Manaris Corporation, formerly known as C-Chip Technologies Corporation, incorporated on June 26, 2000, is primarily engaged in risk mitigation. Manaris offers corporations and institutions security management solutions and services. The Company operates three wholly owned subsidiaries: Avensys Inc. (Avensys), which provides risk management monitoring solutions; Chartrand Laframboise Investigation, which provides investigative services, and C-Chip Technologies Corporation (North America) (C-Chip), which specializes in high-tech security. The Company's service and technology offering are risk management solutions, security services, environmental monitoring and Web-based security solutions. On September 22, 2005, the Company decided to cease operations of its Canadian Security Agency (2004) Inc. (CSA) subsidiary, which provides security services to large corporate accounts, including courier and trucking companies. As a result, CSA has entered into an agreement with Securite Kolossal Inc., pursuant to which CSA will sell its customer list to Securite Kolossal. The Company has owned CSA since February 2004. In March 2005, Manaris acquired all of the issued and outstanding common stock of Avensys. In February 2005, Manaris entered into agreements to acquire 100% of the outstanding shares of 9151-3929 QUEBEC INC., (QUEBEC) and 3826961 CANADA INC. (CANADA) through Manaris' wholly owned subsidiary, 6327915 CANADA, INC. QUEBEC and CANADA collectively owned 100% of 3428249 CANADA INC, which owned 100% of CHARTRAND LAFRAMBOISE INC., a company specializing in the security field, and 100% of 9126-7641 QUEBEC INC., a corporation specializing in credit management and verification. On June 30, 2005, 3428249 Canada Inc. and 6327915 Canada Inc. completed a merger transaction. The merged company continued to be 6327915 Canada Inc. Following the merger, 3826961 Canada Inc. and 9151-3929 Quebec Inc. were each dissolved, on June 9, 2005, and September 26, 2005, respectively. QUEBEC, CANADA, 3428249 CANADA INC., CHARTRAND LAFRAMBOISE INC. and 9126-7641 QUEBEC INC. (collectively, CLI) operate in the field of investigative services in Canada. CLI's core services include investigation, surveillance, background verification, business intelligence, security consulting and labor management conflict, and engages undercover agents for many of its services. CLI is one of Investigations Canada's partners. Risk Management Solutions To allow increased security and to control the usage of remote equipment, C-Chip initially focused on the development and marketing of risk management solutions using integrated wireless communications, radio frequency identification (RFID) technology, transaction processing, software applications and the Internet, and when location is required, global positioning system (GPS) technology to enable users to access, control, manage and monitor remote assets. Customers have access to a corporate Website in order to remotely access, control, locate and monitor different types of equipment or services anywhere throughout North America for increased security. C-Chip markets an offering targeting the automotive sector with solutions encompassing the credit, asset and security management industry. Its technology is based on a platform that can be adapted to a number of products, including office equipment, industrial machinery and consumer electronics products. Security Services CLI's services include security officers and investigation. Security officers provide services primarily to commercial and industrial centers, and office buildings. They provide protection services combined with customer service. These security officers possess the necessary qualifications to work with complex and multi-purpose, high-tech security systems. CLI's investigation team is made up of specialized experts with experience in investigation and research. They provide external and internal investigation services, as well as other related services. External investigations include fraud, insurance, workers' compensation, in-house theft,