ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Authorized: 200,000,000,000 common shares.
On April 14, 2010, the Company adopted a stock option plan allowing the Company’s directors to grant up to 5,000,000 stock options pursuant to the terms and conditions of the stock option plan. As of August 31, 2015, no options have been granted.
On November 12, 2012, the Company issued 2,500,000 shares of its common stock in exchange for the conversion of $3,125 of debt.
On November 12, 2012, the Company issued 30,769,857 shares of its common stock at $0.00125 per share for gross proceeds of $41,587.
On November 27, 2012, the Company issued 480,000 shares of its common stock at $0.25 per share for gross proceeds of $120,000.
On November 29, 2013, the Company acquired of 41% of Pro Eco Energy in exchange for 4,000,000 of the shares of common stock of the Company. On December 2, 2013, the Company acquired an additional 8.25% of Pro Eco Energy.
On December 1, 2013, the Company issued 1,000,000 shares to an officer of the Company for accounting services rendered. The fair value of the shares is $10,000 (Note 6).
On December 1, 2013, the Company issued 1,000,000 shares to a director of the Company for consulting services rendered. The fair value of the shares is $10,000 (Note 6).
On December 1, 2013 we issued 2,250,000 shares of common stock of the Company to 2 directors and 2,000,000 shares to consultants.
On December 6, 2013 we issued 3,016,666 shares of common stock of the Company at $0.01 per share in a private placement to 26 accredited investors.
On December 15, 2013, the Company issued 4,000,000 Company shares for the acquisition of 41% of Pro Eco Energy Ltd. The fair value of the shares is $198,788 (Note 3).
On December 20, 2013, the Company issued 3,000,000 shares to settle debt of $75,000 owing to an officer of the Company and to the President and CEO of the Company. The fair value of the shares was $30,000. The gain on the settlement of the debt of $45,000 has been recorded as additional paid in capital (Note 6).
On January 22, 2014 we issued 1,285,000 shares of our common stock of the Company at $0.01 per share in a private placement to 7 accredited investors.
On February 13, 2014, the holders of a debenture convertible into common stock of the Company contributed such debenture to the Company without consideration. No interest or principal was paid or will be payable on such debenture, and such debenture was not converted into common stock of the Company.
On February 20, 2014, the Company acquired 100% of Dominovas Energy LLC in exchange for 45,000,000 of the Company's common shares. The fair value of the shares issued is $450,000 (Note 8).
On February 20, 2014, a director of the Company cancelled 4,495,734 shares of common stock owned by the President and CEO of the Company. The value of the shares sis $4,496.
On May 15, 2014, the Company issued 468,000 shares of its common stock at $0.25 per share for gross proceeds of $117,000.
On August 31, 2014, the Company issued 60,000 shares of its common stock at $0.25 per share for gross proceeds of $15,000.
On October 17, 2014, the Company issued 20,000 shares of its common stock at $0.25 per share for gross proceeds of $5,000.
On December 10, 2014, the Company issued 72,000 shares of its common stock at $0.25 per share for gross proceeds of $18,000.
On April 7, 2015, the Company issued 34,000 shares of its common stock at $0.25 per share for gross proceeds of $8,500.
On April 7, 2015, the Company issued 6,667 shares of its common stock at $0.30 per share for gross proceeds of $3,000.
On April 7, 2015, the Company issued 8,572 shares of its common stock at $0.35 per share for gross proceeds of $3,000.
On April 7, 2015, the Company issued 80,000 shares of its common stock at $0.15 per share for gross proceeds of $12,000.
On April 30, 2015, the Company issued 2,000,000 shares of its common stock at $0.005 per share to extinguish convertible debt for $10,000.
On June 4, 2015, the Company issued 2,343,750 shares of its common stock at $0.011 per share for gross proceeds of $26,157.
On June 5, the Company issued 4,544,674 shares of its common stock at $0.003 per share to extinguish convertible debt for $11,549.
On June 11, 2015 the Company issued 4,659,517 shares of its common stock at $0.002 per share to extinguish convertible debt for $8,154.
On June 12, 2015 the Company issued 3,000,000 shares of its common stock at $0.002 per share to extinguish convertible debt for $6,750.
On June 19, 2015 the Company issued 3,003,965 shares of its common stock at $0.002 per share to extinguish convertible debt for $5,257.
On June 26, 2015 the Company issued 5,503,988 shares of its common stock at $0.002 per share to extinguish convertible debt for $9,632.
On June 29, 2015 the Company issued 5,503,977 shares of its common stock at $0.002 per share to extinguish convertible debt for $9,632.
On June 30, 2015 the Company issued 3,277,749 shares of its common stock at $0.002 per share to extinguish convertible debt for $5,736.
On July 9, 2015, the Company issued 100,000 shares of its common stock to the legal representation of the Company for legal services rendered. The fair value of the shares is $6,000.
On July 9, 2015 the Company issued 6,104,716 shares of its common stock at $0.002 per share to extinguish convertible debt for $11,904.
