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Orbsat Corp – ‘10-K’ for 12/31/19 – ‘EX-31.1’

On:  Monday, 3/30/20, at 1:28pm ET   ·   For:  12/31/19   ·   Accession #:  1493152-20-5127   ·   File #:  0-25097

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/30/20  Orbsat Corp                       10-K       12/31/19   86:6.2M                                   M2 Compliance/FA

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML    724K 
 2: EX-21.1     Subsidiaries List                                   HTML     23K 
 3: EX-31.1     Certification -- §302 - SOA'02                      HTML     29K 
 4: EX-31.2     Certification -- §302 - SOA'02                      HTML     29K 
 5: EX-32.1     Certification -- §906 - SOA'02                      HTML     28K 
27: R1          Document and Entity Information                     HTML     60K 
53: R2          Consolidated Balance Sheets                         HTML    143K 
78: R3          Consolidated Balance Sheets (Parenthetical)         HTML     83K 
38: R4          Consolidated Statements of Operations and           HTML     94K 
                Comprehensive Loss                                               
28: R5          Consolidated Statement of Stockholders' Equity      HTML     89K 
54: R6          Consolidated Statement of Cash Flows                HTML    130K 
79: R7          Basis of Presentation and Summary of Significant    HTML    110K 
                Accounting Policies                                              
39: R8          Going Concern Considerations                        HTML     29K 
26: R9          Inventories                                         HTML     30K 
60: R10         Prepaid Expenses                                    HTML     27K 
85: R11         Property and Equipment                              HTML     32K 
40: R12         Intangible Assets                                   HTML     33K 
29: R13         Accounts Payable and Accrued Other Liabilities      HTML     32K 
61: R14         Line of Credit                                      HTML     27K 
86: R15         Note Exchange Agreement                             HTML     36K 
41: R16         Convertible Notes Payable                           HTML     36K 
30: R17         Derivative Liabilities                              HTML     32K 
62: R18         Stockholders' Equity                                HTML     91K 
84: R19         Income Taxes                                        HTML     44K 
46: R20         Commitments and Contingencies                       HTML     45K 
13: R21         Related Party Transactions                          HTML     29K 
63: R22         Concentrations                                      HTML     39K 
70: R23         Subsequent Events                                   HTML     31K 
47: R24         Basis of Presentation and Summary of Significant    HTML    184K 
                Accounting Policies (Policies)                                   
14: R25         Basis of Presentation and Summary of Significant    HTML     52K 
                Accounting Policies (Tables)                                     
64: R26         Inventories (Tables)                                HTML     31K 
71: R27         Property and Equipment (Tables)                     HTML     32K 
45: R28         Intangible Assets (Tables)                          HTML     29K 
15: R29         Accounts Payable and Accrued Other Liabilities      HTML     32K 
                (Tables)                                                         
34: R30         Note Exchange Agreement (Tables)                    HTML     34K 
43: R31         Derivative Liabilities (Tables)                     HTML     34K 
83: R32         Stockholders' Equity (Tables)                       HTML     63K 
59: R33         Income Taxes (Tables)                               HTML     41K 
33: R34         Commitments and Contingencies (Tables)              HTML     29K 
42: R35         Concentrations (Tables)                             HTML     42K 
82: R36         Basis of Presentation and Summary of Significant    HTML    101K 
                Accounting Policies (Details Narrative)                          
58: R37         Basis of Presentation and Summary of Significant    HTML     37K 
                Accounting Policies - Summary of Carrying Amount                 
                of the Major Classes of Liabilities (Details)                    
32: R38         Basis of Presentation and Summary of Significant    HTML     37K 
                Accounting Policies - Schedule of Estimated Useful               
                Life of Property and Equipment (Details)                         
44: R39         Basis of Presentation and Summary of Significant    HTML     35K 
                Accounting Policies - Schedule of Reconciliation                 
                of Derivative Liability Measured at Fair Value                   
                (Details)                                                        
19: R40         Basis of Presentation and Summary of Significant    HTML     40K 
                Accounting Policies - Schedule of Dilutive Common                
                Stock Equivalents (Details)                                      
49: R41         Basis of Presentation and Summary of Significant    HTML     33K 
                Accounting Policies - Schedule of Dilutive Common                
                Stock Equivalents (Details) (Parenthetical)                      
76: R42         Basis of Presentation and Summary of Significant    HTML     39K 
                Accounting Policies - Schedule of Adjustment to                  
