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EX-32.2 - EXHIBIT 32.2 - MITU Resources Inc.exhibit32-2.htm
EX-32.1 - EXHIBIT 32.1 - MITU Resources Inc.exhibit32-1.htm
EX-31.2 - EXHIBIT 31.2 - MITU Resources Inc.exhibit31-2.htm
EX-31.1 - EXHIBIT 31.1 - MITU Resources Inc.exhibit31-1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

for the quarterly period ended September 30, 2016

or

[   ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

(For the transition period from to ).

Commission File Number: 000-55315

MITU RESOURCES INC.
(Exact name of registrant as specified in its charter)

Nevada  
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
   
Cll 62B 32c-60, Bogota, 11011, Colombia  
(Address of principal executive offices) (Zip code)

+57 22 587 2251
(Registrant’s telephone number, including area code)

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
[X] Yes        [   ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit and post such files).
Yes [X]        No [   ]

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 [   ] Accelerated filer                     [   ]
Non-accelerated filer   [   ] 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.)
[X] Yes        [   ] No

The number of shares of the Registrant’s common stock, par value $.001 per share, outstanding as of October 24, 2016 was 30,000,000.


Mitu Resources Inc.
September 30, 2016

  Index
   
Condensed Balance Sheets (unaudited) F-2
   
Condensed Statements of Operations (unaudited) F-3
   
Condensed Statements of Cash Flows (unaudited) F-4
   
Notes to the Condensed Financial Statements (unaudited) F-6


Mitu Resources Inc.
Condensed Balance Sheets
(Expressed in U.S. dollars)

    September 30,     March 31,  
    2016     2016  
    $     $  
    (unaudited)        
ASSETS            
             
Current Assets            
             
   Cash   428     5,842  
             
Total Assets   428     5,842  
             
LIABILITIES AND STOCKHOLDERS’ EQUITY            
             
Current Liabilities            
             
 Accounts payable and accrued liabilities       1,506  
 Due to related party   95,000     60,000  
             
Total Liabilities   95,000     61,506  
             
Stockholders’ Equity            
             
Common Stock            
   Authorized: 70,000,000 common shares, with par value $0.001
   Issued and outstanding: 30,000,000 common shares
  30,000     30,000  
             
Accumulated Deficit   (124,572 )   (85,664 )
             
Total Stockholders’ Equity   (94,572 )   (55,664 )
             
Total Liabilities and Stockholders’ Equity   428     5,842  

(The accompanying notes are an integral part of these financial statements)

F-2


Mitu Resources Inc.
Condensed Statements of Operations
(Expressed in U.S. dollars)
(unaudited)

    For the three     For the three     For the six     For the six  
    months ended     months ended     months ended     months ended  
    September 30,     September 30,     September 30,     September 30,  
    2016     2015     2016     2015  
    $     $     $     $  
                         
Revenue                
                         
                         
Operating Expenses                        
                         
   Professional fees   8,000     5,500     25,000     14,200  
   Transfer agent fees   1,324     3,031     13,908     7,926  
                         
Total Operating Expenses   9,324     8,531     38,908     22,126  
                         
Net Loss   (9,324 )   (8,531 )   (38,908 )   (22,126 )
                         
Net Loss Per Share – Basic and Diluted   (0.00 )   (0.00 )   (0.00 )   (0.00 )
                         
Weighted Average Shares Outstanding   30,000,000     30,000,000     30,000,000     30,000,000  

(The accompanying notes are an integral part of these financial statements)

F-3


Mitu Resources Inc.
Condensed Statements of Cash Flows
(Expressed in U.S. dollars)
(unaudited)

    For the six     For the six  
    months ended     months ended  
    September 30,     September 30,  
    2016     2015  
    $     $  
             
Operating Activities            
             
Net loss   (38,908 )   (22,126 )
             
Changes in operating assets and liabilities:            
             
   Accounts payable and accrued liabilities   (1,506 )   (4,395 )
             
Net Cash Used In Operating Activities   (40,414 )   (26,521 )
             
Financing Activities            
             
   Proceeds from related party   35,000     30,000  
             
Net Cash Provided By Financing Activities   35,000     30,000  
             
Increase (Decrease) in Cash   (5,414 )   3,479  
             
Cash – Beginning of Period   5,842     6,184  
             
Cash – End of Period   428     9,663  

(The accompanying notes are an integral part of these financial statements)

F-6


Mitu Resources Inc.
Notes to the Financial Statements
(Expressed in U.S. dollars)

1.

