U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-Q

 

Mark One

[ X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2015

 

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ______ to _______

 

Commission File No. 333-181747

 

MOBETIZE CORP.

(Exact name of registrant as specified in its charter)

 

Nevada

(State or Other Jurisdiction of Incorporation or Organization)

 

7299	99-0373704
(Primary Standard Industrial Classification Number)	(IRS Employer Identification Number)

 

8105 Birch Bay Square St, Suite 205, Blaine WA 98230

(Address of principal executive offices)

 

Issuer’s telephone number: (206) 347-4515

 

Indicate by checkmark whether the issuer: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X ]   No[   ]

 

Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

 

Large accelerated filer	☐		Accelerated filer	☐
Non-accelerated filer	☐	(Do not check if a smaller reporting company)	Smaller reporting company	☒

 

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

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the most practicable date: As at November 13, 2015, there were 33,261,154 shares of the issuer's $0.001 par value common stock issued and outstanding.

 

 

 

MOBETIZE CORP.

 

PART I	FINANCIAL INFORMATION
ITEM 1	Financial Statements		3
		Consolidated Balance Sheets	3
		Consolidated Statements of Operations	4
		Consolidated Statements of Stockholders’ Equity	5
		Consolidated Statements of Cash Flows	6
		Notes to Consolidated Financial Statements	7
ITEM 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations		18
ITEM 3	Quantitative and Qualitative Disclosures About Market Risk		33
ITEM 4	Controls and Procedures		33
PART II	OTHER INFORMATION
ITEM 1	Legal Proceedings and Risk Factors		35
ITEM 2	Unregistered Sales of Equity Securities and Use of Proceeds		35
ITEM 3	Defaults Upon Senior Securities		35
ITEM 4	Mine Safety Disclosures		35
ITEM 5	Other Information		35
ITEM 6	Exhibits		36

 

 

 

 

 

 

 

 

 

MOBETIZE, CORP.

Consolidated Balance Sheets

September 30, 2015

(Unaudited)

 

 

 

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

 

MOBETIZE CORP.

Consolidated Statements of Operations

For the three and six months ended September 30, 2015 and 2014

(Unaudited)

 

 

 

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

 

MOBETIZE CORP.

Consolidated Statements of Stockholders’ Equity

For the six months ended September 30, 2015

(Unaudited)

 

 

 

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

 

MOBETIZE CORP.

Consolidated Statements of Cash Flow

For the six months ended September 30, 2015 and 2014

(Unaudited)

 

 

 

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

 

 

MOBETIZE CORP.

 

Notes to the Consolidated Financial Statements

September 30, 2015

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

 

PRELIMINARY NOTE REGARDING FORWARD LOOKING STATEMENTS

 

The following discussion should be read in conjunction with our financial statements, which are included elsewhere in this Form 10-Q (the “Report”). This Report contains forward-looking statements which relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

 

In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the predictions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.

 

We are considered a development stage company. Our auditors have issued a going concern opinion on the financial statements for the year ended March 31, 2015.

 

GENERAL

 

We were incorporated in the State of Nevada on February 23, 2012. Our business office is at 8150 Birch Bay Road, Suite 205, Blaine WA 98230. Our telephone number is (206) 347-4515.

 

Our original business was to provide service to international students who want to study in Canada. We have not generated any revenues and our principal business activities had consisted of creating a business plan and entering into a Referral Agreement dated May 7, 2012 with Novy Mir, Ltd., an independent contractor who was to refer international students to us.

 

Our business plan was to help international students enroll in appropriate universities, institutes, colleges or schools in Canada. We also had planned to help students obtain student visas and find accommodations in the cities of study. Our service was to start from preliminary consultation and end when the client was enrolled to the program, entered to the destination country and accommodated at a desired place.

 

Unfortunately, we were not able to raise sufficient capital to fund our business development and consequently our management began considering alternative strategies, such as business combinations or acquisitions to create value for our shareholders.

 

On July 9, 2013, we entered into an asset purchase and sale agreement with Mobetize Inc. (“Priveco”), a State of Nevada corporation and formerly “Telupay Inc.”. Pursuant to the terms of the agreement, we agreed to acquire substantially all the assets of Priveco in exchange for the issuance by our company of 22,003,000 shares of our common stock to Priveco.

 

On July 12, 2013, Ms. Shpeyzer had resigned as our President, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer and Director. Ms. Shpeyzer’s resignation was not the result of any disagreement with our company regarding our operations, policies, practices or otherwise. Concurrently with Ms. Shpeyzer’s resignation, Mr. Stephen Fowler was appointed as our President, Principal Financial Officer, Principal Accounting Officer and as a director.

 

In accordance with board approval, we filed a Certificate of Change dated August 8, 2013 with the Nevada Secretary of State to give effect to a forward split of our authorized, issued and outstanding shares of common stock on a 7 new for 1 old basis, such that our authorized capital increased from 75,000,000 to 525,000,000 shares of common stock and, correspondingly, our issued and outstanding shares of common stock was increased from 3,290,000 to 23,030,000 common shares, all with a par value of $0.001.  

 

Further, effective August 13, 2013, in accordance with approval from the Financial Industry Regulatory Authority (“FINRA”), our company changed its name from “Slavia, Corp.” to “Mobetize Corp.”.  The name change and forward split became effective with the Over-the-Counter Bulletin Board at the opening of trading on August 14, 2013 under the symbol SAVID”. Effective October 1, 2013, our stock symbol changed from “SAVID” to “MPAY” to better reflect the new name of our company. 

