  667,594
              Acquired workforce                                        166,898
                                                                  -------------
                                                                  $     218,400
                                                                  =============

          The net  identifiable  tangible  liabilities  consisted  of  cash  and
          working  capital  deficiency of  approximately  $0.8 million and fixed
          assets of approximately $0.2 million.

          In June 2001, the Company  determined that the acquired  workforce and
          acquired core technology  obtained  through the acquisition of I-Three
          Inc. would be terminated and abandoned respectively.  As a result, the
          Company wrote off the following assets related to I-Three Inc.:

            Acquired workforce                                    $      144,461
            Acquired core technology                                     563,211
                                                                  --------------
                                                                  $      707,672
                                                                  ==============

          On August 29, 2001,  the Company made an agreement  with BoomBoat Inc.
          ("BoomBoat")  whereby the Company  paid  BoomBoat to take over I-Three
          Inc.'s  operations  and  employees  paying  BoomBoat a one-time fee of
          $181,943. In exchange,  BoomBoat agreed to pay I-Three Inc., a royalty
          of 1% of revenues  received  from August 30, 2001 up to and  including
          August 29, 2006.  I-Three Inc.  retained the rights to its  technology
          and intellectual property.


                                      F-12
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

4.   ACQUISITIONS AND IMPAIRMENT OF ACQUIRED ASSETS (continued)

     (d)  Impairment   of  goodwill,   acquired   workforce  and  acquired  core
          technology

          The  impairment  of goodwill,  acquired  workforce  and acquired  core
          technology is comprised as follows:

            Goodwill for ATS                                      $   3,924,267
            Goodwill for Kwatrobox                                    3,386,785
            Acquired workforce for I-Three Inc.                         144,461
            Acquired core technology for I-Three Inc.                   563,211
            Less gain disposal of other identifiable assets
              and liabilities for Kwatrobox                            (445,989)
                                                                  -------------
                                                                  $   7,572,735
                                                                  =============


5.   ACCOUNTS RECEIVABLE

     Accounts receivable consists of the following amounts:

                                                        2001               2000
                                                        ----               ----

     Accounts receivable                       $    1,243,188     $   1,683,130
     Allowance for doubtful accounts                  (12,840)          (82,259)
                                               --------------     -------------
                                               $    1,230,348     $   1,600,871
                                               ==============     =============


6.   INVENTORY

     Inventory consists of the following:
                                                         2001              2000
                                                         ----              ----

     Raw materials                             $      235,990     $     304,143
     Work-in-progress                                  45,418            99,331
     Finished goods                                   122,902           205,063
                                               --------------     -------------
                                               $      404,310     $     608,537
                                               ==============     =============

7.   INVESTMENT

     During  2001,  the Company has  recognized  an  impairment  in the carrying
     amount of its equity investment in Aucxis Limited (Australia) in the amount
     of $484,448  because  management  believes  the Company will not be able to
     recover its investment in Aucxis Limited (Australia).

     This impairment is included in share of loss of equity investment for 2001.
     The remaining investments balance consists of the Company's interest in SDL
     Invest N.V. (Belgium).

     During 2000 the Company  recorded  dilution gains  totalling  $708,003 with
     respect  to  Aucxis  Limited  (Australia)  as a  result  of a  dilution  in
     shareholding in this former subsidiary  because it issued additional shares
     to other shareholders.


                                      F-13
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

8.   PROPERTY, PLANT AND EQUIPMENT
<TABLE>
<CAPTION>
                                                                                    2001              2000
                                                               Accumulated       Net Carrying      Net Carrying
                                                 Cost          Depreciation         Value             Value

<S>                                               <C>              <C>              <C>                <C>
     Land                                                 -               -                -          $ 85,178
     Building                                             -               -                -           502,661
     Furniture and fixtures                       $ 143,238        $ 18,319         $124,919           138,805
     Leaseholds                                      67,266          39,647           27,619            60,621
     Software                                       274,988         117,406          157,582           290,615
     Tools and equipment                            385,387         262,626          122,761           392,343
     Vehicles                                       788,922         514,949          273,973           262,298
                                           ----------------- --------------  ---------------   ---------------
                                                 $1,659,801        $952,947         $706,854        $1,732,521
                                           ================= ==============  ===============   ===============
</TABLE>



9.   ACQUIRED WORKFORCE
                                                        2001               2000
                                                        ----               ----

