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UNITED STATES SECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 10-KSB

(Mark one)**x******ANNUAL
  REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended **September 30, 2005**

OR

** ̈******TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
  ACT OF 1934

Commission file number: 0-32749

TRIMAX CORPORATION(formerly KIWI Network Solutions Inc.)(Exact name
of small business issuer in its charter)

|**Nevada**                        | **76-0616468**     
|--------------------------------- | -------------------
|(State or other jurisdiction      | (I.R.S. Employer   
|of incorporation or organization) | Identification No.)

**2 Lombard St. Suite 204****Toronto
Ontario, M5C-1M1**(Address of principal executive offices)

Registrant's telephone number:**(416)
368-4060**

Securities registered under Section 12(b) of the Act:
**None**.

Securities registered under Section 12(g) of the Act:
**Common Stock, par value $0.001 per share**(Title
of class)

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

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

Registrants revenues for its most recent fiscal year: $nil

As of January 16, 2006, the aggregate market value of the voting
common equity held by non-affiliates of the registrant was approximately
$28,282,679 based on the closing trade reported on the NASD Over-the-Counter
Bulletin Board National Quotation System.

On January 16, 2006 the registrant had 41,592,247 of Common
Stock, par value $0.001, and no shares of preferred 
  stock, par value $0.001 issued and outstanding.

Documents incorporated by reference: None

Transitional Small Business Disclosure Format: Yes ** ̈**
  No **x******

---

Trimax Corporation.

Index toAnnual Report on Form 10-KSB For the Period
Ended September 30, 2005

|Part I     |                                                                                                                             | Page
|---------- | --------------------------------------------------------------------------------------------------------------------------- | ----
|           |                                                                                                                             |     
|Item 1     | Description of Business                                                                                                     | 3   
|Item 2     | Description of Property                                                                                                     | 4   
|Item 3     | Legal Proceedings                                                                                                           | 4   
|Item 4     | Submission of Matters to a Vote
      of Security Holders                                                                   | 4   
|           |                                                                                                                             |     
|Part II    |                                                                                                                             |     
|Item 5     | Market for Common Equity and
      Related Stockholder Matters                                                              | 5   
|Item 6     | Management's Discussion and Analysis
      of Financial Condition or Plan of Operation                                      | 5   
|Item 7     | Financial Statements                                                                                                        | 8   
|Item 8     | Changes In and Disagreements
      With Accountants on Accounting and Financial Disclosure                                  | 9   
|Item 8A    | Controls and Procedures                                                                                                     | 9   
|Item 8B    | Other Information                                                                                                           | 9   
|           |                                                                                                                             |     
|Part III   |                                                                                                                             |     
|Item 9     | Directors, Executive Officers,
      Promoters and Control Persons; Compliance With Section 16(a) of the Exchange
      Act | 9   
|Item 10    | Executive Compensation                                                                                                      | 9   
|Item 11    | Security Ownership of Certain
      Beneficial Owners and Management and Related Stockholder Matters                        | 10  
|Item 12    | Certain Relationships and Related
      Transactions                                                                        | 10  
|Item 13    | Exhibits                                                                                                                    | 10  
|Item 14    | Principal Accountants Fees and
      Services                                                                               | 11  
|           |                                                                                                                             |     
|Signatures | 12                                                                                                                         

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PART I

ITEM 1. DESCRIPTION OF BUSINESS

CORPORATE BACKGROUND

Trimax Corporation., Formerly KIWI Network Solutions Inc..,
(the "Company") is a company that was incorporated in Nevada on August 18,
1999. From inception through September 30, 2005, the Company's activities had
been organizational, directed at raising its initial capital and developing its
business plan.

The Company changed its name to Trimax Corporation. (the
Company) on December 23, 2003.

On August 17, 2005, pursuant to a reorganization agreement by
and among PLC and Trimax Corporation, Trimax acquired all of the outstanding
common stock of PLC (the Reverse Merger). In the Reverse Merger each share of
the 21,900,000 issued and outstanding common stock of PLC was converted into the
right to receive one share of Trimax common stock. As a result of the Reverse
Merger, the former shareholders of PLC received approximately 70% ownership of
Trimax. For accounting purposes, pursuant to Statement of Financial Accounting
Standards (SFAS) No. 141, Business Combinations,the acquisition has
been treated as a recapitalization of PLC with PLC as the acquirer (reverse
acquisition). A reverse acquisition occurs if a company other than the legal
acquirer is deemed to be the accounting acquirer in a business combination
effected by the issuance of voting securities. In this regard, PLC is considered
the accounting acquirer and Trimax is considered the accounting target. The
historical financial statements prior to August 17, 2005 are those of PLC.

On July 29, 2005, PLC entered into an exclusive supply
agreement with a technology partner (the Partner), a privately-held
corporation based in Toronto, Ontario. This agreement provides the Company with
the exclusive right to sell broadband power line communication access products
(Products) in Canada and non-exclusive rights world wide. In accordance with
the agreement, the Partner agrees not to sell or supply Products to any other
person or legal entity in Canada with the exception of any hydro organizations.
In consideration for these rights the Company will pay the Partner an annual
license fee of $100,000 in Canadian dollars for five years commencing on August
1, 2005.

PLANNED FUTURE OPERATIONS

The company and its (BPL) Broadband over Powerline devices are
presently FCC certified as well as having obtained certification in various
parts of the world. No further research and Development is needed in order for
the company to be able to sell and market its products. The company has recently
acquired various individual contracts within North America and various other
parts of the world and anticipates on deploying its devices and bundled services
within the first to second quarter of 2006. The company will continue to search
and secure additional contracts within 2006 for its devices and bundled
services.

Marketing and Distribution

The company anticipates on securing agreements for the
distribution of its products within various parts of the world. As well, the
company has retained the services of several consultants for marketing and the
securing of further contracts.

Business

PLC Network Solutions Inc. is a provider of Broadband Over
Powerline Solutions. The company is a high-technology systems application
provider and developer of state of the art devices that supplies power-line
communications (PLC) solutions for the commercial, residential, and industrial
markets. PLC Network Solutions Inc. provides a full spectrum of services through
its leading edge of FCC certified high-speed modems and devices. The services
are high-speed data communications such as secure high-speed 128kb protected
Internet access using existing common electrical wiring, as well as providers of
secure and reliable Voice Over IP services (VoIP), and the ability to deliver
high speed Internet TV signals (IPTV). The electrical wiring already in place
becomes the backbone for a local area network. A gateway distributes data to
multiple modems, which users plug into ordinary outlets to access data at speeds
between 6mbps, and 20mbps with its next generation of devices.

3

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Funding Its Business Plan

As discussed more fully in the Management's Discussion and
Analysis - Liquidity and Capital Resources section, the expenses of implementing
the Company's business plan will exceed the Company's current resources. The
Company, therefore, will have to obtain additional funding through an offering
of its securities or through capital contributions from its stockholders. No
commitments to provide additional funds have been made by management or
stockholders. Although the company anticipates to raise the finances necessary
to allow it to fulfill its needs until revenues are received and the company is
self sufficient,, there can be no assurance that any additional funds will be
available on terms acceptable to the Company at all.

Intellectual Property

The nature of patent and trademark registration is very complex
and requires legal expertise. To date, no applications have been prepared to
patent any of the Companys assets or concepts.