Nature of Operations and Continuance of Business

   

Mitu Resources Inc. (the “Company”) was incorporated in the State of Nevada on April 17, 2013 and is a mineral exploration and production company engaged in the exploration, acquisition, and development of mineral properties. The Company holds nine claims in the Mitu Gold Mine in Departamento del Vaupes, Colombia and is in the process of exploring these claims, as well as raising additional capital for future acquisitions. The Company is an exploration stage company with limited transactions.

   

Going Concern

   

These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has generated no revenues to date, and has an accumulated deficit of $124,572. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability to raise equity or debt financing, and the attainment of profitable operations from the Company's future business. These factors raise substantial doubt regarding the 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 the Company be unable to continue as a going concern.

   

The Company’s plan of action over the next twelve months is to raise capital financing to conduct exploration and drilling on its mineral property claims held in Departamento del Vaupes, Colombia as well as exploring for new mineral property claims.

   
2.

Summary of Significant Accounting Policies


  a)

Basis of Presentation

     
 

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States (“US GAAP”), and are expressed in US dollars. The Company’s fiscal year-end is March 31.

     
  b)

Use of Estimates

     
 

The preparation of financial statements in conformity with generally accepted accounting principles in the United States 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 the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the recoverability of mineral properties, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

     
  c)

Interim Condensed Financial Statements

     
 

These interim condensed financial statements have been prepared on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period.

     
  d)

Cash and Cash Equivalents

     
 

The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents. As at September 30, 2016 and March 31, 2016, the Company had no cash equivalents.

F-7


Mitu Resources Inc.
Notes to the Financial Statements
(Expressed in U.S. dollars)

2.

Summary of Significant Accounting Policies (continued)

     
e)

Mineral Property Costs

     

The Company has been in the exploration stage since its formation on April 17, 2013 and has not yet realized any revenues from its planned operations. Mineral property acquisition costs are capitalized as incurred. Exploration and evaluation costs are expensed as incurred until proven and probable reserves are established. The Company assesses the carrying costs for impairment under ASC 360, “Property, Plant, and Equipment” at each fiscal quarter end. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs then incurred to develop such property, are capitalized. Such costs will be amortized using the units-of- production method over the estimated life of the probable reserve. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.

     
f)

Asset Retirement Obligations

     

As at September 30, 2016, the Company has no asset retirement obligations.

     
g)

Basic and Diluted Net Loss per Share

     

The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive.

     
h)

Income Taxes

     

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted ASC 740, Accounting for Income Taxes, as of its inception. Pursuant to ASC 740, the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

     
i)

Comprehensive Loss

     

ASC 220, Comprehensive Income, establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at September 30, 2016 and March 31, 2016, the Company has no items that represent comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

     
k)

Financial Instruments

     

Pursuant to ASC 820, Fair Value Measurements and Disclosures and ASC 825, Financial Instruments, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value:

     

Level 1

     

Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

F-8


Mitu Resources Inc.
Notes to the Financial Statements
(Expressed in U.S. dollars)

2.

Summary of Significant Accounting Policies (continued)

     
k)

Financial Instruments (continued)

     

Level 2

     

Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

     

Level 3

     

Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

     

The Company’s financial instruments consist principally of cash, and accounts payable and accrued liabilities. Pursuant to ASC, the fair value of cash and cash equivalents is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.

     
l)

Recent Accounting Pronouncements

     

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.


3.

Mineral Property

     

On April 17, 2013, the Company acquired nine claims in the Mitu Gold Mines, located in Colombia, for $5,000. A mining license is necessary to mine the MITU Gold Claim. MITU obtained such a license, but it has expired. MITU plans to renew the license if and when it is ready to commence mining operations. During the year ended March 31, 2016, the Company recorded an impairment of capitalized mineral property costs of $5,000.

