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EX-31.2 - CERTIFICATION - Go-Page Corpex312.htm
EX-32.1 - CERTIFICATION - Go-Page Corpex321.htm


 
UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
FORM 10-K
 
(Mark One)
 
[ X ] Annual Report Pursuant To Section 13 Or 15(d) Of The Securities Exchange Act Of 1934
 
For the fiscal year ended June 30, 2014
 
[ ] Transition Report Under Section 13 Or 15(d) Of The Securities Exchange Act Of 1934
 
For the transition period from _____ to _____
 
COMMISSION FILE NUMBER:000-52766
 
 GO-PAGE CORPORATION
(Formerly Empirical Ventures, Inc.)
 (Name of small business issuer in its charter)
 
NEVADA
27-0143340
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)

500 North Rainbow Road Suite, 300, Las Vegas Nevada
 89107
(Address of principal executive offices)
(Zip Code)

702-448-8179
Issuer's telephone number
 
Securities registered under Section 12(b) of the Exchange Act: None
 
Securities registered under Section 12(g) of the Exchange Act:
 
 Common Stock, $0.001 Par Value Per Share.
 
 
 

 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
 
 
Yes [ ]
 
No [X]
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
 
 
Yes [X]
 
No [ ]
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
 
 
Yes [X]
 
No [ ]
 
Indicate by check mark whether registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
 
 
Yes [ ]
 
No [X]
 
 Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not 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-K or any amendment to this Form 10-K.   [X]
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o
Accelerated filer o
Non-accelerated filer o
Smaller reporting company x
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 
Yes [ ]
 
No [X]
 
As of June 30, 2014, the last day of registrant’s fiscal year end, the aggregate market value of the registrant’s common stock, $0.001 par value, held by non-affiliates, computed by reference to the closing sale price of the common stock reported on the OTCPK as of June 30, 2014, was approximately $2,896. For purposes of the above statement only, all directors, executive officers and 10% shareholders are assumed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.
 
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date.
 
As of April 20, 2015 the Issuer had 22,895,591 Common shares outstanding
 
Documents Incorporated By Reference: None
 
2

 
GO-PAGE CORPORATION
 
INDEX TO ANNUAL REPORT ON FORM 10-K
 
Fiscal Year Ended June 30, 2014

   
Page
     
 
PART I
  5
Business
11
Risk Factors
16
Unresolved Staff Comments
16
Properties
16
Legal Proceedings
16
Mine Safety Disclosures
16
     
 
PART II
 
     
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
17
Selected Financial Data
19
Management’s Discussion and Analysis of Financial Condition and Results of Operations
20
Quantitative and Qualitative Disclosures about Market Risk
27
Financial Statements and Supplementary Data
27
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
28
Controls and Procedures
28
Other Information
30
     
 
PART III
 
     
Directors, Executive Officers and Corporate Governance
31
Executive Compensation
37
Security Ownership of Certain Beneficial Owners and Management and Related
 
 
Stockholder Matters
40
Certain Relationships and Related Transactions, and Director Independence
41
Principal Accounting Fees and Services
26
     
 
PART IV
 
     
Exhibits, Financial Statement Schedules
27
     
CERTIFICATION PURSUANT TO SECTION 302 (a) OF THE SARBANES-OXLEY ACT OF 2002
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 
3

 
Cautionary Statement Regarding Forward Looking Statements

Certain statements contained in this Annual Report on Form 10-K constitute "forward-looking statements". These statements, identified by words such as “plan”, "anticipate", "believe", "estimate", "should," "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Such risks and uncertainties include those set forth under the caption "Management's Discussion and Analysis or Plan of Operation" and elsewhere in this Form 10-K. We advise you to carefully review the reports and documents we file from time to time with the Securities and Exchange Commission (the “SEC”), particularly our Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. We discuss many of these risks in greater detail in “Risk Factors.” Given these uncertainties, you should not place undue reliance on these forward-looking statements. Also, forward-looking statements represent our management’s beliefs and assumptions only as of the date of this report. You should read this report and the documents that we reference in this report and have filed as exhibits to the report completely and with the understanding that our actual future results may be materially different from what we expect. Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

As used in this Annual Report, the terms "we", "us", "our", Go-Page” and the “Company” mean Go-Page Corporation, unless otherwise indicated. All dollar amounts in this Annual Report are expressed in U.S. dollars unless otherwise indicated.
 
 
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PART I
 
ITEM 1.      BUSINESS.
 
Corporate Background
 
Go-Page Corporation (Formerly Empirical Ventures, Inc. is a corporation formed under the laws of the State of Nevada on April 14, 2004, whose principal executive offices are located inLas Vegas Nevada.  Our principal business isthe further development, and, marketing and sales via the Internet of a product called Go-Page.

Recent Corporate Developments toJune 30, 2014
 
On June 9, 2014 (the “Closing Date”), Go-Page Corporation, a Nevada corporation (formerly Empirical Ventures, Inc.), closed a transaction  (the “Transaction”) in the form of a license agreement, as amended (the “ License” or the “License Agreement”) with a company organized under the laws British Virgin Islands, “PSiTech Corporation” ("PSiTech"). In accordance with the terms and conditions of the License Agreement, and prior to the Closing Date, the Company has paid the sum of $50,000 to PSiTech. On September 19, 2014 Peter Schulhof became an Officer and Director of PsiTech Corporation, making Mr. Schulhof a related party as he is Director Of Go-Page Corporation and Psitech Corporation.The License  includes the  right to enter into certain agreements and use PSiTech's intellectual property. The Company did not acquire any plant and equipment, and any other business and operational assets of PSiTech as part of the License, and the Company did not hire any employees of PSiTech.  PSiTech will continue as an independent company, operating in Hong Kong after the Transaction. The License relates to the development and operation of a Website, Internet and Mobile Marketing Platform in North America. The Company plans to utilize the License to provide unique website, online and mobile marketing services in North America.  On the Closing Date and as part of the consideration for the License, the Company issued  20,000,000 restricted shares of Common Stock to PSiTech.
 
The shares of Common Stock issued to PSiTech  had a contract stated value, in managements estimation,  of $20,000, based on several factors, including, the limited trading of the Company’s Common Stock, the placement of a Securities Act of 1933 legend on the Common Stock which restricts its resale until there is a valid exemption for resale  (for example, an exemption under Rule 144 of the Securities Act of 1933 would not be available,  the absence of registration rights, for a minimum period of twelve months, and the self determination of the value of the License by PSiTech. Neither PSiTech nor the Company obtained an independent valuation of the License in connection with the Transaction and the value was arbitrarily determined based in part on the factors listed above.
 
Prior to the Transaction, we were a public reporting “shell company,” as defined in Rule 12b-2 of the Securities Exchange Act of 1934, as amended and the rules and regulations promulgated thereunder (“Exchange Act”).  Accordingly, pursuant to the requirements of Item 2.01(f) of Form 8-K, set forth below, is the information that would be required if we were filing a general form for registration of securities on Form 10 under the Exchange Act, for our common stock, which is the only class of our securities subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act upon consummation of the Transaction.
 
 
 
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DESCRIPTION OF BUSINESS
 
Overview
 
In addition to consummating the Transaction, on June 9, 2014, we plan to operate as a business to consumers, and business to business, to provide services to customers that enable the consumer to access, build, change, monitor and manage their website from the convenience of their mobile telephone. We will act as the administrator for the customer and will reasonably monitor any developments that occur on their Go-Page Website of each customer as part of our ongoing administration.

Our business plan is to  provide our customers with the simple tools that anyone, even those with no technical skills, can create a simple webpage easily, quickly, and by themselves. We will have a full range of services and resources to work with customers towards achieving our customers website and marketing goals. We will provide access to our services that are intended to be  tailored to each customers’ marketing and website needs. We are currently in discussions with several businesses and individuals to maximize our business potential and distribution reach. No assurances can be provided that any agreement will be reached.  We believe we are  in a unique position to capitalize on the North American market and deliver a transparent and customer focused website and mobile marketing solution.  Our primary focus will be small,  middle, and large businesses as well as individuals within North America. There are approximately 469.58 (according to Google) million people in North America, which makes it one of the most populous continents in the world and this represents our initial target market.

Background

We were organized under the laws of the State of Nevada on April 14, 2004 under the name “Empirical Ventures, Inc.” with an initial focus on IT solutions in the travel and tourism industry. On June 6, 2014,we affected a 1 for 35 reverse split of our common stock and changed our name to “Go-Page Corporation.”

We have not generated any revenue from business operations to date. We have been able to raise additional funds to implement our operations.  As a result, we consummated the Transaction with PSiTech Corporation.

Strategy
 
We plan to offer online and mobile website and marketing solutions for a monthly fee (initially at  $29.95 USD)  to customers in North America. At the initial stages of our business plan, all of our customers will have access to the standard Go-Page features, including,  online technical support, Free mobile-optimized templates, Premium industry-specific templates, Premium customized templates, Free web address (domain name), Premium customized web address(domain name), SEO-friendly domain name suggestions, instant, easy search engine optimization(SEO), Social apps, reach your audience instantly ability, with all features having the ability to build, promote and market a customer's website either online or from the convenience of your mobile phone or tablet, free seminar programs including webinars, free software upgrades, the help desk for technical issues, and one on one Go-Page instruction.

In addition, we will also offer,  as standard Go-page features, maps and directions, daily deals promotion, photo gallery and YouTube video viewer , secure cloud storage, automatic data back-up, analytics and reports, mobile editing and updating, fast loading pages, E-commerce tools, easy-to-use user interface dashboard, and click to call.

 
6

 
Other Products/Services and Add-ons
 
In future, although there can be no assurances as to when or if the services may be offered,  we may make available to our customers other features for an additional charge. These prospective add-on features , include downloadable digital coupons, voice to text, 360 degree photo app, email address, premium customized email address, and essential business apps. We acknowledge that these additional features will require further technology programming and development and have allotted $265,000 from our proposed annual budget below to develop them.

Revenues and Customers
 
Currently, we have no revenues or customers. We plan to derive revenues from multiple sources. First, we plan on charging a monthly administration fee for our services and applications. Second, we plan to offer and display sponsorship and advertisements on our web site. We believe this may put us in a unique position with sponsors and larger companies for their online ad budgets. Thirdly, we plan to offer premium applications at an additional charge to our customers.

Intellectual Property
 
To date, we have not been granted any patents, trademarks, franchises, concessions or labor contracts at this time. However, we have prepared applications and filed for trademarks or other intellectual property protections in Canada and the United States. We have no assurance of our ability to continue to use such names in association with the sale of our products and services or the timing on the approvalof our applications.

We intend to enter into confidentiality and proprietary rights agreements with our employees, consultants and other third parties and control access to software, documentation and other proprietary information. We  intend to apply for other protections in the form of patents and copyrights, if applicable. We cannot provide assurances as to the timing or completion of any actions intended to protect our Intellectual Property.  Our policy is that employees are required to execute non-disclosure agreements as part of their employment agreements. Failure to provide adequate protection our proprietary rights could expose us to infringement of our rights by other parties and could offer similar services, significantly harming our competitive position and decreasing our revenues.

Marketing

We will strive to position ourselves as the leading website, online, and mobile marketing provider in North America. In today's technology driven world, we believe having services with a mobile and online element will position us for growth within the communication market. We plan to utilize various methods of marketing to gain brand recognition and market acceptance to establish ourselves in the mobile marketing and online market place.

 
7

 
We plan to establish a presence in the market, primarily through the use of traditional methods of marketing in conjunction with a viral marketing component geared towards mobile and online viewing. The highlighted points below are an overview of the various marketing channels and strategies we intend to employ. The campaign will focus on an overarching national strategy that will be complimented by regional efforts. The main goal is to sell our services to small, medium, and large businesses and  individuals throughout North America. We also intend to employ third party consultants to assist us in maximizing our online marketing and mobile applications.

Search Engine Optimization (SEO),Google add words, and key words.
Radio, which can be a very cost efficient way of positioning our brand online.
Supporting local, regional and national business
Social media i.e., Facebook, Twitter, etc.
Television
Mobile Telephone Networks
Referral Programs

Branding

We plan to utilize various forms of media and print advertising to promote our brand. Anticipated forms of print media include brochures, advertisements in financial publications, and billboards.  Our management will also attend and participate in key industry related trade shows throughout North America to promote our brand and products. We will design and utilize the internet as a forum to promote our brand that result in higher quality products. We will strive to  regularly update our website to ensure proper informational flow to established and new customers.
 