Government Regulation

There are no specific government regulations known to us, other
than standard business practice, law and conduct, which might effect us in
following our business plan. The manufacture and use of the Company's products
may be subject to regulation by one or more U.S. federal agencies, including the
Federal Trade Commission and the Environmental Protection Agency. These
activities also may be regulated by various agencies of the states, localities
and foreign countries in which consumers reside. It must be noted that the
companies devices and products that it markets are presently FCC certified
within the United States and CRTC certified within Canada

Numerous U.S. federal and state government agencies have
demonstrated significant activity in promoting environmental and consumer
protection and enforcing other regulatory and disclosure statutes. Additionally,
it is possible that new laws and regulations may be enacted with respect to
internal combustion engines. The adoption of such laws or regulations and the
applicability of existing laws and regulations may impair the growth of the
Company and result in a decline in the Companys prospects.

Employees

The Company currently has 5 consultants and contractors on
staff. The Company also looks to its directors and officers for their combined
entrepreneurial skills and talents, and to outside subcontracted consultants.
Management plans to use consultants, attorneys and accountants as necessary. A
portion of any employee compensation package likely would include the right to
acquire stock in the Company, which would dilute the ownership interest of
holders of existing shares of the Company's common stock.

ITEM 2. DESCRIPTION OF PROPERTY

The Company has relocated its principal executive offices from
the Simpson Tower, 401 Bay St, #2112, Toronto, Ontario, to a 2000 square foot
office located at 2 Lombard Street, Suite 204, Toronto, Ontario, M5C-1M1.

ITEM 3. LEGAL PROCEEDINGS

On June 27, 2005 a complaint was filed in the Circuit Court of
the Seventeenth Judicial Circuit in and for Broward County, State of Florida
Civil Division. The complaint alleges that Trimax Corporation failed to tender
400,000 shares of its common stock in consideration for services provided by the
Plaintiff, of which 300,000 were to be delivered no later than December 15,
2004. The Plaintiff is asking for $457,500 in damages. The Company believes it
has meritorious defences to these claims, and intends to vigorously defend
itself against these claims. Management and Legal counsel for the Company are of
the opinion that the claims are without merit.

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

On January 31, 2005, shareholders adopted and approved Amended
  and Restated Articles of Incorporation, including a change in the name of the
  Company to Trimax Corporation and a change in the authorized stock of KIWI to
  add 95,000,000 shares of common stock and 19,000,000 shares of preferred stock,
  par value $0.001 per shares, and election of new directors. The amendments to
  the Articles of Incorporation of KIWI were made to increase the authorized share
  capital of the Company which is expected to allow the Company to make acquisitions
  as it moves forward to implement its business plan, and to provide the Company
  with more flexibility to conduct equity financings.

4

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PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS

The Company's common stock was approved for trading on the
Over-the-Counter Bulletin Board (OTC-BB) under the symbol KTLR on August 24,
2001. In connection with the change of the Company's name to Koala International
Wireless Inc., the Company's trading symbol was changed to KIWI on December 10,
2001.The Company changed its name in January 2004 to TRIMAX CORPORATION. The
Company completed a 1 for 100 reverse split on November 5, 2004 and the
Companys trading symbol was changed to TXMO. On August 17, 2005 Trimax acquired
all of the outstanding common stock of PLC pursuant to a reorganization
agreement.

The table set forth below reflects the reported high and low
bid prices of the Common Stock for each quarter for the period indicated. These
prices are all on the basis of the pre reverse stock split. Such prices are
interdealer prices without retail markups, markdowns or commissions and may not
represent actual transactions.

QUARTER ENDED
    HIGH
    LOWDecember 31, 2002
    $.11
    $.11March 31, 2003
    $.38
    $.32June 30, 2003
    $.135
    $.135September 30, 2003
    $.16
    $.13December 31, 2003
    $.12
    $.11March 31, 2004
    $.08
    $.07June 30, 2004
    $.06
    $.05September 30, 2004
    $.01
    $.01December 31, 2004
    $.15
    $.15March 31, 2005
    $1.09
    $.95June 30, 2005
    $.30
    $.30September 30, 2005
    $1.07
    $1.01


The Company has not paid dividends in prior years and has no
plans to pay dividends in the near future. The Company intends to reinvest its
earnings, if any are achieved, in the continued development and operation of its
business. Any payment of dividends would depend upon the Company's pattern of
growth, profitability, financial condition, and such other factors as the Board
of Directors may deem relevant.

RECENT SALES OF UNREGISTERED SECURITIES

On August 26, 2005, 21,900,00 shares were issued pursuant to
the Reorganization Agreement by and between Trimax Corporation and the
Shareholders of PLC Network Solutions Inc. that was effective on August 17,
2005.

On August 29, 2005, 9,083,720 shares were issued in payment for
debt in the amount of $454,186.

Subsequent to the quarter, on October 18, 2005, 100,000 shares
were issued for payment for debt conversion of a convertible promissory note and
50,000 shares were issued to a former Director for repayment of time, efforts
and sundry costs incurred as a Director.

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

Certain statements in this report and elsewhere (such as in
other filings by the Company with the Securities and Exchange Commission
("SEC"), press releases, presentations by the Company of its management and oral
statements) may constitute "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. Words such as "expects,"
"anticipates," "intends," "plans," "believes," "seeks," "estimates," and
"should," and variations of these words and similar expressions, are intended to
identify these forward-looking statements. Actual results may materially differ
from any forward-looking statements. Factors that might cause or contribute to
such

5

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differences include, among others, competitive pressures and
constantly changing technology and market acceptance of the Company's products
and services. The Company undertakes no obligation to publicly release the
result of any revisions to these forward-looking statements, which may be made
to reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.

The following discussion should be read in conjunction with the
  consolidated financial statements included herein. Certain statements contained
  herein may constitute forward-looking statements, as discussed above. Because
  such statements include risks and uncertainties, actual results may differ materially
  from those expressed or implied by such forward-looking statements. Factors
  that could cause or contribute to such differences include those discussed in
  the "Outlook: Issues and Uncertainties" section of this Form 10-KSB.

PLAN OF OPERATIONS

PLC Network Solutions Inc. is a provider of Broadband Over
Powerline Solutions. The company is a high-technology systems application and
provider of state of the art devices that supplies power-line communications
(PLC) solutions for the commercial, residential, and industrial markets. PLC
Network Solutions Inc. provides a full spectrum of services through its FCC
certified high-speed modems and devices. The services are high-speed data
communications such as secure high-speed 128kb protected Internet access using
existing common electrical wiring, as well as providers of secure and reliable
Voice Over IP services (VoIP), and the ability to deliver high speed Internet TV
signals (IPTV). The electrical wiring already in place can become a backbone for
a local area network. A gateway distributes data to multiple modems, which users
plug into ordinary outlets to access data at speeds between 6mbps, and 20mbps
with its next generation of devices.

The company and its (BPL) Broadband over Powerline devices are
presently FCC certified as well as having obtained certification in various
parts of the world. No further research and Development is needed in order for
the company to be able to sell and market its products. The company has recently
secured various individual contracts within North America and various other
parts of the world and anticipates on deploying its devices and bundled services
within the first to second quarter of 2006. The company will continue to search
and secure additional contracts within 2006 for its devices and bundled services
as it anticipates and forsees a trend towards the adoption of the technology.

For the period ended September 30, 2005, the Company incurred a
loss in the amount of $138,444, Most of the expenses incurred for this year was
for basic monthly company expenses. Operation costs over the next year will
depend on a number of factors, including the cost of manufacturing its products
and devices to allow it to be more competitively priced with other present
technologies as well as, the cost of conducting marketing research and preparing
a marketing campaign.

Recent Developments and Discussions

Management is working to add to its business and is assessing
adding to the business plan by partnering up or purchasing identified
prospective companies that can deliver Voice and Data through wireless and
satellite as well as emerging technologies to advance the companys competitive
advantage in its sector. However the Company is also assessing more viable
opportunities within the current market segment and beyond.