 

In connection with the asset purchase and sale agreement, Mr. Fowler agreed to return for cancellation 18,400,000 shares of our common stock on September 4, 2013. Concurrently, we closed the asset purchase and sale by issuing the required 22,003,000 common shares to Priveco. Also pursuant to the asset purchase and sale agreement, on September 4, 2013, Ajay Hans was appointed as a director and Principal Executive Officer of our company.

 

On September 20, 2013, Stephen Fowler had resigned as our Principal Financial Officer and Principal Accounting Officer. Mr. Fowler’s resignation was not the result of any disagreement with our company regarding our operations, policies, practices or otherwise.  Concurrently with Mr. Fowler resignation, Mr. Chris Convey was appointed as our Chief Financial Officer.

 

On September 16, 2013, our company issued 315,000 common shares to Source Capital Group, Inc., a US investment-banking firm, as part of an on-going consulting agreement with our company. Additionally on October 7, 2013 the Company issued 1,050,000 shares in a private placement at $0.50 per share for gross funds of $525,000.

 

On December 15, 2013 our company issued 15,000 common shares for prepaid marketing services with a fair value of $19,500. All these services had been received and amortized by June 30, 2014.

 

On December 31, 2013 our company issued 1,200 common shares in payment of consultancy services received with a fair market value of $1,500.

 

On March 14, 2014 our company issued 200,000 common shares at a deemed price of $0.20 a share to Bacarrat Overseas Ltd upon conversion of the outstanding notes payable to equity.

 

On March 26, 2014 our company entered in to a debt for equity settlement agreement with the president of our company. Under the terms of this agreement, the Company settled debts of $112,500 owed to the president of our company in return for the issuance of 150,000 common shares. This transaction was valued at the prevailing market price of $1.35 per share, so our company incurred an interest charge of $90,000 as a result of this transaction.

 

On April 4, 2014 our company issued 1,334 common shares in exchange for services valued at $1,800.

 

On June 25, 2014 our company closed a private placement under which it sold 1,122,831 investment units for gross proceeds of $842,123. Each investment unit consisted of one common share of our company’s stock and one half-warrant. The warrants are exercisable at $1.00 per share and are valid for two years from issue. $58,500 financing fees are payable in cash associated with this private placement and 133,000 financing warrants were issued on the same terms as those in the investment units.

 

On September 1, 2014 the Company issued 250,000 share options for consulting services with a three year term, expiring on August 31, 2017. The options vest monthly in equal installments.

 

On September 8, 2014 the Company issued 9,990 common shares in settlement of supplier liabilities valued at $12,087.

 

On December 11, 2014 the Company closed a private placement under which it sold 490,000 investment units for net proceeds of $490,000. Each investment unit consisted of one common share of our company’s stock and one half-warrant. The warrants are exercisable at $1.25 per share and are valid for three years from issue. No financing fees are payable in cash associated with this private placement. 60,000 financing warrants were issued on the same terms as those in the investment units.

 

On March 17, 2015, the Company repriced 490,000 investment units from the December 11, 2014 private placement from $1.00 per unit to $0.75 per unit resulting in additional 163,333 investment units issued to the private placement shareholders. Each investment unit consisted of one common share of the Company’s stock and one half-warrant. The warrants are exercisable at $1.25 per share and are valid for four years from the date of issue.

 

On March 4, 2015, the Company issued 25,280 shares at a conversion price of $0.20 per share to convert interest payable on notes payable in the amount of $5,056 to equity.

 

On June 10, 2015, the Company issued 184,500 shares at a conversion price of $0.50 per share for proceeds of $92,250 upon the exercise of warrants. $184 was recorded to common shares at the par value of $0.001 per share and $92,065 was recorded to additional paid-in capital.

 

On August 15, 2015, the Company issued 5,000 shares at a conversion price of $0.50 per share for proceeds of $2,500 upon the exercise of warrants. $5 was recorded to common shares at the par value of $0.001 per share and $2,495 was recorded to additional paid-in capital

 

On September 1, 2015, the Company closed a private placement under which it sold 2,724,668 investment units for $0.25 per unit for gross proceeds of $681,167, which were exclusively offered to subscribers of previous $0.75 private placements. Each investment unit consists of one common share of the Company’s stock and one half-warrant. The warrants are exercisable at $1.00 per share and are valid for three years from the date of issue (see Note 8(b)). $8,750 cash financing fees and 17,500 financing warrants with a value of $56,350 (see Note 8(d)) are payable with this private placement.

 

On September 1, 2015, the Company closed a private placement under which it sold 161,481 investment units for $0.50 per unit for gross proceeds of $80,741. Each investment unit consists of one common share of the Company’s stock and one half-warrant. The warrants are exercisable at $1.00 per share and are valid for three years from the date of issue (see Note 8(c)). Neither financing fees nor financing warrants were payable with this private placement.

 

BUSINESS OVERVIEW

 

Our original business was to provide service to international students who want to study in Canada. We did not generate any revenues and our principal business activities consisted of creating a business plan. Our business plan was to help international students enrol in appropriate universities, institutes, colleges or schools in Canada. We also had planned to help students obtain student visas and find accommodations in the cities of study. Our service was to start from preliminary consultation and will end when the client is enrolled to the program, entered to the destination country and accommodated at desired place.

 

Unfortunately, we were not able to raise sufficient capital to fund our business development and consequently our management began considering alternative strategies, such as business combinations or acquisitions to create value for our shareholders.

 

As such, we purchased all or substantially all of the business assets of Mobetize Inc. on September 4, 2013 and our new business offers us the opportunity to become a leading online and mobile commerce platform provider for telecom operators, payment service providers and banks. Our platform is brand-able and enables telecom operators, employers and prepaid card issuers to simplify the delivery of mobile financial services.  We ensure end-to-end integration for services such as retail/online payments, air-time top ups, international remittances/money transfer, P2P transfers and Visa/Mastercard programs on mobile devices. We seamlessly integrate and white label our secure mobile money platform with our delivery partners to help increase their average revenue per customer (ARPU), decrease customer service costs, and increase loyalty to existing offerings. 