Mobile Marketing Industry

Overview

Management contends that some perceive mobile advertising as closely related to online or internet advertising, though we believe its reach is far greater - currently, most mobile advertising is targeted at mobile phones, that came estimably to a global total of 6.9 billion as of 2014 (Source: mobithinking.com). Notably computers, including desktops and laptops, are currently estimated at approximately 1.9 billion globally (Source: ask.com).
 
 
8

 
It is probable, in our management’s opinion,  that advertisers and media industry will increasingly take account of a bigger and fast-growing mobile market, though it remains at around 2.7% of global advertising spending and is estimated to increase to 7.6% by 2016 (Source: statisa.com)Mobile media is evolving rapidly, and while we believe mobile phones will continue to be the mainstay, it is not clear whether mobile phones based on cellular backhaul, or smart phones based on WiFi hot spot, or WiMAX hot zone, will also strengthen. However, as an illustration of the  emergence of this form of advertising, that there is now a dedicated global advertising awards ceremony organized every year by Vision gain, abusiness information portal.
 
In information provided by the research firm Berg Insight, as mobile phones outnumber Television sets by over 3 to 1, and PC based internet users by over 4 to 1, and the total laptop and desktop PC population by nearly 5 to 1, advertisers in many markets, we contend,  have recently rushed to this media.  In Spain 75% of mobile phone owners receive ads, in France 62% and in Japan 54%.More remarkably as mobile advertising matures, like in the most advanced markets, the user involvement also matures. In Japan today, already 44% of mobile phone owners click on ads they receive on their phones. Mobile advertising was worth 900 million dollars in Japan alone. According to the research firm Berg Insight, the global mobile advertising market that was estimated to € 1 billion in 2008 Furthermore, Berg Insight forecasts the global mobile advertising market to grow at a compound annual growth rate of 43 percent to € 8.7 billion in 2014.
 
In the Q2 2013 "State of Mobile Advertising Report" by Opera Mediaworks, it is reported that mobile advertising is growing globally at a rapid rate. Opera Mediaworks reports that rich media ads are now averaging a 1.53 percentage click rate among users. App large banner ads are still the most popular, but they are on the decline.
 
Types of mobile ads
 
In some markets, this type of advertising is most commonly seen as a Mobile Web Banner (top of page) or Mobile Web Poster (bottom of page banner), while in others, it is dominated by SMS advertising Other forms include MMS advertising, advertising within mobile games and mobile videos, during mobile TV receipt, full-screen interstitials, which appear while a requested item of mobile content or mobile web page is loading up, and audio advertisements that can take the form of a jingle before a voicemail recording, or an audio recording played while interacting with a telephone-based service such as movie ticketing or directory assistance.
 
The Mobile Marketing Association and the IAB (Interactive Advertising Bureau) has published mobile advertising guidelines, but we contend that it is difficult to keep such guidelines current in such a fast-developing area.
 
The effectiveness of a mobile media ad campaign, in our estimation,  can be measured in a variety of ways. The main measurements are impressions (views) and click-through rates.
 
 
9

 
They are also sold to advertisers by views (Cost Per Impression) or by click-through (Cost Per Click). Additional measurements include conversion rates, such as click-to-call rates and other degrees of interactive measurement.
 
Mobile media can run on a mobile web page or within a mobile application, often referred to as in-App.
 
One of the popular models in mobile advertising,  in our estimation,  is Cost Per Install (CPI) where there the pricing model is based on the user installing an App on their mobile phone. CPI Mobile Advertising Networks work either as incent or non-incent. In the incent model the user is given virtual points or rewards to install the game or App.
 
Mobile Rich Media
 
In addition to standard mobile display banners, our management has observed a growing trend  to include rich media execution within the banner ads. This includes banners that would expand to a larger size, offering advertisers a larger display to communicate their message. Games within the banner to make the experience more interactive or a video within the banner space.
 
There are limitations to rich media on mobile because all of the coding must be done in HTML5, since the iOS does not support flash.
 
Government Regulations

The conduct of our business, and the production, distribution, sale, advertising, labeling, safety, transportation and use of our products, may be subject to various laws and regulations administered by federal, state and local governmental agencies in North America, as well as to foreign laws and regulations administered by government entities and agencies in markets where we may operate and sell our products and services. We are unaware of any licenses or regulations that we have to adhere to and it is our policy to abide by the laws and regulations that apply to our business.

We may also be subject to a number of U.S. federal or state laws and regulations that affect companies conducting business on the Internet, many of which are still evolving and being tested in courts, and could be interpreted in ways that could harm our business. These may involve user privacy, rights of publicity, data protection, content, intellectual property, distribution, electronic contracts and other communications, competition, protection of minors, consumer protection, taxation and online payment services.

We will rely on legal and operational compliance programs, as well as local counsel, to guide our business in complying with applicable laws and regulations of the jurisdictions in which we do business.
 
We do not anticipate at this time that the cost of compliance with U.S. and foreign laws will have a material financial impact on our operations, business or financial condition, but there are no guarantees that new regulatory and tariff legislation may not have a material negative effect on our business in the future.
 
 
10

Employees
 
Go-Page currently has 3 full-time employees and no part-time employees. All employees are required to execute non-disclosure agreements as part of their employment agreements. We believe our relations with our employees are good. None of our employees are subject to collective bargaining agreements.

Subsidiaries

We have no subsidiaries.

WHERE YOU CAN GET ADDITIONAL INFORMATION

We file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read and copy our reports or other filings made with the SEC at the SEC’s Public Reference Room, located at 100 F Street, N.E., Washington, DC 20549. You can obtain information on the operations of the Public Reference Room by calling the SEC at 1-800-SEC-0330. You can also access these reports and other filings electronically on the SEC’s web site, www.sec.gov.

ITEM 1A.   RISK FACTORS

The risks and uncertainties described below are not the only ones facing us. Other events that we do not currently anticipate or that we currently deem immaterial also may affect our results of operations and financial condition. If any events described in the risk factors actually occur, our business, operating results, prospects and financial condition could be materially harmed. In connection with the forward looking statements that appear elsewhere in this annual report, you should also carefully review the cautionary statement referred to under “Cautionary Statement Regarding Forward Looking Statements.”

You should carefully review the risk factors together with all other information contained in this Annual Report on Form 10-K, and in prior reports pursuant to the Securities Exchange Act of 1934, as amended and the Securities Act of 1933, as amended. Our risk factors, including but not limited to the risk factors listed below, are as follows:

SHOULD ONE OR MORE OF THE FOREGOING RISKS OR UNCERTAINTIES MATERIALIZE, OR SHOULD THE UNDERLYING ASSUMPTIONS OF OUR BUSINESS PROVE INCORRECT, ACTUAL RESULTS MAY DIFFER SIGNIFICANTLY FROM THOSE ANTICIPATED, BELIEVED, ESTIMATED, EXPECTED, INTENDED OR PLANNED.
 
11

 
The report of our independent registered public accounting firm contains explanatory language that substantial doubt exists about our ability to continue as a going concern.

The independent auditor’s report on our financial statements contains explanatory language that substantial doubt exists about our ability to continue as a going concern.  Due to our lack of operating history and present inability to generate revenues, we have sustained operating losses since our inception.  As of June 30, 2014, we had $39,118  in cash, and accumulated net losses of $711,973 since inception.  If we are unable to obtain sufficient financing in the near term as required or achieve profitability, then we would, in all likelihood, experience severe liquidity problems and may have to curtail our operations.  If we curtail our operations, we may be placed into bankruptcy or undergo liquidation, the result of which will adversely affect the value of our common shares.

We may not have access to sufficient capital to pursue our business and therefore would be unable to achieve our planned future growth.

We intend to pursue a strategy that includes development of our Company’s business plan.  Currently we have limited capital, which is insufficient to pursue our plans for development and growth.  Our ability to implement our Company’s plans will depend primarily on our ability to obtain additional private or public equity or debt financing.  Such financing may not be available, or we may be unable to locate and secure additional capital on terms and conditions that are acceptable to us.  Financing exploration plans through equity financing will have a dilutive effect on our common shares.  Our failure to obtain additional capital will have a material adverse effect on our business.

Our common shares have been subject to penny stock regulation in the United States of America.

Our common shares have been subject to the provisions of Section 15(g) and Rule 15g-9 of the (US) Securities Exchange Act of 1934, as amended (the “Exchange Act”), commonly referred to as the “penny stock” rule.  Section 15(g) sets forth certain requirements for transactions in penny stocks and Rule 15g-9(d)(1) incorporates the definition of penny stock as that used in Rule 3a51-1 of the Exchange Act.  The Commission generally defines penny stock to be any equity security that has a market price less than US$5.00 per share, subject to certain exceptions.  Rule 3a51-1 provides that any equity security is considered to be penny stock unless that security is: registered and traded on a national securities exchange meeting specified criteria set by the Commission; issued by a registered investment company; excluded from the definition on the basis of price (at least US$5.00 per share) or the registrant’s net tangible assets; or exempted from the definition by the Commission. If our common shares are deemed to be “penny stock”, trading in common shares will be subject to additional sales practice requirements on broker/dealers who sell penny stock to persons other than established customers and accredited investors.

Financial Industry Regulatory Authority, Inc. (“FINRA”) sales practice requirements may limit a shareholder’s ability to buy and sell our common shares.

In addition to the “penny stock” rules described above, FINRA has adopted rules that require that in recommending an investment to a client, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that client.  Prior to recommending speculative low priced securities to their non-institutional clients, broker-dealers must make reasonable efforts to obtain information about the client’s financial status, tax status, investment objectives and other information.  Under interpretations of these rules, FINRA believes that there is a high probability that speculative low priced securities will not be suitable for at least some clients.  FINRA requirements make it more difficult for broker-dealers to recommend that their clients buy our common shares, which may limit your ability to buy and sell our stock and have an adverse effect on the market for our shares.
 
12

 
As a public company we are subject to complex legal and accounting requirements that will require us to incur significant expenses and will expose us to risk of non-compliance.

As a public company, we are subject to numerous legal and accounting requirements in both Canada and the United States of America that do not apply to private companies. The cost of compliance with many of these requirements is material, not only in absolute terms but, more importantly, in relation to the overall scope of the operations of a small company.  Our relative inexperience with these requirements may increase the cost of compliance and may also increase the risk that we will fail to comply.  Failure to comply with these requirements can have numerous adverse consequences including, but not limited to, our inability to file required periodic reports on a timely basis, loss of market confidence, delisting of our securities and/or governmental or private actions against us.  We cannot assure you that we will be able to comply with all of these requirements or that the cost of such compliance will not prove to be a substantial competitive disadvantage vis-à-vis privately held and larger public competitors.

Compliance with changing regulation of corporate governance and public disclosure will result in additional expenses and pose challenges for our management.

Changing laws, regulations and standards relating to corporate governance and public disclosure, including the Dodd-Frank Wall Street Reform and Consumer Protection Act and the rules and regulations promulgated thereunder, the Sarbanes-Oxley Act and SEC regulations, have created uncertainty for public companies and significantly increased the costs and risks associated with accessing the U.S. public markets.  Our management team needs to devote significant time and financial resources to comply with both existing and evolving standards for public companies, which will lead to increased general and administrative expenses and a diversion of management time and attention from revenue generating activities to compliance activities.

The price at which you purchase our common shares may not be indicative of the price that will prevail in the trading market. You may be unable to sell your common shares at or above your purchase price, which may result in substantial losses to you. The market price for our common shares is particularly volatile given our status as a relatively unknown company with a small and thinly traded public float, limited operating history and lack of profits which could lead to wide fluctuations in our share price.