Liquidity and Capital Resources

Since the consummation of the reverse merger between Trimax and
PLC Network Solutions Inc. the company has raised private placement funds
through various investors. The company continues to raise funds through various
small individual investors to keep its business operational until it can be
financed or self sufficient. The company foresees a trend towards the adoption
of (BPL) Broadband over Powerline devices and the technology in general which
will assist the company in the prospects of being able to attract and procure
revenue generating clients and contracts. Although the companies BPL devices are
presently priced at a small disadvantage to other presently used technologies it
is actively pursuing other manufacturing options that will allow it to be more
competitively priced and anticipates this to be realized within the next
calendar year. Although the company anticipates to raise the finances necessary
to allow it to fulfill its needs until revenues are received and the company is
self sufficient, there can be no assurance that any additional funds will be
available on terms acceptable to the Company at all.

No material commitments for capital expenditures were made
during the period ended September 30, 2005.

6

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The Company does not require any further R & D at this time
in order to be able to market and sell its products. Although the Company
requires financing and/or a joint venture with strategic partners to allow for
the fulfilment of any orders that have been procured. To date the company has
raised funds to keep its business operational and to allow it to market its
products and procure contracts. The availability of future financings will
depend on market conditions.

The forecast of the period of time through which the Company's
financial resources will be adequate to support operations is a forward-looking
statement that involves risks and uncertainties. The actual funding requirements
may differ materially from this as a result of a number of factors including
plans to rapidly expand its new operations. There can be no guarantee that
financing adequate to carry out the Company's business plan will be available on
terms acceptable to the Company, or at all.

EFFECT OF FLUCTUATIONS IN FOREIGN EXCHANGE RATES

The Company's reporting and functional currency is the US
dollar. Currently, most of the Company's assets are located in Canada.
Transactions in Canadian dollars have been translated into U.S. dollars using
the current rate method, such that assets and liabilities are translated at the
rates of exchange in effect at the balance sheet date and revenue and expenses
are translated at the average rates of exchange during the appropriate fiscal
period. As a result, the carrying value of the Company's investments in Canada
is subject to the risk of foreign currency fluctuations. Additionally, any
revenues received from the Company's international operations in other than US
dollars will be subject to foreign exchange risk.

RECENT ACCOUNTING PRONOUNCEMENTS

i. In January 2003 the FASB issued Interpretation No. 46,
Consolidation of Variable Interest Entities, an interpretation of Accounting
Research Bulletin No. 51, Consolidated Financial Statements. Interpretation 46
establishes accounting guidance for consolidation of variable interest entities
that function to support the activities of the primary beneficiary.
Interpretation 46 applies to any business enterprise both private and public
that has a controlling interest, contractual relationship or other business
relationship with a variable interest entity. The company has no investment in
or contractual relationship or other business relationship with a variable
interest entity and therefore the adoption did not have any impact on the
Companys consolidated financial position, results of operations or cash
flows.

ii On April 30, 2003 the FASB issued Statement No. 149,
Amendment of Statement 133 on Derivative Instruments and Hedging Activities.
Statement 149 is intended to result in more consistent reporting of contracts as
either freestanding derivative instruments subject to Statement 133 in its
entirety, or as hybrid instruments with debt host contracts and embedded
derivative features. In addition, Statement 149 clarifies the definition of a
derivative by providing guidance on the meaning of initial net investments
related to derivatives. Statement 149 is effective for contracts entered into or
modified after June 30, 2003. The adoption of Statement 149 did not have any
effect on the Companys consolidated financial position, results of operations
or cash flows.

iii. On May 15, 2003 the FASB issued Statement No. 150,
Accounting for Certain Financial Instruments with Characteristics both
Liabilities and Equity. Statement 150 establishes standards for classifying and
measuring as liabilities certain financial instruments that embody obligations
of the issuer and have characteristics of both liabilities and equity. Statement
150 represents a significant change in practice in the accounting for a number
of financial instruments, including mandatory redeemable equity instruments and
certain equity derivatives that frequently are used in connection with share
repurchase programs. Statement 150 is effective for all financial instruments
created or modified after May 31, 2003 and to other instruments as of September
1, 2003. The adoption of Statement 150 on June 1, 2003 did not have any impact
on its consolidated financial position, results of operations or cash flows.

iv. In 2004, FASB issued a revision of FASB Statement No. 123,
Accounting for Stock-Based Compensation. This Statement supersedes APB Opinion
No. 25, Accounting for Stock Issued to Employees, and its related implementation
guidance. The revised pronouncement requires that all stock options and warrants
be accounted for using the Fair Value Method. This pronouncement will impact on
the Company, as the Company currently accounts for all options and warrants
using the Intrinsic Value Method.

v. FIN 46(R), Consolidation of Variable Interest Entities,
applies at different dates to different types of enterprises and entities, and
special provisions apply to enterprises that have fully or partially applied
Interpretation 46 prior to issuance of Interpretation 46(R). Application of
Interpretation 46 or Interpretation 46 (R) is required in financial statements
of public entities that have public interests in variable interest entities or
potential variable interest entities

7

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commonly referred to as special-purpose entities for periods
ending after December 15, 2003. Application by public entities (other than small
business issuers) for all other types of entities is required in financial
statements for periods ending after March 15, 2004. Application by small
business issuers to entities other than special-purpose entities and by
non-public entities is required at various dates in 2004 and 2005. There is no
impact on the Companys financial statements.

vi. In December 2004, the FASB issued SFAS Statement No. 153,
Exchanges of Nonmonetary Assets. The statement is an amendment of APB Opinion
No. 29 to eliminate the exception for nonmonetary exchanges of similar
productive assets and replaces it with a general exception for exchanges of
nonmonetary assets that do not have commercial substance. The Company believes
that the adoption of this standard will have no material impact on its financial
statements.

vii. In December 2004, FASB issued a revision to Statement No.
123, Accounting for Stock-Based Compensationwhich supersedes APB Opinion
No. 25, Accounting for Stock Issued to Employees. The revised SFAS 123
eliminates the alternative to use Opinion 25s intrinsic value method of
accounting and instead, requires entities to recognize the cost of employee
services received in exchange for awards of equity instruments based on the
grant-date fair value of those awards. Furthermore, public entities are required
to measure liabilities incurred to employees in share-based payment transactions
at fair value as well as estimate the number of instruments for which the
requisite service is expected to be rendered. Any incremental compensation cost
for a modification of the terms or conditions of an award is measured by
comparing the fair values before and after the modification.

For public entities that file as small business issuers, the
  effective date of the revised Statement is as of the beginning of the first
  interim or annual reporting period that begins after December 15, 2005. The
  Company currently uses the intrinsic value method.