 

Telecom Products and Solutions:

Adoption of the smart phone has created an unprecedented increase in the use of the mobile devices for financial transactions.  This paradigm is changing the way people receive financial services across the globe. MFS are part of a long-term strategy for telecom operators worldwide to enhance their relationship with their subscribers and increase Average Revenue Per User (“ARPU”). For telcos with predominantly prepaid customer bases, we assist them in significantly increasing their enterprise value, as we effectively convert pre-paid subscribers in to post-paid subscribers. We have commenced operations with our first products designed and ready for sale and/or implementation.

 

smartWallet:

Our smartWallet solution is provided via mobile web and web OS Apple and Android app to the desktop, iPad or mobile phone of our users.

 

The smartWallet is the core of our mobile financial services offerings and allows users to load funds in to their mobile wallet and access global services such as prepaid top-ups for themselves or for gifts for family members, Person 2 Person money transfers, international money transfer remittances, bill payments and bill management, with other financial services being added.

 

Users can load funds in to their smartWallet from their bank account (ACH or real time ACH), via credit or prepaid debit card and by Q2 2015 by electronic remote check deposit, plus cashing and cash load at Green Dot affiliated locations across the US.

 

smartWallet can be integrated with a billing system to allow to offer a mobile ‘my account’ as part of a mobile wallet with rich features including:

 

•	Registration - Sign in and sign up process capabilities based on current systems.
•	User Account Settings - Allows the user to update their information, edit/add and save different payment methods while changing password and saving account numbers to favorites for fast access.

 

 

•	View Balance - Subscribers are able to track their balances by viewing their real-time balance.
•	Add and Save Services -Create, save, and edit a list of Favorites for easy and fast access to all transactions.
•	Favorites - Create, save, and edit a list of Favorite contacts, remittances, airtime transactions and more for convenience and accessibility.
•	Stored Payment Methods - Safely store and edit a list of preferred method of payments to load the smartWallet and increase convenience and accessibility including credit cards, debit cards, and ACH.

 

smartRemit:

A fully integrated mobile platform dedicated to providing the most convenient, efficient, scalable and inexpensive global money transfer solution for your subscriber.

 

It allows customers to send funds person to person via multiple convenient ways; bank account deposits, pick-up at agent location, and home delivery. Users can send funds in one currency and have the beneficiary receive in another. Cash delivery options include:

 

•	Cash to cash
•	Cash to account
•	Door service
•	Mobile transfers

 

smartRemit is accessed via the smartWallet and provides users with 24/7 mobile money transfer remittance capabilities via the mobile web to initially 39 countries worldwide, with 50,000+ agent locations. We anticipate this reach to grow during the remainder of 2015 with money transfer capability to 150 countries with 170,000 payout agents and delivery to any bank accounts in over 600 Banks worldwide.

 

smartCharge:

smartCharge enables real time prepaid mobile top-ups to any mobile phone and recharge transfers to over 250 partner mobile network operators in 90 countries, reaching 3.6 billion prepaid users. Subscribers can offer top-ups as a gift to any mobile phone globally.

 

 

smartBill:

smartBill allows users to pay bills to approximately 14,000 companies within the US, including utilities, mobile phone providers and other. A full list of the billers currently supported via smartBill is available on request or via the smartWallet application.

 

 

smartTel:

Through the integration with a billing system, users will be able to access their ‘my account’ features through the Mobetize smartTel application. This is where we will provide users the ability to access the Got Prepaid domestic top up solution.

 

smartCard:

Now with our agreement with DCR Strategies users will be able to request (during sign-up or at any time via the Mobetize app) a prepaid MasterCard or Visa card, which is linked to their smartWallet. Users will be able to move any cleared funds from their smartWallet on to the MasterCard, allowing them to make purchases both online and in retail locations, plus withdraw cash from ATMs and Green Dot affiliated locations across the US that includes Walmart, CVS, RiteAid, Walgreens and 7 Eleven Stores.

 

Users will be able to track the balance and see recent transactions via the Mobetize smartWallet and can easily move money back to the smartWallet via the Mobetize App. The smartCard MasterCard will have the same white-label branding as the smartWallet for a seamless user experience.

 

CRM and Reporting Tool:

Mobetize will also provide an online access to its CRM and reporting system.

 

The reporting system can be configured so that different levels within a customer’s team can see and access different levels of information, through user access rights and logons. The reporting tool provides real time data, at different levels of detail, allowing to track such metrics as:

 

•	Transactions $ values
•	Transaction volume-by type of transaction
•	Number of registered users
•	Number of active users
•	Geographic splits
•	Other KPIs as defined

 

The web based CRM tool, will allow staff to provide Tier 1 customer support for the smartWallet solutions. Through this web-tool, the staff will be able to access and update customer data such as:

 

•	User information (name, address, etc.)
•	User transaction history
•	User wallet balance
•	Issue refunds of balances in wallet

 

Payment Products and Solutions:

 

Additionally, we offer accessible, convenient and powerful for both merchants and consumers. Our business has a global leading mobile commerce platform that enables merchant customers to offer secure and convenient non-near field communication payment solutions. With our revolutionary mobile commerce technologies, merchants are able to provide enhanced purchasing experiences to their consumers. We have commenced operations with our first products designed and ready for sale and/or implementation.

 

We have implemented revolutionary mobile commerce solutions that cater to the needs of merchants and consumers alike both online and in-store. Our mobile services platform makes it easier for consumers to perform mobile transactions through a secure, bank grade mobile interface anytime, anyplace. Our attention to detailed user experience makes payments simple, convenient and safe. Our carefully chosen features provide unparalleled quality to our customers, partners and business associates across the world.