The market for our common shares is characterized by significant price volatility when compared to seasoned issuers, and we expect that our share price will continue to be more volatile than a seasoned issuer.  The volatility in our share price is attributable to a number of factors.  First our common shares, at times, are thinly traded.  As a consequence of this lack of liquidity, the trading of relatively small quantities of shares by our shareholders may disproportionately influence the price of those shares in either direction.  The price for our shares could, for example, decline precipitously in the event that a large number of our common shares are sold on the market without commensurate demand, as compared to a seasoned issuer which could better absorb those sales without adverse impact on its share price.  Second, we are a speculative or “risky” investment due to our limited operating history, lack of profits to date and uncertainty of future market acceptance for our potential products. As a consequence, more risk-adverse investors may, under the fear of losing all or most of their investment in the event of negative news or lack of progress, be more inclined to sell their shares on the market more quickly and at greater discounts than would be the case with the stock of a seasoned issuer.  Many of these factors are beyond our control and may decrease the market price of our common shares, regardless of our performance.  We cannot make any predictions as to what the prevailing market price for our common shares will be at any time or as to what affect that the sale of shares or the availability of common shares for sale at any time will have on the prevailing market price.

Shareholders should be aware that, according to SEC Release No. 34-29093, the market for penny stocks has suffered in recent years from patterns of fraud and abuse.  Such patterns include control of the market for the security by one or a few broker-dealers that are often related to the promoter or issuer;  manipulation of prices through prearranged matching of purchases and sales and false and misleading press releases; boiler room practices involving high-pressure sales tactics and unrealistic price projections by inexperienced sales persons; excessive and undisclosed bid-ask differential and markups by selling broker-dealers; and the wholesale dumping of the same securities by promoters and broker-dealers after prices have been manipulated to a desired level, along with the resulting inevitable collapse of those prices and with consequent investor losses.  Our management is aware of the abuses that have occurred historically in the penny stock market.  Although we do not expect to be in a position to dictate the behavior of the market or of broker-dealers who participate in the market, management will strive within the confines of practical limitations to prevent the described patterns from being established with respect to our securities.  The occurrence of these patterns or practices could increase the volatility of our share price.
 
13

 
Volatility in our common share price may subject us to securities litigation, thereby diverting our resources that may have a material effect on our profitability and results of operations.

The market for our common shares is characterized by significant price volatility when compared to seasoned issuers, and we expect that our share price will continue to be more volatile than a seasoned issuer for the indefinite future.  In the past, plaintiffs have often initiated securities class action litigation against a company following periods of volatility in the market price of its securities.  We may in the future be the target of similar litigation.  This type of litigation could result in substantial costs and could divert management’s attention and resources.

Failure to achieve and maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”) could have a material adverse effect on our business and our operating results.

If we fail to comply with the requirements of Section 404 of the Sarbanes-Oxley Act regarding internal control over financial reporting or to remedy any material weaknesses in our internal controls that we may identify, such failure could result in material misstatements in our financial statements, cause investors to lose confidence in our reported financial information and have a negative effect on the trading price of our common shares.

Pursuant to Section 404 of the Sarbanes-Oxley Act and current SEC regulations, we are required to prepare assessments regarding internal controls over financial reporting.  In connection with our on-going assessment of the effectiveness of our internal control over financial reporting, we may discover “material weaknesses” in our internal controls as defined in standards established by the Public Company Accounting Oversight Board, or the PCAOB.  A material weakness is a significant deficiency, or combination of significant deficiencies, that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected.  The PCAOB defines “significant deficiency” as a deficiency that results in more than a remote likelihood that a misstatement of the financial statements that is more than inconsequential will not be prevented or detected.

In the event that a material weakness is identified, as it has been for this report, subject to expansion of the size of our Company and our finance department, we will employ qualified personnel and adopt and implement policies and procedures to address any material weaknesses that we identify.  However, the process of designing and implementing effective internal controls is a continuous effort that requires us to anticipate and react to changes in our business and the economic and regulatory environments and to expend significant resources to maintain a system of internal controls that is adequate to satisfy our reporting obligations as a public company.  We cannot assure you that the measures we will take will remediate any material weaknesses that we may identify or that we will implement and maintain adequate controls over our financial process and reporting in the future.

Any failure to complete our assessment of our internal control over financial reporting, to remediate any material weaknesses that we may identify or to implement new controls, or difficulties encountered in their implementation, could harm our operating results, cause us to fail to meet our reporting obligations or result in material misstatements in our financial statements.  Any such failure could adversely affect the results of the management evaluations of our internal controls.  Inadequate internal controls could also cause investors to lose confidence in our reported financial information, which could have a negative effect on the trading price of our common shares.
 
14

Should we lose the services of our key executives, our financial condition and proposed expansion may be negatively impacted.

We depend on the continued contributions of our executive officers to work effectively as a team, to execute our business strategy and to manage our business.  The loss of key personnel, or their failure to work effectively, could have a material adverse effect on our business, financial condition, and results of operations.  Specifically, we rely on, Peter Schulhof, our President and CEO, and Anthony Jackson, our Chief Financial Officer.  We do not maintain key man life insurance.  Should we lose any or all of their services and we are unable to replace their services with equally competent and experienced personnel, our operational goals and strategies may be adversely affected, which will negatively affect our potential revenues.

We do not intend to pay dividends.

We do not anticipate paying cash dividends on our common shares in the foreseeable future.  We may not have sufficient funds to legally pay dividends.  Even if funds are legally available to pay dividends, we may nevertheless decide, in our sole discretion, not to pay dividends.  The declaration, payment and amount of any future dividends will be made at the discretion of our board of directors, and will depend upon, among other things, the results of our operations, cash flows and financial condition, operating and capital requirements, and other factors our board of directors may consider relevant.  There is no assurance that we will pay any dividends in the future, and, if dividends are paid, there is no assurance with respect to the amount of any such dividend.

We are exposed to general economic conditions, which could have a material adverse impact on our business, operating results and financial condition.

Recently there have been adverse conditions and uncertainty in the global economy as the result of unstable global financial and credit markets, inflation, and recession. These unfavorable economic conditions and the weakness of the credit market may continue to have, an impact on our Company’s business and our Company’s financial condition.

The current global macroeconomic environment may affect our Company’s ability to access the capital markets may be severely restricted at a time when our Company wishes or needs to access such markets, which could have a materially adverse impact on our Company’s flexibility to react to changing economic and business conditions or carry on our operations.

Future issuances of shares for various considerations including working capital and operating expenses will increase the number of shares outstanding which will dilute existing investors and may have a depressive effect on the company's stock price.

There may be substantial dilution to our shareholders purchasing in future offerings as a result of future decisions of the Board of Directors to issue shares without shareholder approval for cash, services, payment of debt or acquisitions.
 
15

 
Public disclosure requirements and compliance with changing regulation of corporate governance pose challenges for our management team and result in additional expenses and costs which may reduce the focus of management and the profitability of our company.

Changing laws, regulations and standards relating to corporate governance and public disclosure, including the Dodd-Frank Wall Street Reform and Consumer Protection Act and the rules and regulations promulgated thereunder, the Sarbanes-Oxley Act and SEC regulations, have created uncertainty for public companies and significantly increased the costs and risks associated with accessing the U.S. public markets. Our management team will need to devote significant time and financial resources to comply with both existing and evolving standards for public companies, which will lead to increased general and administrative expenses and a diversion of management time and attention from revenue generating activities to compliance activities.

SHOULD ONE OR MORE OF THE FOREGOING RISKS OR UNCERTAINTIES MATERIALIZE, OR SHOULD THE UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY DIFFER SIGNIFICANTLY FROM THOSE ANTICIPATED, BELIEVED, ESTIMATED, EXPECTED, INTENDED OR PLANNED

ITEM 1B.   UNRESOLVED STAFF COMMENTS
 
None.

ITEM 2.      PROPERTIES

Our offices are currently located at 500 North Rainbow Road Suite, 300, Las Vegas Nevada 89107, and our telephone number is 702-448-8179.   As of the date of this filing, we have not sought to move or change our office site as our space is adequate to meet our needs.  We do not own any real property.

ITEM 3.      LEGAL PROCEEDINGS

On December 31, 2014,  PsiTech Corporation and Go-Page Corporation commenced litigation proceedings against former Go-Page Director and Officer Stewart E. Irvine and filed an Amended Complaint as Co-Plaintiffs in Clark County, Nevada  District Court against Stewart E. Irvine a former Director and Officer of Go-Page Corporation (Case No:A-14-709444-C).

The Plaintiffs (PsiTech Corporation and Go-Page Corporation), as a result of the amended complaint have asked the Courts for eight (8) counts of relief against Irvine, which include, 1. Declaratory Relief. 2. Specific Performance. 3. Breach of Contract. 4. Breach of Implied Covenant of Good Faith and Fair Dealing. 5. Gross Mismanagement and Breach of Fiduciary Duty. 6. Constructive Fraud. 7. Fraudulent Misrepresentation.  8. Preliminary and Permanent Injunction.
 
In February of 2015 PsiTech's Litigation was over turned by the Nevada Court because of a Jurisdictional Issue. However, Go-page Corporation has been allowed by Court to continue their Litigation against Irvine and it is still ongoing.

ITEM 4.      [MINE SAFETY DISCLOSURES]

Not applicable.
 
16

PART II

MARKET FOR THE COMPANY’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
 
Common Stock

Our common stock had been originally quoted on the OTC Bulletin Board on July 28, 2008 under the symbol “EMLV" and since on the Pink Sheets, commenced March 26, 2010 under the symbol "EMLV". On June 6, 2014 the Company affected a 1 for 35 reverse split, a name change to Go-Page Corporation and a symbol change to "GOPG".

The following table sets forth the high and low bid prices for our Common Stock per quarter as reported by the OTCBB for the quarterly periods indicated below based on our fiscal year end of June 30, 2014. These prices represent quotations between dealers without adjustment for retail mark-up, markdown or commission and may not represent actual transactions.

Fiscal Quarter
High
Low
First Quarter (July 1, 2013– September 30, 2013)
$0
$0
Second Quarter (October 1, 2013– December  31, 2013)
$0
$0
Third Quarter (January 1, 2014– March  31, 2014)
$0
$0
Fourth Quarter (April 1, 2014– June 30, 2014)
$0
$0
From the period from inception to June 30, 2014 there has not been any trading in the common shares of the Company.

Record Holders

As of June 30, 2014, an aggregate of 60,533,905 shares of our Common Stock were issued and outstanding and were owned by approximately 44 holders of record, based on information provided by our transfer agent.
 
Recent Sales of Unregistered Securities

As of June 30, 2014 we have sold shares of unregistered securities. All of these shares were acquired from us in private placements or conversion of debt that were exempt from registration under Regulation S of the Securities Act of 1933 and were sold to foreign residents.
 
17

 

 
The shares include the following:

1. On May 7, 2004, we issued 5,000,000 shares of common stock at a price of $0.001 per share for cash proceeds of $5,000 to our President (the funds from this offering were received by May 7, 2004); and
 
2.  
Between May 8, 2004 and November 30, 2004 we issued 4,586,662 shares of common stock to 37 non-affiliate Canadian residents at a price of $0.015 per share for cash proceeds of $68,800.
 
3. Between December 1, 2013 and January 31, 2014 we received subscriptions for 2,261,667 shares of common stock to 12 non-affiliate Canadian residents at a price of $0. 15 per share for cash proceeds of $339,250. These shares were issued subsequent to June 30, 2014 and issued in July 2014.
 
On June 9, 2014 the company issued 20,000,000 restricted shares to Psitech Corporation as part consideration of the transaction between PsiTech Corporation and Go-Page Corporation.
 
4. On June 12, 2014 a total of $40,000 of accrued salaries of two Officers and Directors were converted to 40,000,000 restricted common shares of Go-Page Corporation.
 
    5. On June 27, 2014 a total of 50,000 of unrelated party loans were converted to 200,000 restricted common shares common shares of Go-Page Corporation.
 
6.  
On June 27, 2014 a total of 15,000 of relaetd party loans were converted to 60,000 restricted common shares common shares of Go-Page Corporation.

7.  
September 11, 2014 the Company Issued 100,000 Restricted Common Stock to former Director and Officer Derek Ward.

8.  
On March 11, 2015 Peter Schulhof subscribed for 20,000,000 Common restricted common shares at a price of $0.001 with the Company having received funds totaling $20,000.