7. FINANCIAL STATEMENTS

|Report of Independent Registered Public
      Accounting Firm                             | F-1
|----------------------------------------------------------------------------------------- | ---
|                                                                                          |    
|Consolidated Balance Sheets as at September
      30, 2004 and September 30, 2003         | F-2
|                                                                                          |    
|Consolidated Statements of Operations for
      the years ended September 30, 2004,       | F-3
|and September 30, 2003, and for the period
      from August 25, 2000                     |    
|(Date of Inception) to September 30, 2004                                                 |    
|                                                                                          |    
|Consolidated Statements of Stockholders
      Equity for the period from August 25, 2000 | F-4
|(Date of Inception) to September 30, 2004                                                 |    
|                                                                                          |    
|Consolidated Statements of Cash Flows for
      the years ended September 30, 2004,       | F-5
|and September 30, 2003, and for the period
      from August 25, 2000                     |    
|(Date of Inception) to September 30, 2004                                                 |    
|                                                                                          |    
|Notes to Consolidated Financial Statements                                                | F-6

8

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PLC NETWORK SOLUTIONS
  INC. -SUCCESSOR TO TRIMAX CORPORATION

CONSOLIDATED FINANCIAL STATEMENTS30 SEPTEMBER 2005



F-i

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PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

30 SEPTEMBER 2005

CONTENTS

|                                                                  |                                                                 | Page      
|----------------------------------------------------------------- | --------------------------------------------------------------- | ----------
|                                                                  |                                                                 |           
|**REPORT OF INDEPENDENT
      REGISTERED PUBLIC ACCOUNTING FIRM** | **F-1**                                                        
|                                                                  |                                                                 |           
|CONSOLIDATED FINANCIAL STATEMENTS                                 |                                                                
|                                                                  |                                                                 |           
|                                                                  | Consolidated Balance Sheet                                      | F-2       
|                                                                  |                                                                 |           
|                                                                  | Consolidated Statement of Operations                            | F-3       
|                                                                  |                                                                 |           
|                                                                  | Consolidated Statement of Changes
      in Stockholders' Equity | F-4       
|                                                                  |                                                                 |           
|                                                                  | Consolidated Statement of Cash
      Flows                      | F-5       
|                                                                  |                                                                 |           
|                                                                  | Notes to the Consolidated Financial
      Statements            | F-6 - F-15

F-ii

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders ofPLC Network Solutions Inc. - Successor to Trimax Corporation

We have audited the accompanying consolidated balance sheet of
  PLC Network Solutions Inc. - Successor to Trimax Corporation (A Development
  Stage Company) as at 30 September 2005 and the related consolidated statements
  of operations, changes in stockholders' deficiency and cash flows or the period
  from 20 July 2005 (date of inception) to 30 September 2005. These consolidated
  financial statements are the responsibility of the Company's management. Our
  responsibility is to express an opinion on these consolidated financial statements
  based on our audit.

We conducted our audit in accordance with the standards of the
  Public Company Accounting Oversight Board (United States). Those standards require
  that we plan and perform an audit to obtain reasonable assurance whether the
  consolidated financial statements are free of material misstatement. An audit
  includes examining, on a test basis, evidence supporting the amounts and disclosures
  in the consolidated financial statements. An audit also includes assessing the
  accounting principles used and significant estimates made by management, as
  well as evaluating the overall consolidated financial statement presentation.
  We believe our audit provides 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
  PLC Network Solutions Inc. - Successor to Trimax Corporation (A Development
  Stage Company) as at 30 September 2005 and the results of its operations, cash
  flows changes in stockholders' equity for the period from 20 July 2005 (date
  of inception) to 30 September 2005 in accordance with accounting principles
  generally accepted in the United States of America.

The accompanying consolidated financial statements have been
  prepared assuming that the Company will continue as a going concern. As discussed
  in note 2 to the financial statements, the Company has suffered losses from
  operations since inception that raise substantial doubt about its ability to
  continue as a going concern. Management's plans in regard to these matters are
  described in note 2. The consolidated financial statements do not include any
  adjustments that might result from the outcome of this uncertainty.

Since the accompanying consolidated financial statements have
  not been prepared and audited in accordance with generally accepted accounting
  principles and standards in Canada, they may not satisfy the reporting requirements
  of Canadian statutes and regulations.

|                | " Walker & Company"     
|--------------- | ------------------------
|                |                         
|Markham, Canada | Chartered Accountants   
|9 January 2006  | Professional Corporation

F-1

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PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

CONSOLIDATED BALANCE SHEET

AS AT 30 SEPTEMBER 2005

(Expressed in United States Dollars)

|                                               | **Note** |   |          |  
|---------------------------------------------- | -------- | - | -------- | -
|                                               |          |   |          |  
|ASSETS                                         |          |   |          |  
|                                               |          |   |          |  
|Current Assets                                 |          |   |          |  
|Cash                                           |          | $ | 19,855   |  
|Stock subscriptions receivable                 | 5        |   | 21,900   |  
|Prepaid expenses                               |          |   | 6,366    |  
|Prepaid license fees                           |          |   | 67,599   |  
|                                               |          |   |          |  
|Total Current Assets                           |          |   | 115,720  |  
|                                               |          |   |          |  
|Long Term Assets                               |          |   |          |  
|Equipment                                      | 6        |   | 6,607    |  
|                                               |          |   |          |  
|Total Assets                                   |          | $ | 122,327  |  
|                                               |          |   |          |  
|LIABILITIES AND STOCKHOLDERS' DEFICIENCY       |          |   |          |  
|                                               |          |   |          |  
|Current Liabilities                            |          |   |          |  
|Accounts payable and accrued
      liabilities |          | $ | 215,832  |  
|Advances
      from related parties            | 7        |   | 55,046   |  
|                                               |          |   |          |  
|Total Current Liabilities                      |          |   | 270,878  |  
|                                               |          |   |          |  
|Stockholders' Deficiency                       |          |   |          |  
|Capital stock                                  | 8        |   | 41,234   |  
|Additional paid-in capital                     | 8        |   | 43,296   |  
|Stock issuable                                 | 8        |   | 217,314  |  
|Accumulated other comprehensive loss           |          |   | (5,359   | )
|Accumulated deficit                            |          |   | (445,036 | )
|                                               |          |   |          |  
|Total Stockholders' Deficiency                 |          |   | (148,551 | )
|                                               |          |   |          |  
|Total liabilities and Stockholders' Deficiency |          | $ | 122,327  |  

The accompanying notes are an integral part of these financial
  statements.

F-2

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

CONSOLIDATED STATEMENT OF OPERATIONS

FOR THE PERIOD FROM 20 JULY 2005 (DATE OF INCEPTION)TO
  30 
  SEPTEMBER 2005

(Expressed in United States Dollars)

|                                                 |   |            |  
|------------------------------------------------ | - | ---------- | -
|                                                 |   |            |  
|                                                 |   |            |  
|EXPENSES                                         |   |            |  
|General and administrative                       | $ | 112,847    |  
|License fees                                     |   | 14,430     |  
|Financial                                        |   | 11,021     |  
|Depreciation                                     |   | 146        |  
|                                                 |   |            |  
|                                                 |   | 138,444    |  
|                                                 |   |            |  
|NET LOSS                                         | $ | (138,444   | )
|                                                 |   |            |  
|FOREIGN CURRENCY TRANSLATION ADJUSTMENT          |   | (5,359     | )
|                                                 |   |            |  
|COMPREHENSIVE LOSS                               | $ | (143,803   | )
|                                                 |   |            |  
|                                                 |   |            |  
|LOSS PER WEIGHTED NUMBER OF SHARES OUTSTANDING - |   |            |  
|BASIC AND DILUTED                                | $ | 0.00       |  
|                                                 |   |            |  
|                                                 |   |            |  
|WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING -  |   |            |  
|BASIC AND DILUTED                                |   | 29,088,660 |  

The accompanying notes are an integral part of these financial
  statements.