 

Our mobile commerce solution has the advantages of;

 

•	a custom branded wallet;
•	deepening customer relationships and loyalty;
•	launching new products and services via mobile;
•	attracting new customers and increase sales;
•	reducing customer payment-processing costs;
•	interoperability; and
•	reducing fraud and increase customers’ security.

 

With our mWallet, mPay and mPos solutions we address the needs of merchants worldwide.

 

mPOS

 

With our mobile point of sale product (“mPOS”) we allow merchant customers to shift their cashiers out from behind a register and into the storefront. Our mPOS leverages the merchant’s most valuable assets – their employees.  Cashiers are empowered to act as in-store sales associates with a mobile device to connect with shoppers and provide them with detailed product information, real-time pricing and inventory data and provide a higher level of customer service.

 

The interactive and fully integrated solution offers powerful selling tools, including cross-sells, up-sells and individual shopper history to increase average cart size. mPOS ensures a more personalized and interactive in-store experience to drive higher conversion rates while decreasing both the number of registers needed and the time shoppers spend in line.

 

mPay

 

mPay is designed to transform the in-store customer experience using the most convenient device for payment- their mobile device. mPay accelerates a merchant’s customer’s shopping process by turning their smartphones into a self-checkout device. The customer’s mobile device is the ubiquitous point of access to converge data and metrics of online and retail shopping from both ecommerce and in-store technologies. The mPay solution allows consumers to engage and transact with merchants in-store and complete a self-checkout process. mPay is designed to transform the in-store customer experience using the most convenient device for payment- their mobile device.

 

mWallet

 

With mWallet, merchant customers can securely store credit cards, offers, and loyalty points on their phones specific to merchant brands ensuring a safe, secure and scalable platform for merchants to implement their mobile payment strategy.

 

The mWallet solution can be implemented by merchants to enable mobile shopping and ordering for their customers.  As more and more retail shopping is shifting to mobile, the mWallet solution ensures a safe, secure and scalable platform for merchants to implement their mobile payment strategy.

 

Mobile Banking Products and Solutions:

 

On March 26, 2012, Telupay PLC entered into a five-year License Agreement with Baccarat Overseas, Ltd. (“Baccarat”) for the latter’s use and distribution of the mobile banking and payment software owned by Telupay PLC. A License Assignment Agreement between Priveco and Baccarat Overseas Ltd. dated August 21, 2012 assigned the license from the License Agreement to Priveco, which made up part of the asset purchase by us.

 

Our mobile banking services (“MBS”) technology is a secure, robust method of delivering bank-grade transactions via an intuitive interface on mobile devices. Our MBS technology is not tied to proprietary bank or operator technologies, which gives it the ability to provide its service to all of the major banks, mobile operators, and agent networks worldwide. Highlights of our MBS business development include strong progress in Philippine business where three top ten banks and one of two interbank networks are now using our MBS platform, including Metrobank, Union Bank, United Coconut Planters Bank, and MegaLink, an interbank network servicing 17 national banks in the Philippines. 

 

Latest Developments and Customers:

 

On September 3, 2014, we were selected by DCR Strategies Inc – TruCash., to be the core mobile wallet and mobile financial services (MFS) provider, which will be fully integrated to the TruCash prepaid card mobile application.

 

We have extended our existing partnership with DCR to offer Mobetize mobile financial services and products to the many millions of existing DCR prepaid card users in North America.

 

On September 8, 2014 we entered into an agreement with Impact Telecom, a global provider of voice, messaging, and data services, to offer the Mobetize mobile wallet platform to deliver international money transfer, mobile airtime top-up, and bill payments to Impact Telecom’s extensive customer base in the United States and Canada.

 

Impact Telecom customers—including Startec customers, Impact’s leading brand for international calling— will see these features available online and on their mobile devices in Q4 2014. U.S. and Canada currently remit over $100 billion annually, and most of that money is transferred utilizing traditional storefront methods. The Mobetize mobile wallet platform improves reach, convenience, and low cost to customers by digitizing these financial transactions via mobile devices.

 

We accelerate the migration of traditional e-commerce to mobile payment. Our smart solutions platform provides telecommunications operators and payment gateways unparalleled mobile functionality in bill management, payments, recharge, domestic money transfers, international remittances, point-of-sale functionality, and numerous other related technologies.

 

Our wallet platform—designed to enable telecommunications operators to increase customer retention, maximize average revenue per user, and minimize churn—provides the market’s smoothest and most cost-effective transition of existing e-commerce to mobile.

 

On October 27, 2014, we entered into an agreement with SurePay Payment Services, an emerging global payment solutions provider in UAE funded by the Royal Group UAE www.royalclubuae.ae. We will enable SurePay to provide mobile wallet services such as money transfer and airtime top-up funded via the payroll from expatriate workers living in the United Arab Emirates (UAE). This follows the previously-announced memorandum of understanding signed with iWire Consulting, SurePay's integration, development and technology partner.

 

With more than 8 million foreign residents from 140 different countries, the international money transfer remittance market is very large in the UAE. According to the UAE Government, over US$20 billion was remitted from the UAE during 2012 and other money transfer experts have stated remittances from UAE were nearly US$30 Billion for 2013. Many expatriate workers in the UAE and consumers need better information about their finances, and desire the ease and convenience of conducting financial transactions via a mobile device. Although these workers and consumers often have insufficient access to financial services, their access to mobile phones is widespread. According to Nielsen, there is 78 percent smartphone penetration in the UAE, which is one of the highest penetration rates in the MENAP region. In fact, 81 percent of mobile owners age 16-34 now own smartphones, and penetration is rising steadily among other age groups as well.