On July 10, 2015, the Company issued 500,000 shares of its common stock of the Company for consulting services rendered. The fair value of shares is $30,000.
On August 11, 2015 the Company issued 6,104,716 shares of its common stock at $0.003 per share to extinguish convertible debt for $15,872.
On August 17, 2015 the Company issued 611,177 shares of its common stock at $0.020 per share to extinguish convertible debt for $12,224.
On August 17, 2015 the Company issued 18,100,000 shares of its common stock to the Chief Executive Officer of the Company for management services. The fair value of the shares is $1,629,000.
On August 17, 2015 the Company issued 8,500,000 shares of its common stock to the Chief Executive Officer of the Company for management services. The fair value of the shares is $765,000.
On August 17, 2015 the Company issued 4,500,000 shares of its common stock to the Chief Executive Officer of the Company for management services. The fair value of the shares is $405,000.
On September 21, 2015 the Company issued 190,767 shares of its common stock at $0.078 per share to extinguish convertible debt for $5,723.
On October 7, 2015 the Company issued 341,690 shares of its common stock at $0.065 per share to extinguish convertible debt for $9,396.
On October 27, 2015 the Company issued 73,220 shares of its common stock at $0.125 per share to extinguish convertible debt for $1,355.
On October 29, 2015 the Company issued 1,602,068 shares of its common stock at $0.079 per share to extinguish convertible debt for $31,000.
On November 10, 2015 the Company issued 1,602,068 shares of its common stock at $0.055 per share to extinguish convertible debt for $31,000.
On November 13, 2015 the Company issued 609,004 shares of its common stock at $0.056 per share to extinguish convertible debt for $11,267.
On December 1, 2015 the Company issued 591,212 shares of its common stock at $0.057 per share to extinguish convertible debt for $13,302.
On December 14, 2015 the Company issued 647,574 shares of its common stock at $0.052 per share to extinguish convertible debt for $13,340.
On December 17, 2015 the Company issued 169,183 shares of its common stock at $0.045 per share to extinguish convertible debt for $3,863.
On December 21, 2015 the Company issued 1,389,887 shares of its common stock at $0.046 per share to extinguish convertible debt for $29,000.
On December 30, 2015 the Company issued 1,591,509 shares of its common stock at $0.046 per share to extinguish convertible debt for $32,785.
On January 6, 2016 the Company issued 980,000 shares of its common stock at $0.041 per share to extinguish convertible debt for $25,482.
On January 13, 2016 the Company issued 800,000 shares of its common stock at $0.033 per share to extinguish convertible debt for $14,692.
On January 19, 2016 the Company issued 800,000 shares of its common stock at $0.028 per share to extinguish convertible debt for $7,933.
On January 21, 2016 the Company issued 1,000,000 shares of its common stock at $0.025 per share to extinguish convertible debt for $9,917.
On January 27, 2016 the Company issued 1,000,000 shares of its common stock at $0.021 per share to extinguish convertible debt for $9,100.
On January 27, 2016 the Company issued 1,200,000 shares of its common stock at $0.021 per share to extinguish convertible debt for $14,196.
On February 2, 2016 the Company issued 1,000,000 shares of its common stock at $0.020 per share to extinguish convertible debt for $8,850.
On February 8, 2016 the Company issued 1,500,000 shares of its common stock at $0.027 per share to extinguish convertible debt for $11,895.
On February 8, 2016 the Company issued 1,225,845 shares of its common stock at $0.027 per share to extinguish convertible debt for $13,041.
On February 11, 2016 the Company issued 1,800,000 shares of its common stock at $0.022 per share to extinguish convertible debt for $14,274.
On February 16, 2016 the Company issued 1,794,291 shares of its common stock at $0.025 per share to extinguish convertible debt for $14,677.
On February 24, 2016 the Company issued 1,900,000 shares of its common stock at $0.024 per share to extinguish convertible debt for $15,542.
On March 7, 2016, the Company issued 1,950,000 shares of its common stock at $0.020 per shares to extinguish convertible debt of $15,542.
On March 15, 2016, the Company issued 1,600,000 shares of its common stock at $0.018 per shares to extinguish convertible debt of $13,926.
On March 15, 2016, the Company issued 3,000,000 shares of its common stock for consultancy and advisory services provided of $3,000.
On March 15, 2016, the Company issued 2,000,000 shares of its common stock for consultancy and advisory services provided of $2,000.
On March 22, 2016, the Company issued 1,600,000 shares of its common stock at $0.018 per shares to extinguish convertible debt of $14,480.
On March 31, 2016, the Company issued 1,671,588 shares of its common stock at $0.017 per shares to extinguish convertible debt of $13,005.
On April 13, 2016, the Company issued 2,488,849 shares of its common stock at $0.023 per shares to extinguish convertible debt of $19,164.
On April 15, 2016, the Company issued 3,439,972 shares of its common stock at $0.018 per shares to extinguish convertible debt of $30,000.