F-3

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TO TRIMAX
  CORPORATION

(A Development Stage Company)

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIENCY

FOR THE PERIOD FROM 20 JULY 2005 (DATE OF INCEPTION) TO 30 SEPTEMBER
  2005

(Expressed in United States Dollars)

|                             |  |            |  |   |            |  |   |                |  |   |           |  |   | Accumulated   |   |   |             |   |   |               |  
|---------------------------- |  | ---------- |  | - | ---------- |  | - | -------------- |  | - | --------- |  | - | ------------- | - | - | ----------- | - | - | ------------- | -
|                             |  |            |  |   |            |  |   | **Additional** |  |   |           |  |   | Other         |   |   |             |   |   | Total         |  
|                             |  |            |  |   | **Common** |  |   | **Paid-in**    |  |   | **Stock** |  |   | Comprehensive |   |   | Accumulated |   |   | Stockholders' |  
|                             |  | Shares     |  |   | Stock      |  |   | Capital        |  |   | issuable  |  |   | Loss          |   |   | Deficit     |   |   | Deficiency    |  
|                             |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Common stock issued at       |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|inception                    |  | 21,900,000 |  | $ | 21,900     |  | $ | -              |  | $ | -         |  | $ | -             |   | $ | -           |   | $ | 21,900        |  
|                             |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Acquisition of the net       |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|liabilities
      of Trimax  |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Corporation                  |  | 19,183,718 |  |   | 19,184     |  |   | -              |  |   | -         |  |   | -             |   |   | (306,592    | ) |   | (287,408      | )
|                             |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Common stock issued for      |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|debt                         |  | 100,000    |  |   | 100        |  |   | 18,346         |  |   | -         |  |   | -             |   |   | -           |   |   | 18,446        |  
|                             |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Common stock issued for      |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|services                     |  | 50,000     |  |   | 50         |  |   | 24,950         |  |   | -         |  |   | -             |   |   | -           |   |   | 25,000        |  
|                             |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Common stock issuable -      |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|debt
      settlement        |  | -          |  |   | -          |  |   | -              |  |   | 50,998    |  |   | -             |   |   | -           |   |   | 50,998        |  
|                             |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Common stock issuable -      |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|cash                         |  | -          |  |   | -          |  |   | -              |  |   | 166,316   |  |   | -             |   |   | -           |   |   | 166,316       |  
|                             |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Foreign currency translation |  | -          |  |   | -          |  |   | -              |  |   | -         |  |   | (5,359        | ) |   | -           |   |   | (5,359        | )
|                             |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Net loss                     |  | -          |  |   | -          |  |   | -              |  |   | -         |  |   | -             |   |   | (138,444    | ) |   | (138,444      | )
|                             |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|Balance, 30 September        |  |            |  |   |            |  |   |                |  |   |           |  |   |               |   |   |             |   |   |               |  
|2005                         |  | 41,233,718 |  | $ | 41,234     |  | $ | 43,296         |  | $ | 217,314   |  | $ | (5,359        | ) | $ | (445,036    | ) | $ | (148,551      | )

The accompanying notes are an integral part of these financial
  statements.

F-4

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE PERIOD FROM 20 JULY 2005 (DATE OF INCEPTION)TO
  30 
  SEPTEMBER 2005

(Expressed in United States Dollars)

|                                                                         |   |          |  
|------------------------------------------------------------------------ | - | -------- | -
|CASH FLOWS FROM OPERATING ACTIVITIES                                     |   |          |  
|Net loss                                                                 | $ | (138,444 | )
|Adjustment to reconcile
      net loss to net cash provided by operating |   |          |  
|activities:                                                              |   |          |  
|Depreciation                                                             |   | 146      |  
|Accounts payable forgiven                                                |   | (10,171  | )
|Issuance
      of common stock for services                              |   | 25,000   |  
|                                                                         |   |          |  
|Changes in operating
      assets and liabilities:                       |   |          |  
|Stock subscriptions
      receivable                                     |   | (21,900  | )
|Prepaid
      expenses                                                   |   | (6,366   | )
|Prepaid license fees                                                     |   | (67,599  | )
|Accounts payable
      & accrued liabilities                             |   | 38,364   |  
|                                                                         |   |          |  
|NET CASH USED FOR OPERATING ACTIVITIES                                   |   | (180,970 | )
|                                                                         |   |          |  
|CASH FLOWS FROM INVESTING ACTIVITIES                                     |   |          |  
|Acquisition of equipment                                                 |   | (6,754   | )
|                                                                         |   |          |  
|CASH FLOWS FROM FINANCING ACTIVITIES                                     |   |          |  
|Advances from related parties                                            |   | 39,383   |  
|Proceeds
      from common stock to be issued                            |   | 173,555  |  
|                                                                         |   |          |  
|CASH FLOWS USED
      IN FINANCING ACTIVITIES                            |   | 212,938  |  
|                                                                         |   |          |  
|EFFECT OF FOREIGN
      CURRENCY TRANSLATION                             |   | (5,359   | )
|                                                                         |   |          |  
|NET INCREASE IN
      CASH                                               |   | 19,855   |  
|                                                                         |   |          |  
|CASH, END OF YEAR                                                        | $ | 19,855   |  

The accompanying notes are an integral part of these financial
  statements.

F-5

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|1. | NATURE OF OPERATIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | PLC Network Solutions Inc. (the "Company" or "PLC")
        was incorporated on 20 July 2005 in the Province of Ontario under the
        Ontario Business Corporations Act.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | On 17 August 2005, pursuant to a reorganization agreement
        by and among PLC and Trimax Corporation ("Trimax"), a public company incorporated
        in the State of Nevada on 18 August 1999, Trimax acquired all of the outstanding
        common stock of PLC (the "Reverse Merger"). In the Reverse Merger each
        share of the 21,900,000 issued and outstanding common stock of PLC was
        converted into the right to receive one share of Trimax common stock.
        As a result of the Reverse Merger, the former shareholders of PLC received
        approximately 70% ownership of Trimax. For accounting purposes, pursuant
        to Statement of Financial Accounting Standards ("SFAS") No. 141, Business
        Combinations, the acquisition has been treated as a recapitalization
        of PLC with PLC as the acquirer (reverse acquisition). A reverse acquisition
        occurs if a company other than the legal acquirer is deemed to be the
        accounting acquirer in a business combination effected by
        the issuance of voting securities. In this regard, PLC is considered the
        accounting acquirer and Trimax is considered the accounting target. The
        historical financial statements prior to 17 August 2005 are those of PLC.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | As PLC's stock is not publicly traded and the stock
        of Trimax was not actively traded prior to the Reverse Merger, the fair
        market value cannot be determined for either stock. Accordingly, pursuant
        to SFAS No. 141, paragraph 23, this is a merger between a non-operating
        public shell and a private company and the transaction is valued at Trimax's
        net tangible assets and no goodwill is recorded. The consideration of
        the Reverse Merger was therefore equal to the net liabilities of Trimax's
        as at 17 August 2005 valued at $287,408.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | Subsequent to the reverse takeover, Trimax Corporation
        will change its name to PLC Network Solutions Limited.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | On 29 July 2005, the Company entered into an exclusive
        supply agreement with a technology partner (the "Partner"), a privately-held
        corporation based in Toronto, Ontario. This agreement provides the Company
        with the exclusive right to sell broadband power line communication access
        products ("Products") in Canada and non-exclusive rights world wide. In
        accordance with the agreement, the Partner agrees not to sell or supply
        Products to any other person or legal entity in Canada with the exception
        of any hydro organizations. In consideration for these rights the Company
        will pay the Partner an annual license fee of $100,000 in Canadian dollars
        for five years commencing on 1 August 2005.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         