 

Our smartWallet platform will enable SurePay, on a white label basis, to offer a rich mobile wallet feature set and services to employers and their expatriate workers including features such as user registration, customized account settings, balance view, and stored payment methods. According to the terms of the three-year agreement, we will initially provide SurePay's users our smartWallet platform, smartRemit international money transfer service, and our smartCharge mobile phone airtime top-up/ recharge service. Additional services, including bill payments, POS payments, prepaid cards and other services will be added to the wallet. In exchange for our services, SurePay will pay us an integration fee and receive a variable fee per transaction based on volumes and types of financial service provided. Discussions on integration have begun with several leading banks in the UAE, with service expected to commence in 2015.

 

On December 22, 2014 Mr. Kenneth F Douglas joined Mobetize Corp. as a strategic advisor to assist the Company's expansion of mobile financial services, partnerships, and M&A in North America and Europe.

 

Mr. Douglas is currently a Senior VP Business and Partnership Development in SEQR USA, Inc. He is responsible for building the US operations for SEQR USA, Inc., (www.seqr.com) a subsidiary of Seamless Distribution AB (www.seamless.se) based in Stockholm, Sweden, a global mobile payment company providing prepaid top-up and mobile payments in 30 countries with over 3.1 billion transactions annually.

 

Mr. Douglas speaks regularly as an Industry Leader for Pacific Crest Securities MOSAIC group as an SME (Subject Matter Expert) for the payment industry, payments, emerging/alternative payments, mobile payments and technology.

 

Previously, Mr. Douglas served as Executive VP Partnerships and Alliances at Zipmark, Executive VP Partnerships and Alliances at Adility (acquired by inComm), Executive VP of Social Gaming and Commerce at Twitpay (acquired by Acculynk), and VP and General Manager of Merchant Services at Revolution Money (acquired by American Express) where he was responsible for building the RevolutionCard Network(TM) with over 700,000 accepting merchants and 300,000 card holders/members.

 

Currently, Mr. Douglas sits on the Advisory Board for a number of fintech companies in multiple stages of growth -- ShelfBucks, ShopMyNeighborhood(TM), EyeBuyTV, OrderIt, RedCritter, BRANDedTray, and Zipmark.

 

In April 2015 we completed the production version of Mobile Web application 1.0.  This consists of smartCard, Paypal, bank ACH and credit card processing as cash-in options.  Cash-out options include smartCharge, smartBill, person-to-person transfers, and smartCard for ATM withdrawals and POS purchases. The CRM, reporting, and incident management tools have also been completed while the desktop version and Representation State Transfer (REST) APIs with all of the above features have been completed. During the three months ended June 30, 2015 Mobetize began receiving the initial revenue stream from its first customer, CostMaster, who began using the Mobile Web application Version 1.0 for delivery of their foreign payroll.

 

In May 2015 we were in the final phase of development of Version 2.0 for rollout to two additional customers Impactel and TruConnect.  This release will cover REST APIs, Mobile Web, Desktop Web, CRM, and reporting tools as well as native applications for iOS and Android. MPAY’s Version 2.0 includes the most significant component and key differentiator of our offering to-date being International Money Transfer capabilities globally via our two International Money Transfer partners. Version 2 allows our 2 current Telco customers Impactel and TruConnect to offer their combined 1.3 million customers International Money Transfer capabilities from USA to over 150 countries via a network of nearly 200,000 payout agent locations and bank transfers to over 600 Banks in those countries. The World Bank estimated in 2014 $131 Billion dollars was sent from the USA by residents and immigrants works to their family members in their respective countries. The USA is the largest market for these money transfer services accounting for over 22% of all global money transfers. MPAY’s Version 2.0 is expected to generate multiple revenue streams for Mobetize from the deployment of these mobile and desktop financial services via Impactel and TruConnect to their 1.3 million current customers.

 

In May 2015 Mobetize was selected from over 100 technology companies to speak and present at the 2015 Innovation Showcase Event on Friday May 29, 2015 held by the Telecom Council of Silicon Valley  held in Sunnyvale, CA. Mobetize showcased the MPAY mobile financial services aggregation platform to decision level executives and had 10+ individual meetings and demos to some of largest Telecom companies in the world resulting in signing numerous NDAs and having ongoing discussions with many of these Tier 1 and Tier 2 Telcos.

 

On August 10, 2015 Mobetize Corp. showcased its latest MPAY Version 2.0 at the Prepaid Expo in Las Vegas which incorporates the full mobile money product suite that can be white-labeled by any telecom operator. The suite consisted of a mobile wallet with key financial services offerings that now include global money transfer capability, US bill payments, global gifting of prepaid air-time top ups and paid Visa/MasterCard programs for Telecom Operators. Mobetize allows its telecom operators to pick and choose the financial services they want to deliver branded for their customers and can be launched through APIs, or as a stand-alone system.

 

On August 10, 2015, our directors approved the adoption of the 2015 Stock Option Plan which permits our company to issue stock options for up to 3,000,000 common shares to our directors, officers, employees and consultants. The 3,000,000 shares allocation was approximately 10 % of the issued and outstanding shares as of August 10, 2015.

 

On August 31, 2015 Mobetize Corp. retained Allison+Partners as Investor Relations Agency of Record (AOR). Allison+Partners will provide Mobetize with investor relations, media relations and thought leadership services, and advise management on financial communications strategies. The goal of the program is to increase the visibility of the Company's growth strategy. Allison+Partners is a fast-growing, best-in-class, strategic communications firm specializing in investor relations, corporate communications, media relations, digital public relations marketing and communications management services.

