Item 2. Management's Discussion and Analysis of Financial Condition or Plan of Operation
FORWARD-LOOKING STATEMENTS
This quarterly report contains forward-looking statements. These statements 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. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.
Our unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report.
Unless otherwise specified in this quarterly report, all dollar amounts are expressed in United States dollars and all references to "common stock" refer to shares of our common stock.
As used in this quarterly report, the terms "we", "us", "our" and "our company" mean ME Renewable Power Corporation., unless otherwise indicated.
Corporate History
We were incorporated in the state of Nevada on October 28, 2014 under the name Jarex Solutions Corp. We develop ANPR software for companies that have parking zones or access control on their sites. We develop a software based on the ANPR technologies in Latvia. Our software is intended to provide easy-to-use, high quality and cost-effective automation and management solutions based on ANPR technology. We intend to design and operate our systems as either a stand-alone solution or to be integrated with existing access control equipment. We plan to develop a wide range of ANPR access control applications including car parking, gated communities, factories, corporate facilities, warehouses, restricted areas, private areas, airports and schools. We plan to sell software and hardware and we intend to develop software which is easily integrated into existing security and video surveillance systems as well as to develop custom solutions in addition to existing surveillance systems. The software is designed and created by our former director and officer Jaroslavna Tomsa.
On May 31, 2016, our board of directors approved an agreement and plan of merger to merge with our wholly-owned subsidiary ME Renewable Power Corporation, a Nevada corporation, to effect a name change from Jarex Solutions Corp. to ME Renewable Power Corporation. Our company will remain the surviving company. ME Renewable Power Corporation was formed solely for the change of name.
Articles of Merger to effect the merger and change of name were filed with the Nevada Secretary of State on June 7, 2016, with an effective date of June 14, 2016.
The name change will become effective with the Over-the-Counter Bulletin Board at the opening of trading on June 21, 2016. In addition to the change of name, our trading symbol will change to MEPW. Our CUSIP number is 552745 101.
Our principal office address is located at Puces iela 47 dz.40, Riga, Latvia, LV-1082.
Current Business
Since the change of control, the Company now intends to develop and manage clean energy solutions and reductions in emissions as well as municipal solid waste through business in China.
Results of Operations
Three and six months ended June 30, 2016 compared to the three and six months ended June 30, 2015.
Our operating expenses for the three and six month periods ended June 30, 2016 and June 30, 2015 are outlined in the table below:
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Three
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Three
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Six
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Six
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months
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months
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months
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months
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ended
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ended
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ended
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ended
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June 30,
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June 30,
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June 30,
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June 30,
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2016
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2015
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2016
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2015
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Office and general
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$
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4,578
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$
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176
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$
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6,354
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$
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594
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Professional fees
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$
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6,628
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$
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1,500
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$
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10,928
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$
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8,000
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Net Loss
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$
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(11,206
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)
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$
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(1,676
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)
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$
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(17,282
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)
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$
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(8,594
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)
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Operating Revenues
From October 28, 2004 (date of inception) to June 30, 2016, our company did not record any revenues.
Operating Expenses and Net Loss
Operating expenses for the three months ended June 30, 2016 were $11,206 compared with $1,676 for the three months ended June 30, 2015. The increase in operating expenses was attributed to an increase in professional fees of $5,128 and an increase of office and general expenses of $4,202.
Net loss for the three months ended June 30, 2016 was $11,206 compared with $1,676 for the three months ended June 30, 2015.
Operating expenses for the six months ended June 30, 2016 were $17,282 compared with $8,594 for the six months ended June 30, 2015. The increase in operating expenses was attributed to an increase in professional fees of $2,928 and an increase of office and general expenses of $5,760.
Net loss for the six months ended June 30, 2016 was $17,282 compared with $8,594 for the six months ended June 30, 2015.
Liquidity and Capital Resources
Working Capital
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As at
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As at
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June 30,
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December 31,
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2016
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2015
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Current Assets
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$
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29,522
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$
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14,535
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Current Liabilities
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$
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31,337
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$
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11,074
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Working Capital (deficiency)
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$
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(1,815
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)
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$
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3,461
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Cash Flows
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Six Months
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Six Months
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Ended
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Ended
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June 30,
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June 30,
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2016
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2015
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Net cash used in operating activities
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$
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20,711
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$
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6,437
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Net cash used in investing activities
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$
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Nil
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$
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1,307
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Net cash provided by financing activities
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$
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29,865
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$
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14,300
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Net decrease in cash
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$
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9,154
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$
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6,556
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As at June 30, 2016, our cash balance was $23,689 and total assets were $29,522 compared to cash balance of $14,535 and total assets of $15,467 as at December 31, 2015. The increase in cash and total assets was due primarily to loans from related parties which provided $29,865 of cash.
As at June 30, 2016, we had total liabilities of $31,337 compared with total liabilities of $11,074 as at December 31, 2015. The increase in total liabilities was due to loans received from related parties.
As at June 30, 2016, we had a working capital deficit of $1,815 compared with a working capital of $3,461 as at December 31, 2015. The decrease in working capital deficit is due to an increase in loans from shareholder of $18,791, and an increase of accounts payable of $1,472, offset by an increase in cash of $9,154, and an increase of prepaid expenses of $5,833.
Cash flow from Operating Activities
During the six months ended June 30, 2016, we used $20,711 of cash for operating activities compared to the use of $6,437 of cash for operating activities during the six months ended June 30, 2015. The increase was due to increased professional fees, increased office and general expenses, as well as an increase in prepaid expenses of $5,833.
Cash flow from Investing Activities
During the six months ended June 30, 2016, we did not have any investing activities compared to net cash used in investing activities of $1,307 during the six months ended June 30, 2015.
Cash flow from Financing Activities
During the six months ended June 30, 2016, we received proceeds of $29,865 as a loan from a shareholder of our company. During the six months ended June 30, 2015, we received proceeds of $14,300 from the proceeds of sales of stock of our company and by way of a loan from a related party.
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.
Off-Balance Sheet Arrangements
We have no 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.
Future Financings
We expect that working capital requirements will continue to be funded through a combination of our existing funds, further issuances of securities and loans from our principal shareholder. 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 three 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 debt instruments. 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. 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.
Critical Accounting Policies
Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.
We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management. Our fiscal year end is December 31.
Use of Estimates
The preparation of financial statements in conformity with US GAAP 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
Basic Income (Loss) Per Share
Our company computes loss per share in accordance with "ASC-260", "Earnings Per Share" which requires presentation of both basic and diluted earnings per share on the face of the statement of operations.
Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share give effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.
For the six month period ended to June 30, 2016 there were no potentially dilutive debt or equity instruments issued or outstanding and any such shares would have been excluded from the computation because they would have been anti-dilutive as our company incurred losses in this period.
Recently Issued Accounting Pronouncements
Our company has reviewed all the recently issued, but not yet effective accounting pronouncements and we do not believe any of these pronouncements will have a material impact on our company.