F-6

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|2. | GOING CONCERN                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | The Company's financial statements are presented on
        a going concern basis, which contemplates the realization of assets and
        satisfaction of liabilities in the normal course of business. The Company
        has experienced losses from operations since inception that raise substantial
        doubt as to its ability to continue as a going concern.                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | The Company's ability to continue as a going concern
        is contingent upon its ability to obtain the financing and strategic alliances
        necessary to attain profitable operations. Management is pursuing various
        sources of financing and intends to raise equity financing through a private
        placement with a private group of investors in the near future. The Company
        has entered into an exclusive agreement to sell broadband power line communication
        access products, as discussed in note 1, which management believes will
        produce the necessary income to attain profitability in the future.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | The financial statements do not include any adjustments
        to reflect the possible future effects on the recoverability and classification
        of assets or the amounts and classification of liabilities that may result
        from the possible inability of the Company to continue as a going concern.                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|3. | BASIS OF PRESENTATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | The accompanying consolidated financial statements include
        the accounts of the Company and its wholly owned subsidiary, Trimax Corporation,
        a Nevada corporation and have been prepared in accordance with accounting
        principles generally accepted in the United States of America ("GAAP").
        All significant inter-company accounts and transactions are eliminated.                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | The Company has not earned any revenues from limited
        principal operations and accordingly, the Company's activities have been
        accounted for as those of a "Development Stage Enterprise" as set forth
        in SFAS No. 7, Accounting and Reporting by Development Stage Enterprises.
        Among the disclosures required by SFAS No. 7 are that the Company's financial
        statements be identified as those of a development stage company, and
        that the statements of operation, stockholders' deficiency and cash flows
        disclose activity since the date of the Company's inception.                           

F-7

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|4. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES                                                                                                                                                                                                                                                  
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                             
|   | The accounting policies of the Company are in accordance
        with United States of America generally accepted accounting principles.
        Outlined below are those policies considered particularly significant:                                                                     
|   |                                                                                                                                                                                                                                                                                             
|   | Organization and Start Up Costs                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                             
|   | Costs of start up activities, including organization
        costs are expensed as incurred.                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                             
|   | Cash and Cash Equivalents                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                             
|   | Cash and cash equivalents consist of commercial accounts,
        trust accounts and interest-bearing bank deposits and are carried at cost,
        which approximates current value. Items are considered to be cash equivalents
        if the original maturity is three months or less.
|   |                                                                                                                                                                                                                                                                                             
|   | Equipment and Depreciation                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                             
|   | Equipment is stated at cost less accumulated depreciation.
        Depreciation, based on the estimated useful lives of the assets, is provided
        using the under noted annual rates and methods:                                                                                     

| |  | Equipment              | 30% declining balance
| |  | ---------------------- | ---------------------
| |  | Furniture and fixtures | 20% declining balance
| |  | Computer equipment     | 30% declining balance

| | License Fees                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Licensing fees relating to the exclusive rights to supply
        products are charged to income evenly over the term of the license agreement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | The Company accounts for income taxes pursuant to SFAS
        No. 109, Accounting for Income Taxes. Deferred tax assets and liabilities
        are recorded for differences between the financial statements and tax
        basis of the assets and liabilities that will result in taxable or deductible
        amounts in the future based on enacted tax laws and rates. Valuation allowances
        are established when necessary to reduce deferred tax assets to the amount
        expected to be realized. Income tax expense is recorded for the amount
        of income tax payable or refundable for the period increased or decreased
        by the change in deferred tax assets and liabilities during the period.

F-8

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|4. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | Fair Value of Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | The carrying value of the company's receivables, advances
        and accounts payable approximates fair value because of the short-term
        maturity of these instruments.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | Foreign Translation Adjustment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | The accounts of the Company were translated into United
        States dollars in accordance with the provisions of SFAS No. 52, Foreign
        Currency Translation. In accordance with the provisions of SFAS No.
        52, transaction gains and losses on these assets and liabilities are included
        in the determination of income for the relevant periods. Adjustments resulting
        from the translation of the financial statements from their functional
        currencies to United States dollars are accumulated as a separate component
        of accumulated other comprehensive income and have not been included in
        the determination of income for the relevant periods.                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | Comprehensive Income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | The Company adopted SFAS No. 130, Reporting Comprehensive
        Income. SFAS No. 130 establishes standards for reporting and presentation
        of comprehensive income and its components in a full set of financial
        statements. Comprehensive income is presented in the statements of changes
        in stockholders' deficiency, and consists of net loss and unrealized gains
        (losses) on available for sale marketable securities; foreign currency
        translation adjustments and changes in market value of future contracts
        that qualify as a hedge; and negative equity adjustments recognized in
        accordance with SFAS 87. SFAS No. 130 requires only additional disclosures
        in the financial statements and does not affect the Company's financial
        position or results of operations.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | Earnings or Loss Per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | The Company accounts for earnings per share pursuant
        to SFAS No. 128, Earnings per Share, which requires disclosure
        on the financial statements of "basic" and "diluted" earnings (loss) per
        share. Basic earnings (loss) per share is computed by dividing net income
        (loss) by the weighted average number of common shares outstanding for
        the year. Diluted earnings (loss) per share is computed by dividing net
        income (loss) by the weighted average number of common shares outstanding
        plus common stock equivalents (if dilutive) related to stock options and
        warrants for each year.                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | There were no dilutive financial instruments for the
        period ended 30 September 2005.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

F-9

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|4. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | Use of Estimates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | The preparation of financial statements in conformity
        with accounting principles generally accepted in the United States requires
        management to make estimates and assumptions that affect the reported
        amounts of assets and liabilities and the disclosure of contingent assets
        and liabilities at the date of the financial statements and the reported
        amounts of revenues and expenses during the reporting period. Actual results
        could differ from those estimates. These estimates are reviewed periodically,
        and, as adjustments become necessary, they are reported in earnings in
        the period in which they become known.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | Recent Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | In January 2003, the Financial Accounting Standards
        Board ("FASB") issued Interpretation ("FIN") No. 46, Consolidation
        of Variable Interest Entities(as subsequently revised in December
        2003, "FIN 46-R"). FIN No. 46-R requires the consolidation of entities
        that cannot finance their activities without the support of other parties
        and that lack certain characteristics of a controlling interest, such
        as the ability to make decisions about the entity's activities via voting
        rights or similar rights. The entity that consolidates the variable interest
        entity is the primary beneficiary of the entity's activities. FIN No.
        46-R applies immediately to variable interest entities created after 31
        January 2003 and must be applied in the first period beginning after 15
        June 2003 for entities in which an enterprise holds a variable interest
        entity that it acquired before 1 February 2003. The Company believes that
        currently, it does not have any material arrangements that meet the definition
        of a variable interest entity which would require consolidation.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | In December 2004, the FASB issued SFAS 153, Exchanges
        of Non Monetary Assets, an amendment to Opinion No. 29, Accounting
        for Non Monetary Transactions. Statement 153 eliminates certain differences
        in the guidance in Opinion No. 29 as compared to the guidance contained
        in standards issued by the International Accounting Standards Board. The
        amendment to Opinion No. 29 eliminates the fair value exception for non
        monetary exchanges of similar productive assets and replaces it with a
        general exception for exchanges of non monetary assets that do not have
        commercial substance. Such an exchange has commercial substance if the
        future cash flows of the entity are expected to change significantly as
        a result of the exchange. SFAS 153 is effective for non monetary asset
        exchanges occurring in periods beginning after 15 June 2005. Earlier application
        is permitted. Management does not expect adoption of SFAS 153 to have
        a material impact on the Companys financial statements.                                                                                    