     
4.

Due to Related Party

     
(a)

As at September 30, 2016, the Company owes $95,000 (March 31, 2016 - $60,000) to the President and Director of the Company. The amounts owing are unsecured, non-interest bearing, and due on demand. During the period ended September 30, 2016, the Company received $35,000 (September 30, 2015 - $30,000) from the President and Director of the Company.

     
5.

Common Shares

     

On April 17, 2013, the Company issued 30,000,000 common shares to founders of the Company at $0.001 per share for proceeds of $30,000.

     
6.

Subsequent Event

     

We have evaluated subsequent events through to the date of issuance of the financial statements, and did not have any material recognizable subsequent events after September 30, 2016.

F-9


Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation

FORWARD-LOOKING STATEMENTS

            This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our 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 those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. 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 exceptions 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.

RESULTS OF OPERATIONS

Working Capital

      September 30,     March 31,  
      2016     2016  
      $     $  
  Current Assets   428     5,842  
  Current Liabilities   95,000     61,506  
  Working Capital (Deficit)   (94,572 )   (55,664 )

Cash Flows

      Six months ended     Six months ended  
      September 30,     September 30,  
      2016     2015  
      $     $  
  Cash Flows used in Operating Activities   (40,414 )   (26,521 )
  Cash Flows from (used in) Investing Activities   -     -  
  Cash Flows from (used in) Financing Activities   35,000     30,000  
  Net increase (decrease) in Cash During Period   (5,414 )   3,479  

Operating Revenues

From April 17, 2013 (date of inception) to September 30, 2016, the Company has not earned any revenues from its operations.

Operating Expenses and Net Loss

For the three months ended September 30, 2016, the Company incurred operating expenses of $9,324 consisting of $8,000 of professional fees relating to accounting, audit, and legal expenses for the Company’s SEC filings, and $1,324 of transfer agent fees. For the three months ended September 30, 2015, the Company incurred operating expenses of $8,531 consisting of $5,500 of professional fees relating to accounting, audit, and legal expenses for the Company’s SEC filings, and $3,031 of transfer agent fees. The increase in transfer agent fees was due to the fact that the Company only incurred SEC filing costs during the quarter and had no equity transactions or other news releases.

For the six months ended September 30, 2016, the Company incurred operating expenses of $38,908 consisting of $25,000 of professional fees relating to accounting, audit, and legal expenses for the Company’s SEC filings, and $13,908 of transfer agent fees. For the six months ended September 30, 2015, the Company incurred operating expenses of $22,126 consisting of $14,200 of professional fees relating to accounting, audit, and legal expenses for the Company’s SEC filings, and $7,926 of transfer agent fees. The increase in professional fees was due to legal fees incurred by the Company for work done on the Company’s DTC application and general SEC filings, and an increase in transfer agent fees was due to the costs incurred for the DTC application.

10


For the six months ended September 30, 2016, the Company incurred a net loss of $38,908 and loss per share of $nil compared with a net loss of $22,126 and loss per share of $nil for the period ended September 30, 2015.

Liquidity and Capital Resources

As at September 30, 2016, the Company had cash and total assets of $428 compared with cash and total assets of $5,842 at March 31, 2016. The decrease in cash and total assets was due to the excess of cash used for operating activities compared to cash from financing activities.

As at September 30, 2016, the Company had total liabilities of $95,000 compared with total liabilities of $61,506 at March 31, 2016. The increase in total liabilities was attributed to an increase in amounts due to related party of $35,000 with respect to cash funding from the President and Director of the Company for operational purposes. This was offset by a decrease in accounts payable of $1,506 as the Company repaid all outstanding day-to-day operating costs during the period with cash on hand from the additional funding provided by the President and Director of the Company.

As at September 30, 2016, the Company had a working capital deficit of $94,972 compared with a working capital deficit of $55,664 at March 31, 2016. The increase in working capital deficit was due to the payment of operating costs relating to the Company’s operations that exceeded cash from financing activities during the period.