     Cost                                      $      166,898     $     166,898
     Accumulated amortization                         (22,437)           (5,547)
     Written off I-Three Inc. (Note 4(c))            (144,461)                -
                                               --------------     -------------
                                               $            -     $     161,351
                                               ==============     =============


10.  ACQUIRED CORE TECHNOLOGY
                                                         2001              2000
                                                         ----              ----

     Cost                                      $    1,394,310     $   1,394,310
     Accumulated amortization                        (381,718)         (167,390)
     Written off I-Three Inc. (Note 4(c))            (563,211)                -
                                               --------------     -------------
                                               $      449,381     $   1,226,920
                                               ==============     =============


11.  GOODWILL
                                                         2001             2000
                                                         ----             ----

     Cost                                      $   10,677,812     $  10,677,812
     Accumulated amortization                      (3,366,760)       (1,438,064)
     Written off ATS (Note 4(a))                   (3,924,267)                -
     Written off Kwatrobox (Note 4(b))             (3,386,785)                -
                                               --------------     -------------
                                               $            -     $   9,239,748
                                               ==============     =============

12.  BANK INDEBTEDNESS

     The Company's bank indebtedness of $Nil (2000 - $423,432) bears interest at
     6.25%,  and is payable  quarterly  in arrears.  The Company has  unutilized
     facilities of $Nil (2000 - $99,130) (NLG232,003).  The building,  equipment
     and  inventory  of the  Company's  subsidiary,  Kwatrobox,  were pledged as
     security  for this debt and these  assets are now under the  control of the
     trustee appointed under Netherlands law (see Notes 1 and 4(b)).


                                      F-14
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

12.  BANK INDEBTEDNESS (continued)

     In addition,  the  Company's  subsidiary,  ATS, has available a bank credit
     facility  of  approximately  $220,000  (247,000  EUR) which can be used for
     operating purposes.  This credit facility bears interest at the bank's base
     rate plus 1.25% and is secured by a pledge of  approximately  $90,000  over
     certain assets of ATS (See also Note 25(c)).

13.  ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

     Accounts payable and accrued liabilities consist of the following:

                                                         2001             2000
                                                         ----             ----

     Trade payables                            $      853,412     $   1,629,476
     Accrued liabilities                              263,000           360,047
     Payroll                                          346,420           652,556
     Warranty accrual                                       -            61,000
                                               --------------     -------------
                                               $    1,462,832     $   2,703,079
                                               ==============     =============


14.  DUE TO RELATED PARTIES
                                                         2001             2000
                                                         ----             ----

     Related party loans                       $            -     $     100,837
     Due to former Kwatrobox shareholders             352,335         1,218,954
                                               --------------     -------------

                                                      352,335         1,319,791
     Less:  Current portion                          (352,335)         (944,728)
                                               --------------     -------------
                                               $            -     $     375,063
                                               ==============     =============

     The four related party loans totalling $100,837 were interest bearing at 6%
     and were repaid in full in January 2001.

     The amount due to former Kwatrobox  shareholders relates to the acquisition
     of Kwatrobox from these former shareholders and the balance is non-interest
     bearing.

     Included in the accounts  payable is $59,000 (2000 - $Nil) due to a firm in
     which a director is a partner.

     Included  in  accounts  payable is  $33,494  (2000 - $Nil) due to a company
     controlled by directors of a subsidiary.


                                      F-15
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

15.  RELATED PARTY TRANSACTIONS

     The Company paid the following amounts to related parties during the year:

<TABLE>
<CAPTION>
                                                                                        2001               2000
                                                                                        ----               ----

<S>                                                                          <C>                  <C>
     Management fees to companies controlled by former directors             $       242,975      $           -

     Professional fees paid to a firm in which a director is a partner                59,000                  -

     Administration fees to a company with common directors                           38,391                  -

     Consulting fees to a company controlled by a director                            61,150                  -

     Consulting fees paid to a company controlled by the directors
     of a subsidiary                                                                 148,690                  -

     Rent paid to SDL Invest N.V. (Belgium)                                           87,140                  -

     Management fees paid to related companies by subsidiaries                             -            517,860

</TABLE>

16.  LONG-TERM DEBT
                                                         2001              2000
                                                         ----              ----

     Loan - Tele Flower Auction B.V. (i)       $            -     $     160,229
     Mortgage (ii)                                          -           187,682
     Other loans (iii)                                254,698           300,378
                                               --------------     -------------

                                                      254,698           648,289
     Less:  Current portion                            89,055          (255,571)
                                               --------------     -------------
     Long-term debt                            $      165,643     $     392,718
                                               ==============     =============