F-10

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|4. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | In December 2004, the FASB issued SFAS 123(R), Share-Based
        Payment. SFAS 123(R) amends SFAS 123, Accounting for Stock-Based
        Compensation, and APB Opinion 25, Accounting for Stock Issued to
        Employees. SFAS 123(R) requires that the cost of share-based payment
        transactions (including those with employees and non-employees) be recognized
        in the financial statements. SFAS 123(R) applies to all share-based payment
        transactions in which an entity acquires goods or services by issuing
        (or offering to issue) its shares, share options, or other equity instruments
        (except for those held by an ESOP) or by incurring liabilities (1) in
        amounts based (even in part) on the price of the entitys shares
        or other equity instruments, or (2) that require (or may require) settlement
        by the issuance of an entitys shares or other equity instruments.
        This statement is effective (1) for public companies qualifying as SEC
        small business issuers, as of the first interim period or fiscal year
        beginning after 15 December 2005, or (2) for all other public companies,
        as of the first interim period or fiscal year beginning after 15 June
        2005, or (3) for all nonpublic entities, as of the first fiscal year beginning
        after 15 December 2005. Management is currently assessing the effect of
        SFAS No. 123(R) on the Companys financial statements.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | In May 2005, the FASB issued SFAS No. 154, Accounting
        Changes and Error Corrections. This statement applies to all voluntary
        changes in accounting principle and requires retrospective application
        to prior periods' financial statements of changes in accounting principles,
        unless this would be impracticable. This statement also makes a distinction
        between "retrospective application" of an accounting principles and the
        "restatement" of financial statements to reflect the correction of an
        error. This statement is effective for accounting changes and corrections
        of errors made in fiscal years beginning after 15 December 2005. The Company
        is evaluating the effect the adoption of this interpretation will have
        on its financial position, cash flows and results of operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|5. | STOCK SUBSCRIPTIONS RECEIVABLE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The stock subscriptions receivable relate to the original
        issuance of shares to the founders of PLC.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

F-11

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|6. | EQUIPMENT                                                                                                               
|-- | ------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                         
|   | The details of equipment and the related accumulated
        depreciation are set forth below for the indicated periods:

| |                        |   |       |  |   | Accumulated  |  |   |       | 
| | ---------------------- | - | ----- |  | - | ------------ |  | - | ----- | 
| |                        |   | Cost  |  |   | Depreciation |  |   | Net   | 
| |                        |   |       |  |   |              |  |   |       | 
| | Equipment              | $ | 1,918 |  | $ | -            |  | $ | 1,918 | 
| | Furniture and fixtures |   | 1,919 |  |   | -            |  |   | 1,919 | 
| | Computer equipment     |   | 2,916 |  |   | 146          |  |   | 2,770 | 
| |                        |   |       |  |   |              |  |   |       | 
| |                        | $ | 6,753 |  | $ | 146          |  | $ | 6,607 | 

|7. | ADVANCES FROM RELATED PARTIES                                                                                                                                                                                                                                                                                     
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                   
|   | The advances from directors of the Company, to facilitate
        the payment of debts, are non-interest bearing, unsecured and have no
        specific terms of repayment. The carrying value of the advances approximates
        the market value due to the short-term maturity of the financial instruments.

F-12

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|8. | CAPITAL STOCK                                                                                       
|-- | ----------------------------------------------------------------------------------------------------
|   |                                                                                                     
|   | Authorized                                                                                          
|   | 100,000,000   common stock, par value $0.001 
        20,000,000   preferred stock, par value $0.001

| | Issued                 |   |        | 
| | ---------------------- | - | ------ | 
| | 41,233,718common stock | $ | 41,234 | 

On 20 July 2005 the Company issued 21,900,000
  of common shares at par value to the Company's founders.

On 17 August 2005 PLC acquired the net
  liabilities of Trimax. This was accounted for as a recapitalization of PLC into
  Trimax and resulted in the issuance of 19,183,718 shares, further described
  in note 1.

In August 2005 the Company's Board of
  Directors approved the issuance 100,000 common stock in exchange for the settlement
  of $18,446 in debt of the Company.

On 31 August 2005 the Company issued
  50,000 common shares to a former director of the Company as compensation for
  his services and sundry costs as a director of Trimax. The common shares issued
  have been valued at their market value of $25,000 or $.50 per share, which is
  the amount that would have been received if the shares had been issued for cash.
  Management believes that the fair market value of the services received from
  the former director approximates this value.

On 21 November 2005 the Company's Board
  of Directors approved the issuance of 358,529 common shares to various investors.
  The funds were raised through a non-brokered private placement of common stock
  at an average price of $0.75 per share from a group of accredited non-US investors.
  During September 2005, $181,369 of these funds had been received and accordingly,
  has been classified as stock issuable. In addition, $35,945 was received in
  September towards 55,300 shares which as of the date of this report had not
  been issued.

F-13

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|9.  | SUPPLEMENTAL CASH FLOW INFORMATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | During the period ended 30 September 2005 there were
        no interest or taxes paid by the Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | The Company issued 50,000 shares to a former director
        for services rendered.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | The Company issued 100,000 shares in exchange for the
        settlement of $18,446 in debt.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | In September 2005, the Company settled $50,998 in debt
        in exchange for shares issued on 21 November 2005.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|10. | SUBSEQUENT EVENTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | On 21 November 2005, the Company's Board of Directors
        approved the issuance of 358,529 common shares to various investors for
        funds contributed to the company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|11. | INCOME TAXES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | The Company accounts for income taxes in accordance
        with SFAS No. 109, Accounting for Income Taxes. SFAS No. 109 prescribes
        the use of the liability method whereby deferred tax asset and liability
        account balances are determined based on differences between financial
        reporting and tax bases of assets and liabilities and are measured using
        the enacted tax rates. The effects of future changes in tax laws or rates
        are not anticipated.                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | Under SFAS No. 109 income taxes are recognized for the
        following: a) amount of tax payable for the current year, and b) deferred
        tax liabilities and assets for future tax consequences of events that
        have been recognized differently in the financial statements than for
        tax purposes.                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | As at 30 September 2005, there were no differences between
        financial reporting and tax bases of assets and liabilities. The Company
        has tax losses available to be applied against future years income
        as a result of the losses incurred in the current period as well as losses
        carried forward from Trimax. However, due to the losses incurred in the
        period and expected future operating results, management determined that
        it is more likely than not that the deferred tax asset resulting from
        the tax losses available for carryforward will not be realized through
        the reduction of future income tax payments. Accordingly a 100% valuation
        allowance has been recorded for deferred income tax assets.

F-14

---

PLC NETWORK SOLUTIONS INC. - SUCCESSOR TOTRIMAX CORPORATION

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

|12. | ECONOMIC DEPENDENCE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The Company is economically dependent on the supply
        of Products from the Partner as described in note 1 in order to continue
        sales. The Company has the ability to provide Internet services using
        other forms of technology, but would be unable to continue selling the
        product as planned.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|13. | RELATED PARTY TRANSACTIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | Related party transactions are in the normal course
        of operations and are recorded at amounts established and agreed between
        the related parties. Related party transactions not disclosed elsewhere
        in these consolidated financial statements are as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The Company paid fees to a director in the amount of
        $12,300 and consulting fees of $18,141 to individual shareholders of the
        Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The Company settled $50,998 in debt owing to shareholders
        of the Company by issuing 78,458 in shares in November 2005.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|14. | COMMITMENTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | In September 2005, the Company entered into a lease
        for a period of one year, commencing on 1 October 2005 and terminating
        on 30 September 2006. The annual lease payment is approximately $47,000
        Canadian ($40,500 US).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The Company is committed to paying the Partner an annual
        license fee of $100,000 in Canadian dollars ($86,000 US) for five years
        commencing on 1 August 2005. The Company paid their first year's fees
        in October 2005.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|15. | CONTINGENT LIABILITY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | On 27 June 2005 a complaint was filed in the Circuit
        Court of the Seventeenth Judicial Circuit In And For Broward County, State
        Of Florida Civil Division. The complaint alleges that Trimax Corporation
        failed to tender 400,000 shares of its common stock in consideration for
        services provided by the Plaintiff, of which 300,000 were to be delivered
        no later than 15 December 2004. The Plaintiff is asking for $457,500 in
        damages. The Company believes it has meritorious defenses to these claims,
        and intends to vigorously defend itself against these claims. Management
        and legal counsel for the Company are of the opinion that the claims are
        without merit. Accordingly, the financial statements do not include any
        adjustments to reflect the possible outcome of this claim.

