Note 1. Organization and Business
RainEarth Inc. (the “Company”)
was incorporated in the State of Nevada on March 14, 2006 under the name of Gold Rock Resources Inc. In April 2006 (see Note 4),
the Company acquired a mineral claim in British Columbia, Canada; the claim was forfeited April 19, 2009. On March 25, 2009 (see
Note 5), the Company entered into a Business Cooperation Agreement with Beijing RainEarth Technology Co. Ltd. (“Beijing RainEarth”)
to jointly conduct a Hollow Fiber Membrane Materials application and manufacturing business. On March 27, 2009, the Company changed
its name to RainEarth Inc. In August 2010 (see Note 5), the Business Cooperation Agreement was terminated.
On July 11, 2008, the Company effected
a 10 for 1 forward stock split of its common stock, thereby increasing the number of issued and outstanding common shares from
2,000,000 shares to 20,000,000 shares and the number of authorized common and preferred shares from 100,000,000 shares to 1,000,000,000
shares. The financial statements have been retroactively adjusted to reflect this stock split.
The financial statements have been
prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities
in the normal course of business. At April 30, 2012, the Company had cash of $377 and negative working capital of $159,299. For
the years ended April 30, 2012 and 2011, the Company had net losses of $63,092 and $49,296, respectively. These factors raise substantial
doubt as to the Company’s ability to continue as a going concern. The Company plans to raise additional capital and achieve
profitable operations through future business ventures. However, there is no assurance that the Company will accomplish these objectives.
The financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and
classification of liabilities that might be necessary should the Company be unable to continue as a going concern.