     (i)      Tele Flower Auction B.V. loaned Kwatrobox $427,277  (NLG1,000,000)
              on May 22, 1998.  This loan was repayable in equal  instalments of
              $53,410  (NLG125,000) over eight years, bearing interest at a rate
              of 5% per annum,  payable  annually.  In November 2000,  Kwatrobox
              paid Tele Flower  Auction  B.V.  $160,229  (NLG375,000),  with the
              agreement that no further interest payments will be required.  The
              remaining balance of $160,229  (NLG375,000) was repaid in 2001. In
              addition to interest,  Tele Flower  Auction B.V. was also entitled
              to 10% of the annual  after-tax  profit of Nieaf  Systems  B.V., a
              subsidiary  of  Kwatrobox,  over  the term of the  loan.  As Nieaf
              Systems  B.V.  did not  report a  profit,  no  payments  have been
              accrued or paid to date on account of interest.

     (ii)     The mortgage  related to a building owned by the Company's  former
              subsidiary,  Kwatrobox,  and was interest bearing at 5.9%, payable
              monthly in addition to monthly  principal  instalments of $900 and
              matured in 2016.  A bankruptcy  trustee has taken  control of this
              loan and the related building see Notes 1 and 4(b).


                                      F-16
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

16.  LONG-TERM DEBT (continued)

     (iii)    ATS has various  vehicle  loans,  with interest rates ranging from
              3.67% to 8.82%, and maturity dates ranging from March 2001 through
              August 2005, secured by the related vehicles.

          The debt repayments over the next five years are as follows:

         2002                                               $         89,055
         2003                                                         76,386
         2004                                                         42,591
         2005                                                         35,951
         2006                                                         10,715
                                                            ----------------
                                                            $        254,698
                                                            ================

          The weighted  average  interest rate on borrowings  for the year ended
          December 31, 2001 is approximately 6.5%.


17.  INCOME TAXES

     The Company has adopted the  provisions of Financial  Accounting  Standards
     Board Statement No. 109 (SFAS 109), Accounting for Income Taxes.

     Pursuant to SFAS 109, the Company is required to compute tax asset benefits
     for net operating losses carried forward.  The potential tax benefit of net
     operating  losses  has not  been  recognized  in the  financial  statements
     because the Company  cannot be assured that it is more likely than not that
     it will utilize the net operating losses carried forward in future years.

     The Company has U.S. and European tax losses of  approximately  $18,000,000
     to offset future years taxable  income.  These losses expire between fiscal
     2014 and fiscal 2016.

     The  components of the net deferred tax asset,  the statutory tax rate, the
     effective tax rate and the elected  amount of the  valuation  allowance are
     outlined below:

<TABLE>
<CAPTION>
                                                                             2001                 2000
                                                                             ----                 ----

<S>                                                              <C>                   <C>
     Net combined U.S. and European operating losses             $     18,000,000      $     9,180,000

     Statutory combined U.S. and European tax rate                          35%                     35%

     Effective tax rate                                                         -                    -

     Deferred tax asset                                                 6,300,000            3,213,000

     Valuation allowance                                               (6,300,000)          (3,213,000)
                                                                 ----------------      ---------------
     Net deferred tax asset                                      $              -      $             -
                                                                 ================      ===============
</TABLE>


                                      F-17
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

18.  COMMON STOCK
<TABLE>
<CAPTION>
                                                                           Par       Additional
                                                         Number           Value        Paid In            Total
                                                        of Shares        ($.001)       Capital            Value
                                                        ---------        -------       -------            -----

<S>                                                        <C>                <C>         <C>              <C>
     Balance, December 31, 1999                         39,820,000     $   39,820   $     (39,819)  $            1
     Issued shares of common stock (i)                   7,625,916          7,626       3,657,799        3,665,425
     Issued on exchange of warrants (i)                  8,965,899          8,966       4,300,528        4,309,494
     Issued as commission (i)                              327,878            328         157,268          157,596
     Issued as financing fee (ii)                          197,219            197         999,803        1,000,000
     Acquisition of Kwatrobox (Note 4)                   1,250,000          1,250       1,308,750        1,310,000
     Private placement (iii)                             4,072,639          4,073       7,410,927        7,415,000
     Acquisition of I-Three, Inc. (Note 4)                 455,000            455         217,945          218,400
     Dilution gain (Note 7)                                      -              -         708,003          708,003
     Stock-based compensation                                    -              -          14,469           14,469
                                                    --------------     ----------   -------------   --------------