F-15

---

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

None.

PART III

ITEM 8A. CONTROLS AND PROCEDURES

Based on their most recent evaluation, which was completed as
of the end of the period, September 30, 2005, covered by this annual report on
Form 10-KSB, the companys Chief Executive Officer and Chief Financial Officer
believe the Companys disclosure controls and procedures (as defined in Exchange
Act Rules 13a-14 and 15d-14) are effective to ensure that information required
to be disclosed by the Company in this report is accumulated and communicated to
the Companys management, including its principal executive officer and
principal financial officer, as appropriate, to allow timely decisions regarding
required disclosure. During the last fiscal quarter to which this report
relates, there were no changes in the companys internal controls or other
factors that could significantly affect these controls subsequent to the date of
their evaluation and there were no corrective actions with regard to significant
deficiencies and material weaknesses.

ITEM 8B. OTHER INFORMATION

None

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND
CONTROL PERSONS

This table sets forth the name, age and position of each
director and executive officer of the Company:

|Name of Director | Age | Position                                                
|---------------- | --- | --------------------------------------------------------
|                 |     |                                                         
|Derek Pepler     | 46  | Director and President
      and Chief Executive Officer
|Robert Vivacqua  | 40  | Director and Chief Financial Officer                    

Derek Pepler  Director and President and Chief Executive
Officer. From 1986 to 1994, Mr. Pepler specialized in Commercial, Investment and
development real estate as a Senior Consultant with Colliers International and
with Oxford Development Group as a Director. From 1994 to 1999, Mr. Pepler
worked with several merchant banks as V. P. Sales and Marketing, managing debt
financing and venture capital opportunities. Since1999 (to present) Derek has
worked as a consultant managing sales and distribution of financial products for
several securities dealers.

Robert Vivacqua  Director and Chief Financial Officer. Mr.
Vivacqua has over 7 years experience as a Financial Planner and Investment
Advisor and has worked within several large and medium sized firms within the
investment industry. He gained his start in the Investment industry while at
Bank Of America where he made the transition to a currency trader. From there he
graduated into the position of Financial Analyst at Elliott & Page Mutual
Funds, which eventually amalgamated into Manulife Financial where he presently
maintains a position as a consultant. Additionally, he also became a partner in
a small boutique independent Venture Capital Firm named RJ Sterling Venture
Capital where he performs a wide range of duties for its customers such as
financial/estate planning, advising, and mortgage facilitator for individual
investors. In addition he has procured and assisted in various financing's for
small to mid sized private/public companies through RJ Sterling and the
companies relationships within the investment industry.

ITEM 10. EXECUTIVE COMPENSATION

During the last period, officers and directors of the Company,
or its subsidiaries, have received no shares in remuneration for services
rendered through September 30, 2005. No officer or director received any cash
payments. Although there is no current plan in existence, it is possible that
the Company will adopt a plan to pay or accrue compensation to its officers for
services provided to the Company.

9

---

COMPENSATION OF DIRECTORS

Directors have not been compensated for their services as
directors. All directors are reimbursed for any reasonable expenses incurred in
the course of fulfilling their duties as a director of the Company. 50,000
shares were issued to a former Director for repayment of time, efforts and
sundry costs incurred as a Director.

EMPLOYMENT CONTRACTS

The Company does not presently have employment contracts with
  its executive officers and directors. The Company has a consulting contract
  with a Consultant, whereby, for each signed and verified customer unit acquisition,
  the Company will pay the individual 100% of the revenue for the first month
  of service per unit, plus issue warrants for 5% of the total sales figures resulting
  from the Consultant’s efforts. The Company has also agreed to pay the
  Consultant a finder’s fee for any financing referred by the Consultant.

STOCK OPTION PLAN

Although the company does not currently have a stock option
plan it anticipates adopting one as a means to compensate employees for work
performed or to attract any future employees.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT

The following table sets forth as of January 16, 2006 certain
information known to the Company regarding the beneficial ownership of the
Company's common stock, and as adjusted to reflect the share ownership for (i)
each executive officer or director of the Company who beneficially owns shares;
(ii) each stockholder known to the Company to beneficially own five percent or
more of the outstanding shares of its common stock; and (iii) all executive
officers and directors as a group. The Company believes that the beneficial
owners of the common stock listed below, based on information furnished by such
owners, have sole investment and voting power with respect to such shares,
subject to community property laws where applicable.

|                                |                  | PERCENTAGE OF
|------------------------------- | ---------------- | -------------
|                                |                  | OUTSTANDING  
|NAME AND POSITION               | NUMBER OF SHARES | SHARES       
|                                |                  |              
|                                |                  |              
|Derek Pepler                    | 20,043           | 0.004%       
|Robert Vivacqua                 | 51,000           | 0.0005%      
|                                |                  |              
|All Current Directors and       |                  |              
|Officers As A Group (2 Persons) | 71,043           | 0.0048%      

CHANGE IN CONTROL

The Company is not aware of any arrangement that would upset
the control mechanisms currently in place. Although it is conceivable that a
third party could attempt a hostile takeover of the Company, the Company has not
received notice of any such effort.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED
TRANSACTIONS

No transactions with management or other parties occurred
during the year that would otherwise be reported under this section.

The Company paid fees to a director in the amount of $12,300
and consulting fees of $18,141 to individual shareholders of the Company.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

EXHIBITS:

|Exhibit 3.3  | Amended and Restated Articles of Incorporation                                       
|------------ | -------------------------------------------------------------------------------------
|             |                                                                                      
|Exhibit 31.1 | Certifications of CEO Pursuant to Section 302
      of the Sarbanes-Oxley Act of 2002
|             |                                                                                      
|Exhibit 31.2 | Certifications of CFO Pursuant to Section 302
      of the Sarbanes-Oxley Act of 2002
|             |                                                                                      
|Exhibit 32.1 | Certifications of CEO Pursuant to Section 906
      of the Sarbanes-Oxley Act of 2002
|             |                                                                                      
|Exhibit 32.2 | Certifications of CFO Pursuant to Section 906
      of the Sarbanes-Oxley Act of 2002



10

---

REPORTS ON FORM 8-K:

8K filed with the SEC on Aug 17, 50058K filed with the SEC
on August 23, 2005 and amendments thereto.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND
SERVICES

Table of Audit Fees paid to Walker & Company

Walker & Company
      Audit Services
      Audit Related Fees
      Tax Fees
      Other Fees2005
      17,000
      Nil
      Nil
      Nil


11

---

SIGNATURES

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

TRIMAX CORPORATION.

|By: | /s/ Derek Pepler                                         | 
|--- | -------------------------------------------------------- | 
|    | Derek Pepler                                             | 
|    | President and Director and Chief
      Executive Officer | 

Date: January 16, 2006

In accordance with the Exchange Act, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

|By: | /s/ Derek Pepler                                         | 
|--- | -------------------------------------------------------- | 
|    | Derek Pepler                                             | 
|    | President and Chief Executive
      Officer and Director | 
|    |                                                          | 
|    |                                                          | 
|By: | /s/ Robert Vivacqua                                      | 
|    | Robert Vivacqua                                          | 
|    | Chief Financial Officer and
      Director               | 

12

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