 

On September 1, 2015 Mobetize Corp. announced the closing of a recapitalization agreement with several existing investors and founders generating net proceeds of approximately $747,000. Proceeds from the transaction will provide Mobetize with greater financial flexibility and additional capital to support any potential increase in business demand. Each investment unit consisted of one common share of the Company's stock and one half-warrant. The warrants are exercisable at $1.00 per share and are valid for three years from issue. $8,750 cash financing fees and 17,500 financing warrants were associated with these private placements. As part of the financing, the Company's co-founders converted $228,240 of unsecured loans, advances and warrants into equity.

 

On September 2, 2015 Mobetize Corp. announced that Vincent Tozzi has been appointed as the Company's first Chief Revenue Officer. In his role, Tozzi is responsible for the Company's Sales and Marketing with a focus on building sales teams and closing contracts. Mr. Tozzi has twenty-plus years of experience in sales management, business development, solution sales and channel management with large telcos in North America, most recently as Chief Commercial Officer for Nobel USA. His prior experience includes senior sales and marketing positions at IDT Telecom, Allegiance Telecom and Winstar Communications.

 

On September 14, 2015 Mobetize Corp. appointed Donald Duberstein as an independent director and chairman of the Remuneration Committee. In addition to owning and managing an extensive portfolio of residential and commercial properties across the USA, over the past 38 years, Mr. Duberstein co-founded and chaired a skin care company and has been an active investor in a number of private and public companies in various sectors including display advertising, water filtration systems and sports teams. He also served on the Board of Directors of Selvac Corporation. Mr. Duberstein graduated from the University of Pennsylvania Phi Beta Kappa, Magna Cum Laude in 1973 and NYU Law School in 1976. He became a member of the New York and Florida Bars in 1977 and also serves as a volunteer to several non-profit enterprises including as the incoming Chairman of the Board of United Hebrew Geriatric Centre.

 

On September 30, 2015 the Company announced that it has signed contracts with Assist Wireless and Global Hawk Telecom providing each telecom operator's customers with a convenient and low cost method to utilize alternative financial services (AFS) via their mobile devices.

 

On October 7, 2015 the Company announced that it has formed a strategic partnership to deliver mobile wallet and financial services to customers of Pure Minutes. Pure Minutes is a leading provider of prepaid international calling services and mobile phone payment services for domestic and international mobile carriers with an addressable customer base of over 1.1 million in the USA.

 

On October 21, 2015, Mobetize Corp. announced that Kay Wong-Alafriz has been appointed as the Company’s Senior Vice President of Operations and Finance. In her role, Ms. Wong-Alafriz will leverage her broad array of project finance, accounting, and compliance experiences and skills to ensure strong operational support of client projects. Ms. Wong-Alafriz brings more than 20 years of experience in processes management, quality control and compliance to Mobetize and will be responsible for all aspects of operations monitoring in addition to supporting the Company’s customer compliance and quality control efforts related to client projects. Prior to joining Mobetize, Ms. Wong-Alafriz was SVP of Finance and Risk Management at Asian Coast Development Ltd., and earlier held senior finance positions at Imperial Parking Corporation, Great Canadian Gaming Corporation, Sierra Wireless and Vancouver International Airport Authority.

 

On November 3, 2015 Mobetize Corp announced that it has formed a strategic partnership to deliver a mobile wallet and financial services to Global Service Solutions Inc. under their new brand Gotawallet™. Global Service Solutions has experienced great success with its Got Prepaid™ brand and Gotawallet™ is a natural successor for the company.

 

Got Prepaid™ provides distribution, through a nation-wide channel of large distributor and retailers, to over one million end-users in the U.S. covering over 50 different prepaid cellular products in a combination of hard card, real time replenishments and e-pin formats. In the prepaid industry, the Got Prepaid brand is highly regarded for its ability to provide quality customer service and technical support. Got Prepaid™ provides recharge for wireless AT&T, Verizon, T Mobile, H20, Red Pocket and many others.

 

RESULTS OF OPERATION

 

Operating Revenues, Operating Expenses and Net Loss

 

		US $								US $
		Three Months Ended								Six Months Ended
		September 30,								September 30,
		2015				2014				2015				2014
Revenues			3,742				2,415				7,077				22,155
Operating Expenses			357,423				381,720				720,423				776,205
Net Loss from Operations			(353,681	)			(379,305	)			(713,346	)			(754,050	)
Net Loss			(353,681	)			(379,305	)			(713,346	)			(754,050	)

 

Our company generated $7,077 of revenue in the six months ended September 30, 2015 compared to revenues of $22,155 during the same period in 2014. For the three months ended September 30, 2015, our company generated $3,742 of revenue compared to $2,415 of revenue during the same period in 2014. All revenues are currently generated through m-commerce services provided in line with the contracts acquir ed by Mobetize from Alligato Inc. Our company expects to generate further revenue in the next 12 months as Mobile Money services are deployed.

 

Our operating expenses for the three and six months ended September 30, 2015 and 2014 are outlined in the following table:

 

		US $								US $
		Three Months Ended September 30,								Six Months Ended September 30,
		2015				2014				2015				2014
Depreciation			655				-				1,431				-
General and administrative			68,874				41,686				113,416				76,081
General and administrative – related party			728				5,830				2,162				13,245
Investor relations and promotion			7,155				51,224				7,155				81,140
Listing fees			8,956				7,153				21,191				15,431
Management salaries and consulting fees			63,479				63,009				173,845				238,706
Management salaries and consulting fees – related party			30,000				56,000				60,000				100,250
Professional fees			10,743				33,809				38,010				53,453
Research and development			125,050				14,101				236,616				14,101
Research and development – related party			12,205				108,908				12,836				181,160
Sales and marketing			29,578				-				53,761				-
Sales and marketing – related party			-				-				-				2,638
Total Operating Expenses			357,423				381,720				720,423				776,205

 

For the six months ended September 30, 2015 operating costs were $720,423 compared with $776,205 for the six months ended September 30, 2014. This $55,782 decrease is primarily attributed to the following: $73,985 decrease to investor relations as we eliminated an investor relations services contract, and $105,111 decrease in management salaries and consulting fees as we internalized certain roles while optimizing the management structure to reduce overhead cost, which was offset by a $54,191 increase in research and development as we continued to focus on and invest in our product development, and a $51,123 increase in sales and marketing expense as we began efforts to increase market awareness.