     Balance, December 31, 2000                         62,714,551         62,715      18,735,673       18,798,388
     Issued on exercise of options                          58,500             58             527              585
                                                    --------------     ----------   -------------   --------------
     Balance on December 31, 2001                       62,773,051     $   62,773   $  18,736,200   $   18,798,973
                                                    ==============     ==========   =============   ==============
</TABLE>

      (i)   On January 7, 2000,  the Company issued  7,625,916  shares of common
            stock  and  8,965,899  share  purchase  warrants  through  a private
            placement.  Net of cash costs of $163,391 and an additional  327,878
            shares of common stock  issued as a  commission  to an agent for the
            transaction, the Company raised net cash proceeds of $4,319,557 from
            this private  placement.  In addition the Company  issued  shares to
            five companies that  collectively  settled the Company's debt with a
            face value of $3,812,958. The 8,965,899 share purchase warrants were
            immediately  exchanged  for shares of common stock on a basis of one
            common share for each share purchase warrant. The investors included
            a related  party and four  parties  related  to this  party  through
            common shareholdings.

      (ii)  Inconsideration for a loan of $1,000,000 provided on August 13, 1999
            by Millennium Advisors Inc. ("Millennium"),  a company with a common
            director,  Millennium  received 2,000,000 shares of the Company.  In
            addition,  Millennium received 197,219 shares of common stock of the
            Company as a financing and interest fee. These shares were issued in
            January 2000.

      (iii) On June 22,  2000,  the  Company  completed a private  placement  of
            4,072,639 shares at $1.842 per share of common stock for proceeds of
            $7,415,000 net of costs of $85,000.

                                                   Options for          Weighted
                                                     shares of           average
                                                        common    exercise price
                                                         stock         per share
                                                         -----         ---------

         Balance, December 31, 1999                  4,300,000             0.90
         Cancelled                                    (845,000)           (0.01)
         Cancelled                                  (3,050,000)           (0.85)
         Cancelled                                    (250,000)           (5.00)
         Issued - December 30, 2000                  8,058,000             0.35
                                                 -------------     ------------

         Balance December 31, 2000                   8,213,000             0.34
                                                 -------------     ------------

         Exercised                                     (58,500)             .01
         Cancelled                                  (5,100,000)             .35
                                                 -------------     ------------

                                                     3,054,500              .34
                                                 =============     ============


                                      F-18
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

18.  SHARE CAPITAL (continued)

     (iii) (continued)

     The  following  table  summarizes  information  about the  Company's  share
     options outstanding as at December 31, 2001.

                  Number outstanding   Weighted average   Number exercisable
                          at               Remaining               at
Exercise price    December 31, 2001    contractual life   December 31, 2001
--------------    -----------------    ----------------   -----------------

    $0.01                96,500               2.0                96,500
    $0.35             2,958,000               9.0             2,958,000

     The  following  reflects  pro-forma net income and loss per share as if the
     Company  had  elected  to adopt the fair value  approach  of  Statement  of
     Financial Accounting Standard (SFAS) 123:

                                                            2001            2000
                                                            ----            ----

         Loss
              As reported                          $  14,727,621    $  4,665,934
              Pro-forma                               16,558,631       7,077,693

         Basic and diluted loss per share
              As reported                                   0.23            0.09
              Pro forma                                     0.26            0.11

     The estimated fair value of each option  granted was  calculated  using the
     Black-Scholes option-pricing model.

19.  CHANGE IN NON-CASH WORKING CAPITAL

                                                           2001            2000
                                                           ----            ----

     Accounts receivable                          $     370,523    $   (175,272)
     Inventory                                          204,227         217,566
     Prepaid expenses                                     8,291          41,272
     Accounts payable and accrued liabilities          (849,475)        265,417
     Deferred items                                    (600,746)       (671,344)
                                                  -------------    ------------
                                                  $    (867,180)   $   (322,361)
                                                  =============    ============


                                      F-19
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

20.  SEGMENTED INFORMATION

     The Company operates in one operating segment,  this being the installation
     of auction clocks and cooling systems.