Cash Flow from Operating Activities

During the six months ended September 30, 2016, the Company used cash in operating activities of $40,414 compared with $26,521 during the six months ended September 30, 2015. The increase in the use of cash for operating activities was due to the fact that the Company received more financing proceeds from the President and Director of the Company which allowed the Company to repay all outstanding obligations owed to service providers for day-to-day operating costs.

Cash Flow from Investing Activities

During the six month periods ended September 30, 2016 and 2015, the Company did not have any investing activities.

Cash Flow from Financing Activities

During the six month period ended September 30, 2016, the Company received cash of $35,000 from the President and Director of the Company for funding of operating activities. The amount due is unsecured, non-interest bearing, and due on demand. During the six months ended September 30, 2015, the Company received $30,000 of cash from the President and Director of the Company for financing activities.

Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing.

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 our operations and other activities.

11


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 that are material to stockholders.

Recently Issued Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Trends

We are in the exploration stage, have not generated any revenue and have no prospects of generating any revenue in the foreseeable future. We are unaware of any known trends, events or uncertainties that have had, or are reasonably likely to have, a material impact on our business or income, either in the long term of short term, other than as described in this section or in “Risk Factors”.

Critical Accounting Policies

Our discussion and analysis of its financial condition and results of operations, including the discussion on liquidity and capital resources, are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management re-evaluates its estimates and judgments.

The going concern basis of presentation assumes we will continue in operation throughout the next fiscal year and into the foreseeable future and will be able to realize our assets and discharge our liabilities and commitments in the normal course of business. Certain conditions, discussed below, are currently present that raise substantial doubt upon the validity of this assumption. The financial statements do not include any adjustments that might result from the outcome of the uncertainty.

Our intended exploration activities are dependent upon our ability to obtain third party financing in the form of debt and equity and ultimately to generate future profitable exploration activity or income from its investments. As of the date of this report we have not generated revenues, and have experienced negative cash flow from minimal exploration activities. We may look to secure additional funds through future debt or equity financings. Such financings may not be available or may not be available on reasonable terms.

Changes in and Disagreements with Accountants on Accounting Procedures and Financial Disclosure

None exist.

Item 3. Quantitative and Qualitative Disclosure about Market Risk

None

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

            As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the evaluation, both the Principal Executive Officer and the Principal Financial Officer concluded that our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, were not effective as of September 30, 2016.

Internal Control over Financial Reporting

12


            There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Securities Act of 1934) that materially affected, or is reasonably likely to materially affect, such internal control over financial reporting during the quarter ended September 30, 2016.

Part II — OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

     In addition to other information set forth in this report, you should carefully consider the risk factors described in our Registration Statement on Form 10-K, which was filed on June 29, 2016. Those factors could materially affect our business, financial condition or future results. In addition, risks and uncertainties not currently known to us or that we currently deem to be immaterial may also have a materially adverse effect on our business, financial condition and/or operating results.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

            None.

Item 3. Defaults Upon Senior Securities

            None.

Item 4. Mine Safety Disclosures

            No information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K (17 CFR 229.104) is required to be disclosed herein because we are not the operator of any mine, and we have no subsidiaries.

Item 5. Other Information

            None.

Item 6. Exhibits

Exhibit        
Number   Ref   Description of Document
         
         
31.1      

Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

         
31.2      

Certification of Principal Financial and Accounting Officer pursuant to Section 302 of the Sarbanes- Oxley Act of 2002.

         
32.1      

Certification of Principal 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 *

The following materials from this Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, formatted in XBRL (eXtensible Business Reporting Language):

13



  (1)

Balance Sheets at September 30, 2016 (unaudited), and March 31, 2016.

     
  (2)

Unaudited Statements of Operations for the three and six-month periods ended September 30, 2016 and 2015.

     
  (3)

Unaudited Statements of Cash Flows for the six-month period ended September 30, 2016 and 2015.

* Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

MITU RESOURCES INC.

Date:      October 24, 2016   By: /s/ Juan Perez
       
      Juan Perez
      President and Chief Executive Officer
      (Principal Executive Officer)
       
       
                 October 24, 2016   By: /s/ Nelson Rincon
       
      Nelson Rincon
      Treasurer and Secretary
      (Principal Financial Officer and Principal Accounting
      Officer)

14