The offer and sale of all shares of our common shares and warrants listed above were affected in reliance on the exemptions for sales of securities not involving a public offering, as set forth in Regulation S promulgated under the Securities Act. The Investor acknowledged the following: Subscriber is not a United States Person, nor is the Subscriber acquiring the shares of our common stock and warrants directly or indirectly for the account or benefit of a United States Person. None of the funds used by the Subscriber to purchase the shares of our common stock and warrants have been obtained from United States Persons. For purposes of this Agreement, "United States Person" within the meaning of U.S. tax laws, means a citizen or resident of the United States, any former U.S. citizen subject to Section 877 of the Internal Revenue Code, any corporation, or partnership organized or existing under the laws of the United States of America or any state, jurisdiction, territory or possession thereof and any estate or trust the income of which is subject to U.S. federal income tax irrespective of its source, and within the meaning of U.S. securities laws, as defined in Rule 902(o) of Regulation S, means: (i) any natural person resident in the United States; (ii) any partnership or corporation organized or incorporated under the laws of the United States; (iii) any estate of which any executor or administrator is a U.S. person; (iv) any trust of which any trustee is a U.S. person; (v) any agency or branch of a foreign entity located in the United States; (vi) any non-discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary for the benefit or account of a U.S. person; (vii) any discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary organized, incorporated, or (if an individual) resident in the United States; and (viii) any partnership or corporation if organized under the laws of any foreign jurisdiction, and formed by a U.S. person principally for the purpose of investing in securities not registered under the Securities Act, unless it is organized or incorporated, and owned, by accredited investors (as defined in Rule 501(a)) who are not natural persons, estates or trusts. Further, we anticipate that additional funding will be in the form of equity financing from the sale of our common stock. However, we cannot provide investors with any assurance that we will be able to raise sufficient funding for additional phases of exploration. We currently believe that debt financing will not be an alternative for funding additional phases of exploration. We do not have any arrangements in place for any future equity financing.
 
18

 
Re-Purchase of Equity Securities

None.
 
Dividends

              We have not declared any dividends on our common stock since our inception. There are no dividend restrictions that limit our ability to pay dividends on our common stock in our Articles of Incorporation or bylaws. Chapter 78 of the Nevada Revised Statutes (the “NRS”), does provide certain limitations on our ability to declare dividends. Section 78.288 of Chapter 78 of the NRS prohibits us from declaring dividends where, after giving effect to the distribution of the dividend we would not be able to pay our debts as they become due in the usual course of business; or except as may be allowed by our Articles of Incorporation, our total assets would be less than the sum of our total liabilities plus the amount that would be needed, if we were to be dissolved at the time of the distribution, to satisfy the preferential rights upon dissolution of stockholders who may have preferential rights and whose preferential rights are superior to those receiving the distribution.

Securities Authorized for Issuance Under Equity Compensation Plans
 
None.
 
ITEM 6.   SELECTED FINANCIAL DATA

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
 
19

 
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
 
OPERATIONS ("MD&A")
 
The following is management’s discussion and analysis (|MD&A”) of certain significant factors that have affected our financial position and operating results during the periods included in the accompanying consolidated financial statements, as well as information relating to the plans of our current management.

This report includes forward-looking statements. Generally, the words “believes,” “anticipates,” “may,” “will,” “should,” “expect,” “intend,” “estimate,” “continue,” and similar expressions or the negative thereof or comparable terminology are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, including the matters set forth in this report or other reports or documents we file with the Securities and Exchange Commission from time to time, which could cause actual results or outcomes to differ materially from those projected. Undue reliance should not be placed on these forward-looking statements which speak only as of the date hereof. We undertake no obligation to update these forward-looking statements.

The following discussion and analysis should be read in conjunction with our financial statements and the related notes thereto and other financial information contained elsewhere in this Form 10-K
 
                 The Company's MD&A is comprised of significant accounting estimates made in the normal course of its operations, overview of the Company's business conditions, results of operations, liquidity and capital resources and contractual obligations. The Company did not have any off balance sheet arrangements as of June 30, 2013 or June 30, 2014.
 
The discussion and analysis of the Company’s financial condition and results of operations is based upon its financial statements, which have been prepared in accordance with generally accepted accounting principles generally accepted in the United States (or "GAAP"). The preparation of those financial statements requires us to make estimates and judgments that affect the reported amount of assets and liabilities at the date of its financial statements. Actual results may differ from these estimates under different assumptions or conditions.

Our principal executive offices for the Registrant are located at: 500 North Rainbow Road, Suite 300, Las Vegas,  Nevada 89107. The monthly rent for this property and related expenses are approximately $250 per month on a month to month basis.  The Registrant’s main telephone number is:702-448-8179
 
The Registrant’s website is located at: www.gopage.com. We own no real estate or physical property.
 
 
20

 
PLAN OF OPERATIONS
 
We plan to operate as a business to consumers, and business to business, to provide services to customers that enable the consumer to access, build, change, monitor and manage their website from the convenience of their mobile telephone. We will act as the administrator for the customer and will reasonably monitor any developments that occur on their Go-Page Website of each customer as part of our ongoing administration.

We will have a full range of services and resources to work with customers towards achieving our customers website and marketing goals. We will provide access to our services that are intended to be  tailored to each customers’ marketing and website needs. We are currently in discussions with several businesses and individuals to maximize our business potential and distribution reach.  No assurances can be provided that any agreement will be reached.  We believe we are  in a unique position to capitalize on the North American market and gain a first move advantage to deliver a transparent and customer focused website and mobile marketing solution.  Our primary focus will be small,  middle and large businesses as well as individuals within North America. There are approximately 469.58 (according to Google)  million people in North America, which makes it one of the  most populous continents in the world and this represents our initial target market.

We plan to offer online and mobile website and marketing solutions for a monthly fee ( initially at $29.95 USD) to customers in North America. At the initial stages of our business plan all of our customers will haveaccess to the standard Go-Page features, including, 24 hour technical support, Free mobile-optimized templates, Premium industry-specific templates, Premium customized templates, Free web address(domain name), Premium customized web address(domain name), SEO-friendly domain name suggestions, instant, easy search engine optimization(SEO), Social apps, reach your audience instantly ability, with all features having the ability to build, promote and market a customer's website either online or from the convenience of your mobile phone or tablet, free seminar programs including webinars, free software upgrades, the help desk for technical issues, and one on one Go-Page instruction.

In addition, we will also offer as standard Go-page features, add maps and directions, daily deals promotion, add photos and videos instantly, Secure cloud storage, automatic data back-up, analytics and reports, mobile editing and updating, fast loading pages, E-commerce tools, easy-to-use dashboard, and click to call.

A material challenge to our business operations will be getting enough customers. In order to achieve this goal we will have to create incentives through advertising and other marketing venues, also, through a referral program for our customers to inform others of our services. We will encourage customers to share news about their services through email, Facebook, and Twitter, and other social media websites. If we are unable to attract customers it may have a material impact on our revenues or income or may result in our liquidity decreasing.

Limited Operating History; Need for Additional Capital
 
There is limited historical financial information about us upon which to base an evaluation of our performance. We are a development stage company and have not generated any revenues. We cannot guarantee we will be successful in our business operations.

Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.
 
21

 
 
To become profitable and competitive, we have to establish agreements with established service providers and or businesses to enable us to offer these venues to our customers.             

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to our existing stockholders.

We anticipate that we will need to meet our ongoing cash requirements through the generation of revenue and equity and/or debt financing.  We estimate, but can provide no assurances,  that our expenditures over the next 12 months will be approximately $2,738,696 as described in the table below. These estimates may change significantly depending on the nature of our future business activities and our ability to raise capital.

If we are not able to raise sufficient funds to fully implement our startup business plan for the next year as anticipated, we will scale our business development in line with available capital. Our primary priority will be to retain our reporting status with the Securities and Exchange Commission  which means that we will first ensure that we have sufficient capital to cover our legal and accounting expenses. Once these costs are accounted for, in accordance with how much financing we are able to secure, we will focus on market awareness, and servicing costs as well as marketing and advertising to social media marketing websites.  We will likely not expend funds on the remainder of our planned activities unless we have the required capital. 
 
We anticipate that we will incur over the next twelve months the following expenses*:

Type
 
  Amount
$
   
Percent
 
Salaries
    240,000       8 %
Professional services (Agent Commissions)
    434,410       16 %
(IT development)
    85,572       3 %
Hardware and equipment
    29,200       1 %
Professional services (Public company expenses)
    80,000       3 %
(lawyers and accountants)
    35,850       1 %
Programming IT development
    47,632       2 %
Office, rent and expenses 
    7,168       0 %
Travel expenses
    40,250       1 %
Government Fees (Corporate Tax provision)
    614,503       24 %
Business Development fees
    168,092       6 %
Servers and bandwidth
    137,387       5 %
Bank fees and  interest
    163,720       6 %
Administration
    476,167       17 %
Marketing and Advertisement
    179,716       7 %
Total
    2,738,696       100 %
*The amounts and allocation are subject to revision by the Board of Directors in their sole discretion.

 
22

Our Ability To Continue as a Going Concern

Our independent registered public accounting firm has issued its report in connection with the audit of our financial statements as of June 30, 2014 and 2013 including an explanatory paragraph describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern. Our financial statements as of June 30, 2014 have been prepared under the assumption that we will continue as a going concern. If we are not able to continue as a going concern, it is likely that holders of our common stock will lose all of their investment. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty.

RESULTS OF OPERATIONS

Working Capital

   
June 30,
 2014
   
June 30,
 2013
 
Current Assets
  $ 39,118     $ 0  
Current Liabilities
  $ 213,541     $ 99,616  
Working Capital Deficit
  $ (174,423 )   $ (99,616 )
 
Cash Flows
 
   
Year Ended
   
Year Ended
 
   
June 30,
 2014
   
June 30,
 2013
 
Cash Flows used in Operating Activities
  $ (250,132 )   $ (8 )
Cash Flows used in Investing Activities
  $ (50,000 )   $ -  
Cash Flows provided by Financing Activities
  $ 399,250     $ -  
Net Increase ( Decrease)  in Cash During Period
  $ (39,118 )   $ (8 )

 
23

 
Operating Revenues

We have not generated any revenues since inception.

Operating Expenses and Net Loss
 
Operating expenses for the year ended June 30, 2014 was $469,057 compared with $8 for the year ended June 30, 2013. The increase in operating expenditures was a result of the acquisition of the Go-Page License and increased costs of our ongoing reporting requirements.
 
Net loss for the year ended June 30, 2014 was $539,057 compared with net loss of $8 for the year ended June 30, 2013. The overall increase in net loss was attributed to the acquisition of the Go-Page License and increased costs of their ongoing reporting requirements.
 
Liquidity and Capital Resources
 
As at June 30, 2014, our cash balance was $39,118 compared to $8 as at June 30, 2013 and its total assets were $39,118 compared with $0 as at June 30, 2013. The increase in total assets is attributed to the increase of cash from an offering of our Common Stock.
 
As at June 30, 2014, we had total liabilities of $213,541 compared with total liabilities of $99,616 as at June 30, 2013. The total liabilities have changed andthis has been attributed to lack of available funding and in ability to settle obligations.
 
As at June 30, 2014, we had a working capital deficit of $174,423 compared with $99,616 as at June 30, 2013. The decrease in working capital deficit was attributed to the increase of cash and the acquisition of the PsiTech License.
 
Cashflow from Operating Activities
 
During the year ended June 30, 2014, we used $250,132 of cash for operating activities compared to the use of $8 of cash for operating activities during the year ended June 30, 2013. The increase in cash flows used for operating activities is attributed to the increase of cash from financing activities.
 
 
24

 
Cashflow from Investing Activities

During the year ended June 30, 2014, we spent $50,000 compared to spending $0 during the year ended June 30, 2013.

Cashflow from Financing Activities

During the year ended June 30, 2014, the Company received $339,250 of cash from financing activities compared to $0 for the year ended June 30, 2013.

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Future Financings

We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund planned acquisitions

Critical Accounting Policies

We have identified certain accounting policies, described below, that are most important to the portrayal of our current financial condition and results of operations. Our significant accounting policies are disclosed in the notes to the audited financial statements included in this Annual Report.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes for the reporting period. Significant areas requiring the use of management estimates relate to the valuation of its business.
 