 

For the three months ended September 30, 2015 operating costs were $357,423 compared with $381,720 for the three months ended September 30, 2014. This $24,297 decrease is primarily attributed to the following: $44,069 decrease to investor relations as we eliminated an investor relations services contract, and $25,530 decrease in management salaries and consulting fees as we internalized certain roles while optimizing the management structure to reduce overhead cost, which was offset by a $14,246 increase in research and development as we continued to focus on and invest in our product development, and a $29,578 increase in sales and marketing expense as we began efforts to increase market awareness.

 

During the six months ended September 30, 2015, our company recorded a net loss of $713,486 compared with a net loss of $754,050 for the six months ended September 30, 2014. During the three months ended September 30, 2015, our company recorded a net loss of $353,681 compared with a net loss of $379,305 for the three months ended September 30, 2014. Revenues during each of these periods was not significant, therefore any change to net loss can be best explained through the analysis of total operating costs above.

 

Liquidity and Capital Resources

 

		US $
		September 30, 2015				March 31, 2015
Current Assets			534,502				390,544
Current Liabilities			170,419				110,110
Working Capital			364,083				280,434

 

As at September 30, 2015, our company’s cash balance was $490,478 and total assets were $547,504, compared to cash balance of $312,899 and total assets of $404,150 as at March 31, 2015. The increase in the cash balance was primarily attributed to proceeds from the sale of common stock and warrant exercise offset cash used from operating activities. The increase in total assets was also primarily due to the increase in the cash balance offset somewhat by reductions in accounts receivable and prepaid expenses and deposits.

 

As at September 30, 2015, our company had total liabilities of $170,419 compared with total liabilities of $163,215 as at March 31, 2015. The increase in total liabilities is attributed to a $60,319 increase in account payable and accrued liabilities offset by a decrease to due to related party of $53,105.

 

As at September 30, 2015, our company has working capital of $364,083 compared with working capital of $280,434 at March 31, 2015 with the increase in the working capital attributed to the proceeds from the sale of common stock and warrant exercise.

 

Cash Flows

 

		US $
		Six Months Ended
		September 30,
		2015				2015
Cash flows used in Operating Activities			(611,355	)			(593,681	)
Cash flows used in Investing Activities			(1,606	)			(7,124	)
Cash flows provided by Financing Activities			794,802				783,622
Effect of exchange rate changes on cash			(4,262	)			-
Net Increase in Cash During Period			177,579				182,817

 

Cash flow used in Operating Activities

 

During the six months ended September 30, 2015, our company used $611,355 of cash for operating activities compared to $593,681 of cash used in operating activities during the six months ended September 30, 2014. The $17,643 increase in cash used in operating activities is primarily attributed to the following the fact that net loss after adding back shares issued for services and amortization expense was $103,805 higher in 2014 which was offset by a decrease in prepaid expenses and increase in payable and accrued liabilities in the 2015 period.

 

Cash flow used in Investing Activities

 

During the six months ended September 30, 2015 our company used $1,606 of cash in investing activities compared to $7,124 in 2014. Cash used in investing activities during the six months ended September 30, 2015 was due to the purchase of computer equipment while cash used in investing activities during the same period in 2014 was due to investment in software development costs.

 

Cash flow from Financing Activities

 

During the six months ended September 30, 2015, our company received $794,802 of proceeds from financing activities compared to $783,622 during the six months ended September 30, 2014. Both periods benefitted from private placements share subscriptions that during the six months ended September 30, 2015 included approximately $228,000 of investment by the Chief Executive Office and the Chief Financial Officer of the company.

 

SUBSEQUENT DEVELOPMENTS

 

From October 1, 2015 through November 3, 2015  2,630,000 stock options from the Stock Option Plan  were issued to directors, employees, advisors and consultants for the exercise of up to 2,630,000 common shares with a $0.60 exercise price, a 5 year life, and vesting terms ranging from immediate to 32 months depending, generally, on the tenure of staff.

 

PLAN OF OPERATION AND FUNDING

 

We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.

 

Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next twelve months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and advances from directors. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) acquisition of inventory; (ii) developmental expenses associated with a start-up business; and (iii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. We currently have no agreements, arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources. Since we have no such arrangements or plans currently in effect, our inability to raise funds for the above purposes will have a severe negative impact on our ability to remain a viable company. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.

 

OFF-BALANCE SHEET ARRANGEMENTS

 

As of the date of this Quarterly Report, we do not have any 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 that are material to investors.

 

GOING CONCERN

 

The independent auditors' report accompanying our March 31, 2015 financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern.

 

There is significant doubt about our ability to continue as a going concern.

 

These financial statements included in this Quarterly Report for September 30, 2015 have been prepared on a going concern basis, which implies that our company will continue to realize its assets and discharge its liabilities in the normal course of business. As of September 30, 2015, our company has an accumulated deficit of $4,968,862 and has accumulated other comprehensive losses of $7,366. The continuation of our company as a going concern is dependent upon the continued financial support from its management, and its ability to identify future investment opportunities and obtain the necessary debt or equity financing, and generating profitable operations from our company’s future operations. These factors raise substantial doubt regarding our company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should our company be unable to continue as a going concern.