                Net Income (loss) Available to Common Stockholders               
                (Details)                                                        
69: R43         Going Concern Considerations (Details Narrative)    HTML     34K 
18: R44         Inventories - Schedule of Inventories (Details)     HTML     33K 
48: R45         Prepaid Expenses (Details Narrative)                HTML     27K 
75: R46         Property and Equipment (Details Narrative)          HTML     27K 
68: R47         Property and Equipment - Schedule of Property and   HTML     42K 
                Equipment (Details)                                              
16: R48         Intangible Assets (Details Narrative)               HTML     46K 
50: R49         Intangible Assets - Schedule of Future              HTML     41K 
                Amortization of Intangible Assets (Details)                      
36: R50         Accounts Payable and Accrued Other Liabilities -    HTML     52K 
                Schedule of Accounts Payable and Accrued Other                   
                Liabilities (Details)                                            
22: R51         Line of Credit (Details Narrative)                  HTML     40K 
56: R52         Note Exchange Agreement (Details Narrative)         HTML     42K 
80: R53         Note Exchange Agreement - Schedule of Exchange for  HTML     78K 
                Conversion of Preferred Shares for Promissory                    
                Notes (Details)                                                  
37: R54         Convertible Notes Payable (Details Narrative)       HTML     89K 
23: R55         Derivative Liabilities - Schedule of Conversion     HTML     36K 
                Feature Derivative Liability (Details)                           
57: R56         Derivative Liabilities - Schedule of Assumptions    HTML     33K 
                for Fair Value of Convertible Instruments Granted                
                Under Black-scholes Option Pricing Model (Details)               
81: R57         Stockholders' Equity (Details Narrative)            HTML    437K 
35: R58         Stockholders' Equity - Schedule of Stock Option     HTML     31K 
                Cancelled (Details)                                              
24: R59         Stockholders' Equity - Schedule of Exercise of      HTML     43K 
                shares (Details)                                                 
65: R60         Stockholders' Equity - Schedule of Outstanding      HTML     74K 
                Stock Options Activities (Details)                               
73: R61         Stockholders' Equity - Schedule of Outstanding      HTML     55K 
                Stock Warrants Activities (Details)                              
51: R62         Income Taxes (Details Narrative)                    HTML     46K 
20: R63         Income Taxes - Summary of Effective Tax Rate and    HTML     47K 
                the Statutory Federal Rate (Details)                             
66: R64         Income Taxes - Schedule of Deferred Tax Assets and  HTML     43K 
                Liabilities (Details)                                            
74: R65         Commitments and Contingencies (Details Narrative)   HTML    109K 
52: R66         Commitments and Contingencies - Schedule of Future  HTML     42K 
                Minimum Lease Payments (Details)                                 
21: R67         Related Party Transactions (Details Narrative)      HTML     61K 
67: R68         Concentrations (Details Narrative)                  HTML     29K 
72: R69         Concentrations - Schedule of Concentration Risk     HTML     37K 
                (Details)                                                        
77: R70         Concentrations - Schedule of Concentration Risk     HTML     28K 
                (Details) (Parenthetical)                                        
55: R71         Concentrations - Schedule of Revenue from Each      HTML     40K 
                Geographic Location (Details)                                    
25: R72         Subsequent Events (Details Narrative)               HTML     36K 
31: XML         IDEA XML File -- Filing Summary                      XML    159K 
12: EXCEL       IDEA Workbook of Financial Reports                  XLSX    106K 
 6: EX-101.INS  XBRL Instance -- osat-20191231                       XML   1.74M 
 8: EX-101.CAL  XBRL Calculations -- osat-20191231_cal               XML    214K 
 9: EX-101.DEF  XBRL Definitions -- osat-20191231_def                XML    759K 
10: EX-101.LAB  XBRL Labels -- osat-20191231_lab                     XML   1.31M 
11: EX-101.PRE  XBRL Presentations -- osat-20191231_pre              XML   1.01M 
 7: EX-101.SCH  XBRL Schema -- osat-20191231                         XSD    230K 
17: ZIP         XBRL Zipped Folder -- 0001493152-20-005127-xbrl      Zip    177K 


‘EX-31.1’   —   Certification — §302 – SOA’02


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 

Exhibit 31.1

 

Certifications

 

I, David Phipps, certify that:

 

1. I have reviewed this annual report on Form 10-K for the year ended December 31, 2019 of Orbsat Corp;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: March 30, 2020 /s/ David Phipps
  David Phipps
  Chief Executive Officer
  (principal executive officer)

 

 C: 
   


Dates Referenced Herein

This ‘10-K’ Filing    Date    Other Filings
Filed on:3/30/20None on these Dates
For Period end:12/31/19
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Filing Submission 0001493152-20-005127   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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