25

 
Recently Issued Accounting Pronouncements

In June 2014, the FASB issued ASU 2014 10, Development Stage Entities (Topic915): Elimination of Certain FinancialReporting Requirements. ASU 201410 eliminates the distinction o f a development stage entity and certain related disclosure requirements, including the elimination of inception to-date information on the statements of operations, cashflows and stockholders' equity. The amendments in ASU2014-10 will be effective prospectively for annual reporting periods beginning after December15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company adopted ASU2014-10 since the quarter ended October 31, 2013, thereby no longer presenting or disclosing any information required by Topic 915.

In August 2014, the FASB issued the FASB Accounting Standards Update No. 2014-15 “Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”).

In connection with preparing financial statements for each annual and interim reporting period, an entity’s management should evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable). Management’s evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued (or at the date that the financial statements are available to be issued when applicable). Substantial doubt about an entity’s ability to continue as a going concern exists when relevant conditions and events, considered in the aggregate, indicate that it is probable that the entity will be unable to meet its obligations as they become due within one year after the date that the financial statements are issued (or available to be issued). The term probable is used consistently with its use in Topic 450, Contingencies.

When management identifies conditions or events that raise substantial doubt about an entity’s ability to continue as a going concern, management should consider whether its plans that are intended to mitigate those relevant conditions or events will alleviate the substantial doubt. The mitigating effect of management’s plans should be considered only to the extent that (1) it is probable that the plans will be effectively implemented and, if so, (2) it is probable that the plans will mitigate the conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern.

If conditions or events raise substantial doubt about an entity’s ability to continue as a going concern, but the substantial doubt is alleviated as a result of consideration of management’s plans, the entity should disclose information that enables users of the financial statements to understand all of the following (or refer to similar information disclosed elsewhere in the footnotes):

 
a.
Principal conditions or events that raised substantial doubt about the entity’s ability to continue as a going concern (before consideration of management’s plans)
 
 
b.
Management’s evaluation of the significance of those conditions or events in relation to the entity’s ability to meet its obligations

 
c.
Management’s plans that alleviated substantial doubt about the entity’s ability to continue as a going concern.

 
26

 
If conditions or events raise substantial doubt about an entity’s ability to continue as a going concern, and substantial doubt is not alleviated after consideration of management’s plans, an entity should include a statement in the footnotes indicating that there is substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued (or available to be issued). Additionally, the entity should disclose information that enables users of the financial statements to understand all of the following:

 
a.
Principal conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern
 
 
b.
Management’s evaluation of the significance of those conditions or events in relation to the entity’s ability to meet its obligations

 
c.
Management’s plans that are intended to mitigate the conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern.

The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted.

Management does not believe that any recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying financial statements.

Contractual Obligations

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 7A. QUANATIVE AND QUALITIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
ITEM 8.     FINANCIAL STATEMENTS.
 
CONTENTS
 
 
 
27

 
Logo

Report of Independent Registered Public Accounting Firm
 
To the Board of Directors and Stockholders
Go-Page Corporation (f/n/a Empirical Ventures, Inc.)
 
We have audited the accompanying balance sheets of Go-Page Corporation (f/n/a Empirical Ventures, Inc.)  (“Company”) as of June 30, 2014 and 2013 and the related statement of operations, changes in stockholders’ deficit and cash flows for the years ended June 30, 2014 and 2013. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits include consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. Our audits include examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our audits also include assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
  
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Go-Page Corporation (f/n/a Empirical Ventures, Inc.) as of June 30, 2014 and 2013, and the result of its operations and its cash flows for the period ended June 30, 2014 and 2013 in conformity with U.S. generally accepted accounting principles.
 
The accompanying 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 had no revenues and earnings since inception. These conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern. Management's plans concerning these matters are also described in Note 2, which includes achieving profitable operations and raising additional funds through financing. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ TAAD, LLP
April 21, 2015
Walnut, CA 91789

 
 
F-1

 
GO-PAGE CORPORATION
 
BALANCE SHEETS
 
   
June 30,
   
June 30,
 
   
2014
   
2013
 
             
ASSETS
           
             
Current Assets
           
Cash
  $ 39,118     $ -  
                 
Total Assets
  $ 39,118     $ -  
                 
LIABILITIES AND STOCKHOLDERS' DEFICIT
               
                 
Current Liabilities
               
                 
      Accounts payable and accrued expenses
    52,012       23,087  
 Salary Payable
    150,000          
      Related party loan payable
    -       15,000  
 Loans Payable
    11,529       61,529  
                 
Total Current Liabilities
    213,541       99,616  
                 
Stockholders' Deficit
               
Common Stock $.001 Par Value 200,000,000 shares authorized
         
60,533,924 shares issued and outstanding(1)
    60,534       274  
Common Stock to be issued
    339,250       -  
Additional paid-in capital
    137,766       73,026  
Deficit accumulated during the development stage
    (711,973 )     (172,916 )
                 
Total Stockholders' Deficit
    (174,423 )     (99,616 )
                 
Total Liabilities and Stockholders' Deficit
  $ 39,118     $ -  
 
(1)All common stock amounts and per share amounts in these financial statements reflect the thirty five-for-one reverse stock split of the Company, effective May 8, 2014 including retrospective adjustment of common stock amounts to reflect a par value of $0.001 per share (Note 4).
 
The accompanying notes are an integral part of these financial statements.
 
F-2

 
GO-PAGE CORPORATION
 
STATEMENTS OF OPERATIONS
 
   
For the Year
   
For the Year
 
   
Ended
   
Ended
 
   
June 30, 2014
   
June 30, 2013
 
             
REVENUES
  $ -     $ -  
                 
OPERATING EXPENSES
               
General and administrative expenses
    469,057       8  
Loss from Operations     469,057       8  
Impairment of intangible asset
    70,000       -  
Total operating expenses
    539,057       8  
                 
Net loss before provision for income taxes
    (469,057 )     (8 )
                 
Provision for income taxes
    -       -  
                 
Net loss
    (539,057 )     (8 )
                 
Weighted average common shares outstanding -
               
Basic and diluted(1)
    3,400,042       273,905  
                 
Net loss per share – basic and diluted
  $ (0.16 )   $ (0.00 )
 
(1)All common stock amounts and per share amounts in these financial statements reflect the thirty five-for-one reverse stock split of the Company, effective May 8, 2014 including retrospective adjustment of common stock amounts to reflect a par value of $0.001 per share (Note 4).
 
The accompanying notes are an integral part of these financial statements.

 
F-3

 
 
STATEMENTS OF CHANGES IN STOCKHOLDERS' (DEFICIT)

   
Preferred Stock
   
Common Stock
                         
   
10,000,000 shares authorized
   
200,000,000 shares authorized
   
 
   
 
         
 
 
   
Shares
Issued
   
Par Value
$.001 per share
   
Shares
Issued
   
Par Value
$.001 per share
   
Additional
Paid-in
Capital
   
Stock
Subscriptions
Received
   
Accumulated
Deficit
   
Total
Shareholders'
Deficit
 
BALANCE, JUNE 30, 2012(1)
    -       -       273,905     $ 274     $ 73,026     $ -     $ (172,908 )   $ (99,608 )
Net Loss
    -       -       -               -               (8 )     (8 )
BALANCE, JUNE 30, 2013(1)
  $ -     $ -     $ 273,905     $ 274     $ 73,026     $ -     $ (172,916 )   $ (99,616 )
                                                                 
Issuance of common shares for debt settlement at par
                    40,000,000        40,000                                40,000   
Issuance of common shares for licening agreement at par                     20,000,000        20,000                                20,000   
Stock Subscription received at $0.15 per share
                                            339,250               339,250  
Issuance of common shares for debt settlement at $0.25 per share                     260,000       260       64,740                       65,000  
Net Loss
    -       -       -               -               (539,057 )     (539,057 )
BALANCE, JUNE 30, 2014(1)
  $ -     $ -     $ 60,533,905     $ 60,534     $ 137,766     $ 339,250     $ (711,973 )   $ (174,423 )
                                                                 

(1)All common stock amounts and per share amounts in these financial statements reflect the thirty five-for-one reverse stock split of the Company, effective May 8, 2014 including retrospective adjustment of common stock amounts to reflect a par value of $0.001 per share (Note 4).
 
The accompanying notes are an integral part of these financial statements.
 
F-4

 
GO-PAGE CORPORATION

 
   
Year
   
Year
 
   
Ended
   
Ended
 
   
30-Jun-14
   
30-Jun-13
 
             
Cash Flows From Operating Activities
 
 
       
Net loss
  $ (539,057 )   $ (8 )
Adjustments to reconcile net loss to net cash used in operating activities:                
             Impairment of license agreement     70,000          
Changes in current assets and current liabilities:
               
     Accounts payable and accrued expenses
    28,925       -  
 Salary payable
    190,000          
Net Cash Used In Operating Activities
    (250,132 )     (8 )
                 
Cash Flows From Investing Activities:                
                 Purchase of license agreement     (50,000 )      -  
 Net Cash Used in Investing Activities     (50,000 )     -  
                 
Cash Flows From Financing Activities:
               
Stock subscription received
    339,250       -  
Net Cash Provided By Financing Activities
    339,250       -  
                 
Increase (Decrease) in Cash
    39,118       (8 )
                 
Cash at Beginning of Period
    -       8  
                 
Cash at End of Period
  $ 39,118     $ -  
                 
Supplemental Disclosure of Cash Flow Information:
               
                 
Cash paid for interest
  $ -     $ -  
Cash paid for income taxes
  $ -     $ -  
                 
Non-Cash Transactions
               
Shares issued for salary payable
  $ 40,000     $ -  
Shares issued for related debt settlement   15,000     $ -  
Shares issued for unrelated debt settlement   $ 50,000     $ -  
 
The accompanying notes are an integral part of these financial statements.
 
F-5

 
GO-PAGE CORPORATION
NOTES TO THE FINANCIAL STATEMENTS

NOTE 1 - NATURE OF OPERATIONS

Go-Page Corporation (the “Company”) was incorporated in Nevada on April 14, 2004.  The Company’s plan is to commercialize an enterprise and related software applications. The Company is in the early stages of the software application and infrastructure build out, and has not as yet engaged in revenue producing activities.  The Company will provide products and services to enable the travel and tourism industries to more effectively manage all travel and tourism related services. The Company’s objective was to complete development and pre-marketing activities and to actively market and support a commercial product and to earn revenues from the travel and tourism industries or other related organizations worldwide via the Internet from the Company’s website. The Darrwin software development has since been abandoned due to the obsolescence of the program. On June 9, 2014 (the “Closing Date”), Go-Page Corporation, a Nevada corporation (formerly Empirical Ventures, Inc.), closed a transaction  (the “Transaction”) in the form of a license agreement, as amended (the “ License” or the “License Agreement”) with a company organized under the laws British Virgin Islands, “PSiTech Corporation” ("PSiTech"). The Company plans to utilize the License to provide unique website, online and mobile marketing services in North America.  On the Closing Date and as part of the consideration for the License, the Company issued 20,000,000 restricted shares of Common Stock to PSiTech.
 
NOTE 2 – GOING CONCERN

These financial statements are presented on the basis that the Company is a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business over a reasonable length of time. As of June 30, 2014 the Company had $39,118 in cash, and accumulated net losses of $711,973 since inception. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Its continuation as a going concern is dependent upon its ability to generate sufficient cash flow to meet its obligations on a timely basis and to obtain additional financing or refinancing as may be required. The Company will attempt to locate and negotiate with a business entity for the combination of a target company.  No assurances can be given that the Company will be successful in locating or negotiating with any target company. The Company has been formed to provide a method for a foreign or domestic private company to become a reporting company with a class of securities registered under the Securities Exchange Act of 1934.

Management's plans for the continuation of the Company as a going concern include financing the Company's operations through issuance of its common stock. If the Company is unable to complete its financing requirements or achieve revenue as projected, it will then modify its expenditures and plan of operations to coincide with the actual financing completed and actual operating revenues. There are no assurances, however, with respect to the future success of these plans.  Unless otherwise indicated, amounts provided in these notes to the financial statements pertain to continuing operations. The Company is not currently earning any revenues.