 

CRITICAL ACCOUNTING POLICIES

 

Our significant accounting policies are summarized in note 2 to our financial statements. While the selection and application of any accounting policy may involve some level of subjective judgments and estimates, we believe the following accounting policies are the most critical to our financial statements, potentially involve the most subjective judgments in their selection and application, and are the most susceptible to uncertainties and changing conditions.

 

Revenue Recognition

The Company recognizes revenue from licensing and professional fees. Revenue will be recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service has been provided, and collectability is reasonably assured.

 

Stock-Based Compensation

The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation, which requires the measurement and recognition of compensation expense based on estimated fair values for all share-based awards made to employees and directors, including stock options.

 

ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Company uses the Black-Scholes option-pricing model as its method of determining fair value. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to the Company’s expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the portion of the award that is ultimately expected to vest is recognized as an expense in the statement of consolidated comprehensive loss over the requisite service period.

 

Options granted to consultants are valued at the fair value of the equity instruments issued, or the fair value of the services received, whichever is more reliably measureable.

 

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

As we are a smaller reporting company, as defined by Item 10 of Regulation S-K, we are not required to provide the information required by this item.

 

 

ITEM 4. CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

Our disclosure controls and procedures, as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in rules and forms adopted by the SEC, and that such information is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, to allow timely decisions regarding required disclosures.

 

Management, with the participation of the President and the Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on such evaluation, the President and the Chief Financial Officer concluded that, our disclosure controls and procedures were not effective. Our disclosure controls and procedures were not effective because of the "material weaknesses" described below under "Management's report on internal control over financial reporting," which are in the process of being remediated as described below under "Management Plan to Remediate Material Weaknesses."

 

Management's Report on Internal Control over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting, as defined in rules promulgated under the Exchange Act, is a process designed by, or under the supervision of, our President and Chief Financial Officer and affected by our Board of Directors, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. Internal control over financial reporting includes those policies and procedures that:

 

•	pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;
•	provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that our receipts and expenditures are being made only in accordance with authorizations of our management and our Board of Directors; and
•	provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements

 

Because of its inherent limitations, a system of internal control over financial reporting can provide only reasonable, not absolute, assurance that the objectives of the control system are met and may not prevent or detect misstatements. Internal control over financial reporting is a process that involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial reporting also can be circumvented by collusion or improper override. Because of such limitations, there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting.

 

However, these inherent limitations are known features of the financial reporting process, and it is possible to design into the process safeguards to reduce, though not eliminate, this risk. Further, over time control may become inadequate because of changes in conditions or the degree of compliance with the policies or procedures may deteriorate.

 

Our management assessed the effectiveness of our internal control over financial reporting as of September 30, 2015. In making its assessment, management used the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"). Based on its assessment, management has concluded that we had certain control deficiencies described below that constituted material weaknesses in our internal controls over financial reporting. As a result, our internal control over financial reporting was not effective as of September 30, 2015.

 

A "material weakness" is defined under SEC rules as a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of a company's 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 management's review of the investigation issues and results, and other internal reviews and evaluations that were completed after the end of quarter related to the preparation of management's report on internal controls over financial reporting required for this quarterly report on Form 10-Q, management concluded that we had material weaknesses in our control environment and financial reporting process consisting of the following:

 

1.	lack of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures;
2.	insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements;

 

We do not believe the material weaknesses described above caused any meaningful or significant misreporting of our financial condition and results of operations for the quarter ended September 30, 2015. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

 

Management Plan to Remediate Material Weaknesses

 

Management believes that the material weaknesses set forth above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods. In an effort to remediate the identified material weaknesses and other deficiencies and enhance our internal controls, we have initiated, or plan to initiate, the following series of measures:

 

We plan to appoint one or more outside directors to our board of directors who shall be appointed to an audit committee resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring of required internal controls and procedures such as reviewing and approving estimates and assumptions made by management when funds are available to us.

 

We believe the remediation measures described above will remediate the material weaknesses we have identified and strengthen our internal control over financial reporting. We are committed to continuing to improve our internal control processes and will continue to diligently and vigorously review our financial reporting controls and procedures. As we continue to evaluate and work to improve our internal control over financial reporting, we may determine to take additional measures to address control deficiencies or determine to modify, or in appropriate circumstances not to complete, certain of the remediation measures described above.

 

Changes in Internal Controls over Financial Reporting

 

There have been no changes in our company’s internal control over financial reporting during the last quarterly period covered by this report that have materially affected, or are reasonably likely to materially affect, our company's internal control over financial reporting.

 

 

PART II. OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

Management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Quarterly Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.

 

Item 1A.   Risk Factors

 

A smaller reporting company, as defined by Item 10 of Regulation S-K, is not required to provide the information required by this item.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5. OTHER INFORMATION

 

None.

 

ITEM 6. EXHIBITS

 

Exhibits:

 

Number	Description
(31)	Rule 13a-14(a) / 15d-14(a) Certifications
31.1	Certification of Principal Executive Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a), adopted pursuant Section 302 of the Sarbanes Oxley Act of 2002
31.2	Certification of Principal Financial Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a), adopted pursuant Section 302 of the Sarbanes Oxley Act of 2002
(32)	Section 1350 Certifications
32.1	Certification of Principle Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101. DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

 

 

 

 

 

SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Dated: November 13, 2015	MOBETIZE CORP.
	By: /s/ Stephen Fowler
	Stephen Fowler, Chief Financial Officer
	MOBETIZE CORP.
	By: /s/ Ajay Hans
	Ajay Hans, Chief Executive Officer

 

 

 

 

 

 

 

 

 

 

 

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