     GEOGRAPHIC INFORMATION
                                                           2001            2000
                                                           ----            ----
     Revenue
         Canada                                   $     269,214    $      7,840
         Belgium                                      4,256,938       3,804,318
         Netherlands                                  2,916,327       1,046,805
                                                  -------------    ------------
                                                  $   7,442,479    $  4,858,963
                                                  =============    ============

     Identifiable long lived assets
         Canada                                   $     278,892    $  1,147,883
         Belgium                                        877,343       7,658,629
         Netherlands                                          -       3,554,029
                                                  -------------    ------------
                                                  $   1,156,235    $ 12,360,541
                                                  =============    ============


21.  LOSS PER COMMON SHARE

     The weighted  average number of shares of common stock used for calculating
     the basic loss per share is 62,738,926  (2000 - 59,196,743).  Fully diluted
     loss per share is the same as the basic  loss per share for the year  ended
     December 31, 2001 and 2000. Loss per share is determined  based on the loss
     available  to  common   shareholders  as  presented  in  the  statement  of
     operations, deficit and comprehensive loss.

     The 3,054,500 outstanding stock options are not included in the computation
     of earnings per share as they are anti-dilutive for the periods presented.

22.  SUPPLEMENTAL NON-CASH INFORMATION

     During 2001 the Company did not issue  shares for  non-cash  consideration.
     During  2000  the  Company   issued  shares  in  the   following   non-cash
     transactions:

          The Company issued  3,636,364 shares of common stock with a fair value
          of $3,636,364 in connection with the acquisition of SCS. (Note 4(a)).

          The Company issued 197,219 shares of common stock with a fair value of
          $1,000,000 to  Millennium  Advisors Inc. as payment of a financing fee
          and interest fee.

          The Company issued  7,625,916  shares of common stock in January 2000,
          for which the proceeds  were paid to various  creditors,  and cash was
          not received by the Company.  Debts settled totalled  $3,812,958.  The
          company  also issued  327,878  shares with a fair value of $157,596 to
          pay commission on a private placement.

          The Company issued 1,250,000 shares of common stock (Note 4(b)) with a
          fair  value  of  $1,310,000  in  connection  with  its  investment  in
          Kwatrobox.

          The Company  issued  455,000 shares of common stock (Note 4(c)) with a
          fair value of $218,400 in connection  with its  acquisition of I-Three
          Inc.


                                      F-20
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

23.  COMMITMENTS

     The Company  incurred rental expenses under operating leases of $165,714 in
     2001 (2000 - $385,625).

     The  Company has future  minimum  lease  payments  under  operating  leases
     relating to premises at December 31, 2001 as follows:

     2002                                                 $         89,000
     2003                                                           89,000
     2004                                                           89,000
     2005                                                           89,000
     2006                                                           89,000
                                                          ----------------
                                                          $        445,000
                                                          ================


     In  addition,  the  Company  has an  outstanding  commitment  to  sell  its
     remaining 40%  investment in SDL Invest N.V. to a director of ATS under the
     terms of an option held by the ATS director.


24.  CONTINGENCIES

     (a)  Claims  totalling  approximately  $800,000 have been made against ATS,
          the Company's main Belgian subsidiary,  by a competitor,  Agro Marches
          Internationalaux S.A. No amounts have been recorded in these financial
          statements  to provide for any possible  settlement of these claims as
          management is unable to determine whether they have merit.

     (b)  Certain  customers of a subsidiary have filed claims totalling $70,000
          against the  subsidiary  company.  At present,  there is  insufficient
          information  available to  ascertain  the  likelihood  of these claims
          being successful.  Accordingly, no recognition of this contingent loss
          has been made.

     (c)  A former employee of the Company has received a judgement from a Texas
          court against the Company for approximately  $25,000. No provision has
          been  made  in  these  financial  statements  for  this  judgement  as
          management believes this court has no jurisdiction over the matter.

25.  SUBSEQUENT EVENTS

     (a)  Subsequent  to December 31, 2001,  the former  owners of the Company's
          subsidiary,  ATS (formerly  Schelfhout Computer Systemen N.V.), sought
          to enforce the mandatory  redemption  feature related to the first two
          tranchees of shares  totalling  909,090 be released under the terms of
          the purchase agreement  described in Note 4(a) on the basis that these
          shares were not free trading at the time of release as contemplated in
          the agreement. The former owners of the Company's subsidiary,  who are
          also  directors  of the  subsidiary,  brought  an action  against  the
          Company to enforce a pledge on the shares of ATS,  which was  provided
          to secure the  obligations  of the Company under the  agreement.  This
          action  was heard by a  Belgian  court  which  granted a remedy to the
          former owners of the  subsidiary  which allowed them to re-acquire a 7
          1/2% interest in the  subsidiary  from the Company in exchange for the
          transfer for  cancellation  of the first tranche of 454,545  shares of
          the  Company in full  satisfaction  of the  Company's  obligations  in
          relation to such shares  under the  agreement.  No further  action has
          been taken to December 31, 2001 with respect to the second  tranche of
          454,545 shares released on January 10, 2001.