 
F-6

GO-PAGE CORPORATION
NOTES TO THE FINANCIAL STATEMENTS
 
NOTE 3 –SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation
 
These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States and are expressed in United States (US) dollars.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of these financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
 
Start-up Expenses

The Company has adopted an accounting policy which requires that costs associated with start-up activities be expensed as incurred. Accordingly, start-up costs associated with the Company's formation have been included in the Company's general and administrative expenses for the period from inception on April 14, 2004 to June 30, 2014

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

Loss per Share

The Company computed basic and diluted loss per share amounts using generally accepted accounting principles  There are no potentially dilutive shares outstanding and, accordingly, dilutive per share amounts have not been presented in the accompanying statements of operations.
 
F-7

 GO-PAGE CORPORATION
NOTES TO THE FINANCIAL STATEMENTS
 
NOTE 3 –SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 
Fair Value of Financial Instruments

Fair Value of Financial Instruments - On July 1, 2008, the Company adopted Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosures ("Topic 820"). Topic 820 defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows:
 
  -
Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
 
  -
Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
 
  -
Level 3 inputs to valuation methodology are unobservable and significant to the fair measurement.

The Company’s adoption of fair value measurements and disclosures did not have a material impact on the financial statements and financial statement disclosures.

Income Taxes
 
The Company records income taxes in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 740, “Income Taxes.” The standard requires, among other provisions, an asset and liability approach to recognize deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the financial statement carrying amounts and tax basis of assets and liabilities. Valuation allowances are provided if based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.
 
F-8

GO-PAGE CORPORATION
NOTES TO THE FINANCIAL STATEMENTS
 
NOTE 3 –SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 
Recent Accounting Pronouncements
 
Adopted

In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity.

The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted.

The Company adopted ASU 2014-10 during the years ended January 31, 2015, thereby no longer presenting or disclosing any information required by Topic 915.

In February 2013, the FASB issued ASU No. 2013-04, Liabilities (Topic 405): Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation Is Fixed at the Reporting Date.

In August, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) No. 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40), which now requires management to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued. If conditions or events raise substantial doubt about an entity’s ability to continue as a going concern, and substantial doubt is not alleviated after consideration of management’s plans, additional disclosures are required. The amendments in this update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. These requirements were previously included within auditing standards and federal securities law, but are now included within U.S. GAAP. We have evaluated our disclosures regarding our ability to continue as a going concern and concluded that we are in compliance with the disclosure requirements.

 
 
F-9

GO-PAGE CORPORATION
NOTES TO THE FINANCIAL STATEMENTS
 
NOTE 3 –SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 
The amendments in ASU 2013-04 provide guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements for which the total amount of the obligation within the scope of this update is fixed at the reporting date, except for obligations addressed within existing guidance in U.S. GAAP. The guidance requires an entity to measure those obligations as the sum of the amount the reporting entity agreed to pay on the basis of its arrangement among its co-obligors and any additional amount the reporting entity expects to pay on behalf of its co-obligors. The guidance in this Update also requires an entity to disclose the nature and amount of the obligation as well as other information about those obligations. The amendment in this standard is effective retrospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. We are evaluating the effect, if any, adoption of ASU No. 2013-04 will have on our financial statements.

In April 2013, the FASB issued ASU No. 2013-07, Presentation of Financial Statements (Top 205): Liquidation Basis of Accounting. The objective of ASU No. 2013-07 is to clarify when an entity should apply the liquidation basis of accounting and to provide principles for the measurement of assets and liabilities under the liquidation basis of accounting, as well as any required disclosures. The amendments in this standard is effective prospectively for entities that determine liquidation is imminent during annual reporting periods beginning after December 15, 2013, and interim reporting periods therein. We are evaluating the effect, if any, adoption of ASU No. 2013-07 will have on our financial statements.  

Not Adopted

In February 2013, the FASB issued ASU No. 2013-04, Liabilities (Topic 405): Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation Is Fixed at the Reporting Date. The amendments in ASU 2013-04 provide guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements for which the total amount of the obligation within the scope of this Update is fixed at the reporting date, except for obligations addressed within existing guidance in U.S. GAAP.
 
The guidance requires an entity to measure those obligations as the sum of the amount the reporting entity agreed to pay on the basis of its arrangement among its co-obligors and any additional amount the reporting entity expects to pay on behalf of its co-obligors.
 
F-10

GO-PAGE CORPORATION
NOTES TO THE FINANCIAL STATEMENTS
 
NOTE 3 –SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 
The guidance in this Update also requires an entity to disclose the nature and amount of the obligation as well as other information about those obligations. The amendment in this standard is effective retrospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. We are evaluating the effect, if any, adoption of ASU No. 2013-04 will have on our financial statements.

In April 2013, the FASB issued ASU No. 2013-07, Presentation of Financial Statements (Top 205): Liquidation Basis of Accounting. The objective of ASU No. 2013-07 is to clarify when an entity should apply the liquidation basis of accounting and to provide principles for the measurement of assets and liabilities under the liquidation basis of accounting, as well as any required disclosures. The amendments in this standard is effective prospectively for entities that determine liquidation is imminent during annual reporting periods beginning after December 15, 2013, and interim reporting periods therein. We are evaluating the effect, if any, adoption of ASU No. 2013-07 will have on our financial statements.  

NOTE 4 – STOCKHOLDERS’ DEFICIT

On May 8, 2014 the Company affected a 1 for 35 reverse split, a name change to Go-Page Corporation and a symbol change to "GOPG".

Between December 1, 2013 and January 31, 2014  the Company received  subscriptions for 2,261,667 shares of common stock to 12 non-affiliate Canadian residents at a price of $0. 15 per share for cash proceeds of $339,250. The share related to the subscriptions were issued subsequent to June 30, 2014 and were issued in July of 2014

On June 9, 2014 the company issued 20,000,000 restricted shares to Psitech Corporation as part consideration  of the transaction between PsiTech Corporation and Go-Page Corporation. On September 19, 2014 Peter Schulhof became an Officer and Director of PsiTech Corporation, making Mr. Schulhof a related Party as he is Director of Go-Page Corporation and Psitech Corporation.

On June 12, 2014 a total of $40,000 of accrued salaries of two Officers and Directors were converted to 40,000,000 restricted common shares of Go-Page Corporation. These shares are restricted pursuant to Rule 144.

On June 27, 2014 a total of 50,000 of unrelated party loans were converted to 200,000 restricted common shares common shares of Go-Page Corporation.

On June 27, 2014 a total of 15,000 of related party loans were converted to 60,000 restricted common shares common shares of Go-Page Corporation.

On September 11, 2014 the Company Issued 100,000 Restricted Common to former Director and Officer Derek Ward.

On March 11, 2015 Peter Schulhof subscribed for 20,000,000 Common restricted common shares at a price of $0.001 with the Company having received funds totaling $20,000.
 
F-11

GO-PAGE CORPORATION
NOTES TO THE FINANCIAL STATEMENTS
 
NOTE 5 – LOANS
 
On June 27, 2014 an unrelated party converted a total of $50,000 of a loan to the company in the amount of $61,529, leaving a balance of $11,529 owing. The loan is non-interest bearing and has no fixed terms of repayment.

NOTE 6- INCOME TAXES

The Company has incurred operating losses of $711,973, which, if utilized, will begin to expire in 2022. Future tax benefits, which may arise as a result of these losses, have not been recognized in these financial statements and have been offset by a valuation allowance.
 
   
As of June 30,
 2014
 
As of June 30,
2013
Deferred tax assets:
               
Net operating loss (from inception to June 30, 2014)
 
$
(711,973
)
 
$
172,916
 
Statutory tax rate (combined federal and state)
   
34
%
   
34
%
                 
Deferred tax assets
   
242,071
     
58,791
 
Valuation allowance
   
(242,071
)
   
(58,791
)
                 
Net deferred tax assets
 
$
-0-
   
$
-0-
 
 
The tax effects of temporary differences which give rise to significant portions of the deferred taxes are summarized as follows:
 
 The potential future tax benefits of these losses have not been recognized in these financial statements due to the uncertainty of their utilization. When the future utilization of some portion of the carry-forwards is determined not to be "more likely than not" a valuation allowance is provided to reduce the recorded tax benefits from such assets.
 
As a result of the implementation of certain provisions of ASC 740, Income Taxes, the Company performed an analysis of its previous tax filings and determined that there were no positions taken that it considered uncertain. Therefore, there were no unrecognized tax benefits as of June 30, 2014 and 2013.
 
Future changes in the unrecognized tax benefit are not expected to have an impact on the effective tax rate due to the existence net operating losses. The Company estimates that the unrecognized tax benefit will not change within the next twelve months. The Company will continue to classify income tax penalties and interest, if any, as part of interest and other expenses in its statements of operations. The Company has incurred no interest or penalties as of June 30, 2014 and 2013.
 
 
F-12

GO-PAGE CORPORATION
NOTES TO THE FINANCIAL STATEMENTS

NOTE-7 SUBSEQUENT EVENTS
 
On October 9, 2014 the 20,000,000 shares of restricted common stock issued in lieu of accrued salary in the amount of $20,000 issued to Stewart Irvine were cancelled and returned to the company's Treasury due to improper documentation. In order for the shares to be validly issued, unanimous consent from the board of directors had to have been received in this instance unanimous consent was not received.
 
On October 15, 2014 2,000,000 of Class A preferred Stock was cancelled and returned to the Company's Treasury due to improper documentation. In order for the shares to be validly issued, unanimous consent from the board of directors had to have been received in this instance unanimous consent was not received.
 
On December 17, 2014 the 20,000,000 shares of restricted common stock issued in lieu of accrued salary in the amount of $20,000 issued to Peter Schulhof were cancelled and returned to the company's Treasury due to improper documentation. In order for the shares to be validly issued, unanimous consent from the board of directors had to have been received in this instance unanimous consent was not received.
 
On September 1, 2014 PsiTech Corporation granted an extension of the terms of their license agreement to Go-Page Corporation until April 1, 2015.

Between October 1, and November 30, 2014 the Corporation received subscriptions totaling 675,000 units comprising of 1 share and 1 share purchase warrant at a price of $0.20 per unit, for a total cash proceeds of $130,000.
 
On December 31, 2014, PsiTechCorporation and Go-Page Corporation commenced litigation proceedings against former Go-Page Director and Officer Stewart E. Irvine and filed an Amended Complaint as Co-Plaintiffs in Clark County, Nevada District Court against Stewart E. Irvine a former Director and Officer of Go-Page Corporation (Case No:A-14-709444-C).
 
The Plaintiffs (PsiTech Corporation and Go-Page Corporation), as a result of the amended complaint have asked the Courts for eight (8) counts of relief against Irvine, which include, 1. Declaratory Relief. 2. Specific Performance. 3. Breach of Contract. 4. Breach of Implied Covenant of Good Faith and Fair Dealing. 5. Gross Mismanagement and Breach of Fiduciary Duty. 6. Constructive Fraud. 7. Fraudulent Misrepresentation. 8. Preliminary and Permanent Injunction.
 
In February of 2015 PsiTech's Litigation was over turned by the Nevada Court because of a Jurisdictional Issue. However, Go-page Corporation has been allowed to continue their Litigation against Irvine and it is still ongoing.
 
On January 9, 2015 PsiTech Corporation Cancelled 16,000,000 of the 20,000,000 shares issued to them on June 9, 2014 due to the technology not being commercially viable.
 
On March 11, 2015 Peter Schulhof subscribed for 20,000,000 Common restricted common shares at a price of $0.001 with the Company having received funds totaling $20,000.
 
 
F-13

ITEM 9.     CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
 
We engaged Jewett Schwartz Wolfe and Associates as our independent auditors in 2006. On September 7, 2012, the PCAOB revoked the registration of Jewett Schwartz Wolfe and Associates. On January 7, 2014 we engaged TAAD, LLP as our independent auditors. During the years ended June 30, 2014 and 2013and subsequent to June 30, 2014 through to the date hereof, neither we, nor anyone on our behalf, has consulted with TAAD, LLP regarding the application of accounting principles to a specified transaction, whether completed or proposed, or the type of audit opinion that might be rendered on our financial statements. TAAD, LLP has audited the Company’s financial statements for the years ended June 30, 2014 and 2013and have been engaged to review the quarterly reports and audit the annual reports going forward.  The Company’s statements of operations, stockholder’s equity, and cash flow from inception to June 30, 2008 are audited by the predecessor auditor (Jewett Schwartz Wolfe and Associates, which has ceased their operations and their firm’s PCAOB registration has been revoked). Successor auditor, TAAD, LLP, has referenced this period is audited by the predecessor auditor in their report of independent registered public accounting firm for the years ended June 30, 2014 and 2013.

 ITEM 9A. CONTROLS AND PROCEDURES.

Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the "Exchange Act"), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2014. Based on the evaluation of these disclosure controls and procedures, and in light of the material weaknesses found in our internal controls over financial reporting, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective.

Management’s Report on Internal Control Over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rule 13a-15(f). The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.
 
28

 
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of June 30, 2014 using the criteria established in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").  

                A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of June 30, 2014, the Company determined that there were control deficiencies that constituted material weaknesses, as described below.

     
1.     
We do not have an Audit Committee – While not being legally obligated to have an audit committee, it is the management’s view that such a committee, including a financial expert member, is an utmost important entity level control over the Company’s financial statements. Currently the Board of Directors acts in the capacity of the Audit Committee, and does not include a member that is considered to be independent of management to provide the necessary oversight over management’s activities.
   
 
2.     
We did not maintain appropriate cash controls – As of June 30, 2014, the Company has not maintained sufficient internal controls over financial reporting for the cash process, including failure to segregate cash handling and accounting functions, and did not require dual signature on the Company’s bank accounts.  Alternatively, the effects of poor cash controls were mitigated by the fact that the Company had limited transactions in their bank accounts.
     
   
 
3.
We did not implement appropriate information technology controls – As at June 30, 2014, the Company retains copies of all financial data and material agreements; however there is no formal procedure or evidence of normal backup of the Company’s data or off-site storage of the data in the event of theft, misplacement, or loss due to unmitigated factors.
     
Accordingly, the Company concluded that these control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the Company’s internal controls.
     
As a result of the material weaknesses described above, management has concluded that the Company did not maintain effective internal control over financial reporting as of June 30, 2014 based on criteria established in Internal Control—Integrated Framework issued by COSO. 
 
 
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Changes in Internal Control over Financial Reporting
 
There has been no change in our internal control over financial reporting identified in connection with our evaluation we conducted of the effectiveness of our internal control over financial reporting as of June 30, 2014 that occurred during our fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.  

This annual report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management’s report in this annual report.

Continuing Remediation Efforts to address deficiencies in Company’s Internal Control over Financial Reporting

Once the Company has sufficient personnel available, then our Board of Directors, in particular and in connection with the aforementioned deficiencies, will establish the following remediation measures:
 
 
1.
Our Board of Directors will strive nominate an audit committee or a financial expert on our Board of Directors in the next fiscal year.
   
 
2.
We will strive to appoint additional personnel to assist with the preparation of the Company’s monthly financial reporting, including preparation of the monthly bank reconciliations.

ITEM 9B. OTHER INFORMATION.

None.

 
 
30

 
PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS.

Identification of Directors and Executive Officers

The following table sets forth the names and ages of our current director(s) and executive officer(s):

Name
Age
Position with the Company
Director Since
Derek Ward (1)
46
CEO & Director
April 14, 2004
Peter Schulhof(4)
53
President, Treasurer, Secretary, & Director
Nov.28, 2013
Stewart Irvine (2)
58
COO & Director
Nov. 28, 2013
Anthony Jackson
33
CFO, & Director
Jan. 10, 2014
Jeroen Kreeft (3) 50 Director June 13, 2014
Jan Eric Claesson (5)
57
COO & Director
July 29, 2014
 
The board of directors has no nominating, audit or compensation committee at this time.

Term of Office

Each of our directors is appointed to hold office until the next annual meeting of our stockholders or until his respective successor is elected and qualified, or until he resigns or is removed in accordance with the provisions of the Nevada General Corporate Law. Our officers are appointed by our Board of Directors and hold office until removed by the Board or until their resignation
­­
Background and Business Experience

The business experience during the past five years of the person presently listed above as an Officer or Director of the Company is as follows:
 
 
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Biographical Information
 
Derek Ward(1)

Mr. Ward has Acted as our President, Secretary, Treasurer and a Director since the Company’s inception (April 14, 2004). From 2005 to present Mr. Ward has been employed as a project business development manager for Donalco Western is an, importer, and distributor, specializing in fire proofing materials, asbestos removal, PCB's, lead and mould. Mr. Ward’s duties include: project oversight, training employees, development of marketing plans and the setup and implementation of project sites. Also, Mr. Ward manages the development of new clients.

(1) On June 12, 2014 Mr. Ward resigned his positions as CEO and Director.            

Peter Schulhof (4) President, Secretary, Treasurer, Director (4)

Mr. Schulhof was appointed a director and officer on November 28, 2013 and for over the last five years, Peter Schulhof served as Director and Chief Executive Officer of Westridge Resources Inc., a junior resource company focusing on gold and silver from September 27, 2011 to January 18, 2013 and also served as its President from August 23, 2011 to January 18, 2013.

Mr. Schulhof has, and continues to be, Chief Executive Officer of Six Star Capital since 1999. Six Star Capital has concentrated on teaming, financing and growing, technology and resource based businesses both private and public.

(4) Mr. Schulhof  became CEO of the Corporation on March 5, 2015

Stewart Irvine-COO, Director (2)
 
Mr. Irvine was appointed a director and officer on November 28, 2013 and for over the last five years, Mr. Irvine has nearly 30 years experience building profitable, high growth information technology companies.
 
From 1999 to 2007, he founded and was the president and chief executive officer of Zamage Digital Art Imaging, an on-demand photo-to-art digital printing and framing company. His primary duty and responsibility included overseeing the day to day operations of that company.
 
In 2007, Mr. Irvine founded, and has since been the Chief Executive Officer Imogo Mobile Technologies Corp., a company that integrates all features needed to work remotely from anywhere in the world with an internet connection. As Chief Executive Officer, Mr. Irvine is responsible for overseeing the company’s overall strategic direction, planning and execution.
 
He studied business administration at Columbia College and continues to study business programs at the British Columbia Technical Institute (BCIT) and the University of British Columbia (UBC), where Mr. Irvine acquired a diploma in advertising.
 
(2) Mr. Irvine resigned his position as Chief Operating Officer on July 29, 2014. Additionally, Mr. Irvine Resigned his position as a Director on November 19, 2014
 
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Anthony Jackson CFO, Director
 
Mr. Jackson was appointed a director and officer on January 10, 2014 and for over the last five years, Mr. Anthony Jackson, CA is a Principal at BridgeMark Financial Corp. providing administration, corporate compliance, and financial reporting activities to public and private companies. Mr. Jackson is also founder of Jackson & Company Chartered Accountants assisting private and public companies with full service accounting and tax functions. Prior to his time at BridgeMark, Mr. Jackson spent a number of years working at Ernst & Young LLP while obtaining his CA designation before moving onto work as a senior analyst at a boutique investment banking firm. 
 
Most recently Mr. Jackson has had extensive experience as a Director and CFO of numerous publicly traded corporations. Mr. Jackson earned a Bachelor of Business Administration degree from Simon Fraser University, and holds the professional designation of Chartered Accountant (CA), where he is a member of the BC and Canadian Institute of Chartered Accountants.

Jan Eric Claesson Chief Operating Officer. Director (5)

Mr. Claesson was appointed a director and officer on July 29, 2014 and for over the last five years, Mr. Claesson has been involved primarily in the IT industry as a C-level Information Technology executive with experience spanning internet, HIT, MA-PD, TPA, medical devices, operating systems, applications, gaming and mobility.  A multinational track record with global and emerging companies. A decade as CEO, including start-ups, private, public and Fortune 500 organizations. Roles required transformation of the business to achieve sustainability and scalability goals.
 
Mr. Claesson  has, and continues to be, Chief Executive Officer of Dillegence.Pro, advising health plans and providers how to navigate the changing world of ACA as it applies to technology, interoperability, economics, compliance and leadership. Hands on collaboration and advice to HIT executives on strategy and product direction, generation of marketing venues for HIT companies, medical devices, and guiding strategic partnering projects.

Some of Mr. Claesson's career highlights include 11 years as a senior executive with Mircrosoft Corporation and  Senior Management with Info Space, Inc.

(5) Mr. Claesson resigned his position as an officer and director on September 25, 2014
 
Rojit Sorokhaibam- Chief  Technology Officer
 
Mr. Sorokhaibam was appointed Chief Technology Officer on July 29, 2014 and for over the last five years, Mr. Sorokhaibam has been involved primarily in the IT industry as an Engineer (Elec) and holds an International Business Management degree and has over  18years of experience in IT Industry. Well-traveled globally and involved successfully in multiple International projects. He offers IT consultancy services and focused for the market mainly in North America, England and Australasia countries. He is also associated with a group of highly qualified professionals who have extensive experience working with large global corporations and Fortune 500 companies in Silicon Valley. 

Mr. Sorokhaibam started with a vision of providing cost effective, high quality technology solutions that are custom designed for each specific client.
 
33

 
His business model has proven in building a large clientele through word of mouth advertising and recommendations. His reputation, around the globe, has been built by providing the IT enabled services conscientiously and at a fair price without compromising International quality standards.

Mr. Sorokhaibam resigned his position as CTO in October , 2014

Jeroen Kreeft-Director (3)

Jeroen Kreeft is managing partner of Lobster Lawyers. Jeroen advises a wide range of international operating clients, including listed companies, large private companies and individuals, on tax strategies, including international tax re-structuring. Jeroen takes a special interest in parties that deal with intellectual property rights and media.

After starting his career at one of the big four tax and accounting firms, JeroenKreeft joined Crop Tax Lawyers where, as a partner, he chaired the international tax and legal practice. In 2005 Jeroen joined Smart, to start Smart's international expansion and where he chaired the worldwide international tax practice of the firm and the Amsterdam office. In 2009 Jeroen joined Brada as part of the merger of the Dutch part of Smart with Brada in Amsterdam. Since 2013 Jeroen has separated himself from Brada to start its own office again, Lobster Lawyers. Jeroen is fluent in Dutch and English and proficient in German.

Jeroen Kreeft is a member of the Dutch Association of Academic Tax Lawyers and the International Association of Entertainment Lawyers.

Jeroen has been actively involved in various international professional associations serving as a board member such as IGAF currently known as Prime Global and he is one of the founders  and current Honorary Member of Lawyers Cooperation and international association of medium sized law firms. Further more, he holds various supervisory board positions with privately held international companies as well as quoted companies.

(3) Mr. Kreeft resigned his position as a director on October 21, 2014
 
Significant Employees and Consultants
 
Identification of Significant Employees

We have no significant employees other than our Board of Directors

 
Family Relationships

               We currently do not have any officers or directors of our Company who are related to each other.
 
34

 
 
Involvement in Certain Legal Proceedings

On December 31, 2014,  PsiTech Corporation and Go-Page Corporation commenced litigation proceedings against former Go-Page Director and Officer Stewart E. Irvine and filed an Amended Complaint as Co-Plaintiffs in Clark County, Nevada  District Court against Stewart E. Irvine a former Director and Officer of Go-Page Corporation (Case No:A-14-709444-C).

The Plaintiffs (PsiTech Corporation and Go-Page Corporation), as a result of the amended complaint have asked the Courts for eight (8) counts of relief against Irvine, which include, 1. Declaratory Relief. 2. Specific Performance. 3. Breach of Contract. 4. Breach of Implied Covenant of Good Faith and Fair Dealing. 5. Gross Mismanagement and Breach of Fiduciary Duty. 6. Constructive Fraud. 7. Fraudulent Misrepresentation.  8. Preliminary and Permanent Injunction.
 
In February of 2015 PsiTech's Litigation was over turned by the Nevada Court because of a Jurisdictional Issue. However, Go-page Corporation has been allowed by Court to continue their Litigation against Irvine and It is still ongoing.
 