                                      F-21
<PAGE>

--------------------------------------------------------------------------------
AUCXIS CORP.
(formerly e-Auction Global Trading Inc.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in U.S. dollars)
--------------------------------------------------------------------------------
DECEMBER 31, 2001
--------------------------------------------------------------------------------

25.  SUBSEQUENT EVENTS (continued)

     (b)  Subsequent  to December 31, 2001,  the Company  announced  that it had
          entered   into   negotiations   with  a   competitor,   Agra   Marches
          Internationalaux  S.A.  to  explore  a  possible  merger  of  the  two
          companies  and enter  into a  non-binding  Letter of Intent  with Agra
          Marches Internationalaux S.A. in this regard.

          There is no certainty  that any progress  made to date with respect to
          such merger will  ultimately  lead to a merger of the two companies as
          details have not been finalized.

     (c)  Subsequent to December 31, 2001 the bank extending the credit facility
          to ATS, as described in Note 12,  notified the Company that the credit
          facility  would be suspended  pending the execution of a  postponement
          agreement  by the Company in favour of the bank.  Although the Company
          has indicated its intention to execute this agreement,  it has not yet
          been formally executed by the Company.


26.  NEW ACCOUNTING STANDARDS

     The Company will be required to adopt SFAS 133,  Accounting  for Derivative
     Instruments  and Hedging  Activities  for the 2002 fiscal year. At present,
     the company  does not use  derivative  financial  instruments  and does not
     enter into hedging transactions. Therefore, the impact of adopting SFAS 133
     on financial reporting will not be material.

     The  Company  will also be required  to adopt SFAS 142  Goodwill  and Other
     Intangible Assets for its 2002 fiscal year. Based on the Company's existing
     intangible  assets and its current  accounting  policy for such items,  the
     impact of  adopting  SFAS 142 is not  expected  to result in a  significant
     impact on the Company.


                                      F-22
<PAGE>

                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this Report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                        Aucxis Corp. (formerly e-Auction Global
                                        Trading Inc.)

Dated: April 15, 2002
                                        By: /s/ Dennis Petke
                                           ------------------------------------
                                           Dennis Petke, Chief Financial Officer

     In accordance with the Exchange Act, this report has been signed by the
following persons in the capacities and on the dates indicated:

        SIGNATURE                       TITLE                          DATE

/s/ Dennis Petke                Chief Financial Officer           April 12, 2002
---------------------------     & Director
      Dennis Petke

/s/ Neil Murphy                 Chief Operating Officer           April 12, 2002
---------------------------
       Neil Murphy

/s/ Gary Jessop                 Director                          April 12, 2002
---------------------------
       Gary Jessop

/s/ Bart Sonck                  Director                          April 12, 2002
---------------------------
       Bart Sonck

/s/ Lewis Reinders              Director                          April 12, 2002
---------------------------
     Lewis Reinders


                                       24
<PAGE>

         NUMBER                              DESCRIPTION
         ------                              -----------

          10.1      Convertible Bridge Loan Agreement, dated April 2, 2002 by
                    and among Aucxis Corp, as borrower and ABN AMRO Capital
                    (Belgium) NV, Bodin Saphir Pension Scheme, Magnum Technology
                    Ltd. and J.J. Mennillo as lenders and Aucxis NY, as pledgor.

          10.2      Share Pledge Agreement, dated April 2, 2002 between Auxcis
                    NV, as pledgor, and ABN AMRO Capital (Belgium) NV, Bodin
                    Saphir Pension Scheme, Magnum Technology Ltd. and J.J.
                    Mennillo as pledgees

          10.3      Escrow Agreement, dated April 2, 2002, by and among Aucxis
                    Corp., ABN AMRO Capital (Belgium) NV, Bodin Saphir Pension
                    Scheme, Magnum Technology Ltd., J.J. Mennillo and Blake,
                    Cassels & Graydon LLP.

          16.1      Letter dated February 22, 2002,  from  PriceWatehouseCoopers
                    LLP to the Securities and Exchange Commission.

          21.1      List of Subsidiaries.