Other than as Mentioned above, During the past ten years no director, executive officer, promoter or control person of the Company has been involved in the following:
 
(1)  
A petition under the Federal bankruptcy laws or any state insolvency law which was filed by or against, or a receiver, fiscal agent or similar officer was appointed by a court for the business or property of such person, or any partnership in which he was a general partner at or within two years before the time of such filing, or any corporation or business association of which he was an executive officer at or within two years before the time of such filing;
 
(2)  
Such person was convicted in a criminal proceeding or is a named subject of a pending criminal proceeding (excluding traffic violations and other minor offenses);
 
(3)  
Such person was the subject of any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him from, or otherwise limiting, the following activities:
 
i.  
Acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company, bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity;
 
ii.  
Engaging in any type of business practice; or
 
iii.  
Engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws;
 
 
35

 
 
(4)  
Such person was the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described in paragraph (f)(3)(i) of this section, or to be associated with persons engaged in any such activity;
 
Such person was found by a court of competent jurisdiction in a civil action or by the Commission to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated;
 
(5)  
Such person was found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated;
 
(6)  
Such person was the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of:
 
i.  
Any Federal or State securities or commodities law or regulation; or
 
ii.  
Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or
 
iii.  
Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or
 
(7)  
Such person was the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.
 
Audit Committee and Audit Committee Financial Expert

The Company does not have an audit committee or an audit committee financial expert (as defined in Item 407 of Regulation S-K) serving on its Board of Directors. All current members of the Board of Directors lack sufficient financial expertise for overseeing financial reporting responsibilities.  The Company has not yet employed an audit committee financial expert on its Board due to the inability to attract such a person.

The Company intends to establish an audit committee of the board of directors, which will consist of independent directors. The audit committee’s duties will be to recommend to the Company’s board of directors the engagement of an independent registered public accounting firm to audit the Company’s financial statements and to review the Company’s accounting and auditing principles.
 
36

 
 
The audit committee will review the scope, timing and fees for the annual audit and the results of audit examinations performed by the internal auditors and Independent Registered Public Accounting Firm, including their recommendations to improve the system of accounting and internal controls. The audit committee will at all times be composed exclusively of directors who are, in the opinion of the Company’s board of directors, free from any relationship which would interfere with the exercise of independent judgment as a committee member and who possess an understanding of financial statements and generally accepted accounting principles.

Code of Ethics

We have adopted a Code of Ethics (the “Code”) that applies to our directors, officers and employees, including our Chief Executive Officer and Chief Financial Officer.  A written copy of the Code is available on written request to the Company.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934 requires our directors, executive officers, and persons who beneficially own more than ten percent of a registered class of our equity securities to file with the SEC initial reports of ownership and reports of change in ownership of common stock and other equity securities of the Company. Officers, directors and greater than ten percent stockholders are required by SEC regulations to furnish us with copies of all Section 16(a) forms they file. Based solely upon a review of Forms 3 and 4 and amendments thereto furnished to us under Rule 16a-3(e) during the year ended June 30, 2014, Forms 5 and any amendments thereto furnished to us with respect to the year ended June 30, 2014, and the representations made by the reporting persons to us, we believe that during the year ended June 30, 2014, our executive officers and directors and all persons who own more than ten percent of a registered class of our equity securities have not complied with all Section 16(a) filing requirements.
 
ITEM 11.     EXECUTIVE COMPENSATION.
 
Summary Compensation Table
 
The table below summarizes all compensation awarded to, earned by, or paid to our executive officers and directors for all services rendered in all capacities to us since inception on April14, 2004.
 
Name
and
Principal
Position
Fiscal
Year
Ended
6/30
 
 
 
Salary
($)
Bonus
($)
Stock
Awards
($)
Option
Awards
($)
Non-Equity
Incentive
Plan
Compensation
($)
Change in
Pension
Value and
Nonqualified
Deferred
Compensation
Earnings
($)
All Other Compensation
($)
Total
($)
Derek Ward (1)
CEO, and Director
2013
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
2014
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
Peter Schulhof(2), President, Treasurer, Secretary, and Director
2013
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
2014
-50,000-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
Stewart Irvine (3)
COO , and Director
2014
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
2014
-40,000-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
Anthony Jackson(4), CFO and Director
NA
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
NA
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
 
 
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1. Mr. Derek Ward has been a director of our company since April 14, 2004. He was appointed as chief executive officer of our company on April 14, 2004. Mr. Ward resigned his positions of Chief Executive Officer and director on June 12, 2014

2.  On November 27, 2013, Mr. Peter Schulhof was appointed  a director of our company and was appointed as Secretary, Treasurer, of our company on November 28, 2013 and appointed President on  January 24, 2014. Mr. Schulhof  became CEO of the Corporation on March 5, 2015.

3.  On November 27, 2013, Mr. Stewart Irvine was appointed  a director of our company  on November 28, 2013 and appointed COO  on   January 24, 2014. Mr. Irvine resigned his position as Chief Operating Officer on July 29, 2014. Additionally, Mr. Irvine Resigned his position as a Director on November 19, 2014.

4.  On January 10, 2014, Mr. Anthony Jackson was appointed  a director of our company and was appointed as CFO of our company on January 10, 2014.

Narrative Disclosure to Summary Compensation Table

There are no compensatory plans or arrangements, including payments to be received from the Company with respect to any executive officer, that would result in payments to such person because of his or her resignation, retirement or other termination of employment with the Company, or its subsidiaries, any change in control, or a change in the person’s responsibilities following a change in control of the Company.

Outstanding Equity Awards at Fiscal Year-End

No executive officer received any equity awards, or holds exercisable or un-exercisable options, as of the year ended June 30, 2014.

Option Exercises

In fiscal 2014and 2013, none of our Named Executive Officers exercised any options to purchase shares of our common stock.

 
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Pension Benefits
 
We do not have any plan that provides for payments or other benefits at, following, or in connection with the retirement of any of our employees.
 
Nonqualified Defined Contribution and Other Nonqualified Deferred Compensation Plans
 
We do not have any defined contribution or other plan that provides for the deferral of compensation on a basis that is not tax-qualified.
 
Potential Payments upon Termination or Change in Control
 
We do not have any contract, agreement, plan or arrangement that provides for any payment to any of our Named Executive Officers at, following, or in connection with a termination of the employment of such Named Executive Officer, a change in control of the Company or a change in such Named Executive Officer’s responsibilities.
 
Long-Term Incentive Plans

There are no arrangements or plans in which we provide pension, retirement or similar benefits for directors or executive officers.  
 
Compensation Committee
 
         We currently do not have a compensation committee of the Board of Directors. The Board of Directors as a whole determines executive compensation.

Employment Contracts

          We currently have one employment contractwith our officers that have been executed to the year ended June 30, 2016
 
Stock Option Grants
 
           We did not grant any stock options to the executive officers or directors during our most recently completed fiscal year ended June 30, 2014, and we have not granted any stock options since our inception.
 
39

Compensation Arrangements
 
             As of June 30, 2014 . We currently have one employment contracts with our officers that have been  executed subsequent to the year ended June 30, 2014. Pursuant to SAB topic 1:B(1) and the last paragraph of SAB 5:T, we are required to report all costs of conducting our business.

             Accordingly, we record the fair value of contributed executive services provided to us at no cost as compensation expense, with a corresponding increase to additional paid-in capital, in the year which the services are provided. We do currently do not have any agreements for the compensation of our consultants.

ITEM 12.      SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS.

Security Ownership

The following table sets forth certain information concerning the number of shares of our Common Stock owned beneficially as of April 9, 2015, by: (i) our directors; (ii) our named executive officer; and (iii) each person or group known by us to beneficially own more than 5% of our outstanding shares of common stock.  Unless otherwise indicated, the shareholders listed below possess sole voting and investment power with respect to the shares they own.
 
Name and Address of Beneficial Owner
Title of Class
Amount and Nature of Beneficial
Ownership(1)
(#)
Percent of Class(2)
(%)
Psitech Corporation (1)
 
Common
20,000,000
87.35%
All Persons as a Group (1Entity)
Common
   

(1) On September 19, 2014, Peter Schulhof became the beneficial owner PsiTech Corporation.

1. The number and percentage of shares beneficially owned is determined under rules of the SEC and the information is not necessarily indicative of beneficial ownership for any other purpose. Under such rules, beneficial ownership includes any shares as to which the individual has sole or shared voting power or investment power and also any shares which the individual has the right to acquire within 60 days through the exercise of any stock option or other right. The persons named in the table have sole voting and investment power with respect to all shares of common stock shown as beneficially owned by them, subject to community property laws where applicable and the information contained in the footnotes to this table.

2. Based on 22,895,591 issued and outstanding shares of Common Stock as of April 9, 2015

Changes in Control

On September 19, 2014 Peter Schulhof became the beneficial owner of PsiTech Corporation and consequently became the beneficial owner of 20,000,000 restricted common shares.

 
 
40

 
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
 
Related Party Transactions

None of the directors or executive officers of the Company, nor any person who owned of record or was known to own beneficially more than 5% of the Company’s outstanding shares of its Common Stock, nor any associate or affiliate of such persons or companies, has any material interest, direct or indirect, in any transaction that has occurred during the past fiscal year, or in any proposed transaction, which has materially affected or will affect the Company.
 
With regard to any future related party transaction, we plan to fully disclose any and all related party transactions in the following manner:
 
·         Disclosing such transactions in reports where required;
 
·         Disclosing in any and all filings with the SEC, where required;
 
·         Obtaining disinterested directors consent; and
 
·         Obtaining shareholder consent where required.
 
Director Independence

For purposes of determining director independence, we have applied the definitions set out in NASDAQ Rule 5605(a)(2). The OTCBB on which shares of common stock are quoted does not have any director independence requirements. The NASDAQ definition of “Independent Officer” means a person other than an Executive Officer or employee of the Company or any other individual having a relationship which, in the opinion of the Company's Board of Directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director.

According to the NASDAQ definition, Peter Schulhof is not an independent director because he is an officer of the Company.

According to the NASDAQ definition, Anthony Jackson is not an independent director because he is an officer of the Company
 
Review, Approval or Ratification of Transactions with Related Persons

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
 
41

 
PRINCIPAL ACCOUNTANT FEES AND SERVICES.

   
Year Ended
June 30, 2014
   
Year Ended
June 30, 2013,
 
Audit fees
  $ 5,000     $ 5,000  
Audit-related fees
  $ 0     $ 0  
Tax fees
  $ 0     $ 0  
All other fees
  $ 0     $ 0  
Total
  $ 5,000     $ 5,000  

Audit Fees

During the fiscal year ended June 30, 2014, we incurred approximately $5,000 in fees to our principal independent accountants for professional services rendered in connection with the audit and reviews of our financial statements for fiscal year ended June 30, 2014.

During the fiscal year ended June 30, 2013 we incurred approximately $5,000 in fees to our principal independent accountants for professional services rendered in connection with the audit and reviews of our financial statements for fiscal year ended June 30, 2014.

Audit-Related Fees

The aggregate fees billed during the fiscal years ended June 30, 2014 and 2013 for assurance and related services by our principal independent accountants that are reasonably related to the performance of the audit or review of our financial statements (and are not reported under Item 9(e)(1) of Schedule 14A was $5,000 and $5,000, respectively.

Tax Fees

The aggregate fees billed during the fiscal years ended June 30, 2014 and 2013 for professional services rendered by our principal accountant tax compliance, tax advice and tax planning were $0 and $0, respectively.

 
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All Other Fees

The aggregate fees billed during the fiscal year ended June 30, 2014 and 2013 for products and services provided by our principal independent accountants (other than the services reported in Items 9(e)(1) through 9(e)(3) of Schedule 14A was $0.
 
ITEM 15.     EXHIBITS.
 
 Exhibit  
 Number Description of Exhibits
3.1
Articles of Incorporation*
3.4
Bylaws*
10.1
 License Agreement with PsiTech Corporation ** 
10.2
Employment Agreement Peter Schulhof **
10.3
Employment Agreement Stewart Irvine **
14.1
Code of Ethics **
31.1
Certification of Chief Executive Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
Certification of Chief Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1
Certification of Chief Executive Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2
Certification of Chief Financial Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
** Incorporated by reference to our Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on February 21, 2014
* Incorporated by reference to our Registration Statement on Form SB-2, as filed with the Securities and Exchange Commission on November 15, 2004.
 
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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.
 
  
  
 
GO-PAGE CORPORATION
       
Date:
April 21, 2015
By:
/s/ Peter Schulhof
  
  
Name: Peter Schulhof
  
  
Title:
Chief Executive Officer and Director
       
Date:
April 21, 2015
By:
/s/ Anthony Jackson
  
  
Name:
Anthony Jackson
    Title: Chief Financial Officer (Principal Accounting Officer) and Director
 
 
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