On April 22, 2016, the Company issued 4,586,630 shares of its common stock at $0.017 per shares to extinguish convertible debt of $40,000.
On April 25, 2016, the Company issued 2,000,000 shares of its common stock at $0.018 per shares to extinguish convertible debt of $15,400.
On April 29, 2016, the Company issued 2,000,000 shares of its common stock at $0.013 per shares to extinguish convertible debt of $14,167.
On April 29, 2016, the Company issued 4,048,583 shares of its common stock at $0.013 per shares to extinguish convertible debt of $30,000.
On May 4, 2016, the Company issued 4,048,583 shares of its common stock at $0.016 per shares to extinguish convertible debt of $30,000.
On May 5, 2016, the Company issued 4,105,182 shares of its common stock at $0.015 per shares to extinguish convertible debt of $28,079.
On May 6, 2016, the Company issued 2,100,000 shares of its common stock at $0.013 per shares to extinguish convertible debt of $13,055.
On May 11, 2016, the Company issued 2,000,000, shares of its common stock at $0.013 per shares to extinguish convertible debt of $12,000.
On May 25, 2016, the Company issued 1,000,000, shares of its common stock at $0.013 per shares to extinguish convertible debt of $5,092.
On May 26, 2016, the Company issued 750,000 shares of its common stock at $0.011 per shares to extinguish convertible debt of $3,800.
On June 2, 2016, the Company issued 1,500,000 shares of its common stock at $0.011 per shares to extinguish convertible debt of $7,650.
On June 7, 2016, the Company issued 3,000,000 shares of its common stock at $0.009 per shares to extinguish convertible debt of $14,400.
On June 14, 2016, the Company issued 2,273,893 shares of its common stock at $0.008 per shares to extinguish convertible debt of $9,437.
On June 16, 2016, the Company issued 3,045,071 shares of its common stock at $0.007 per shares for proceeds of $17,296 pursuant to the equity investment agreement.
On June 21, 2016, the Company issued 2,173,897 shares of its common stock at $0.007 per shares to extinguish convertible debt of $7,609.
On June 24, 2016, the Company issued 3,000,000 shares of its common stock at $0.007 per shares to extinguish convertible debt of $7,000.
On June 29, 2016, the Company issued 4,799,955 shares of its common stock at $0.007 per shares for proceeds of $25,290 pursuant to the equity investment agreement.
On June 29, 2016, the Company issued 3,000,000 shares of its common stock at $0.007 per shares to extinguish convertible debt of $9,650.
On July 7, 2016, the Company issued 3,500,000 shares of its common stock at $0.009 per shares to extinguish convertible debt of $10,617.
On July 8, 2016, the Company issued 8,196,721 shares of its common stock at $0.006 per shares for proceeds of $40,000 pursuant to the equity investment agreement.
On July 20, 2016, the Company issued 4,945,599 shares of its common stock at $0.005 per shares for proceeds of $20,000 pursuant to the equity investment agreement.
On July 22, 2016, the Company issued 8,203,445 shares of its common stock at $0.005 per shares to extinguish convertible debt of $20,000.
On July 12, 2016, the Company issued 4,000,000 shares of its common stock at $0.006 per shares to extinguish convertible debt of $9,720.
On July 28, 2016, the Company issued 4,500,000 shares of its common stock at $0.005 per shares to extinguish convertible debt of $7,871.
On July 28, 2016, the Company issued 4,981,320 shares of its common stock at $0.005 per shares to extinguish a promissory note of $10,685.
On July 29, 2016, the Company issued 5,500,000 shares of its common stock at $0.003 per shares to extinguish convertible debt of $9,625.
On July 29, 2016, the Company issued 12,578,616 shares of its common stock at $0.003 per shares to extinguish convertible debt of $20,000.
On July 29, 2016, the Company issued 7,000,000 shares of its common stock at $0.002 per shares to extinguish convertible debt of $12,250.
On August 1, 2016, the Company issued 10,905,125 shares of its common stock at $0.004 per shares to extinguish convertible debt of $20,000.
On August 3, 2016, the Company issued 15,078,211 shares of its common stock at $0.003 per shares to extinguish convertible debt of $45,235.
On August 3, 2016, the Company issued 14,378,705 shares of its common stock at $0.003 per shares to extinguish convertible debt of $22,575.
On August 10, 2016, the Company issued 8,932,088 shares of its common stock at $0.002 per shares to extinguish convertible debt of $10,093.
On August 11, 2016, the Company issued 17,636,684 shares of its common stock at $0.002 per shares to extinguish convertible debt of $20,000.
On August 18, 2016, the Company issued 8,490,772 shares of its common stock at $0.002 per shares to extinguish convertible debt of $7,472.
On August 19, 2016, the Company issued 27,262,814 shares of its common stock at $0.002 per shares to extinguish convertible debt of $25,000.
On August 24, 2016, the Company issued 14,378,705 shares of its common stock at $0.003 per shares to extinguish convertible debt of $12,653.
On August 24, 2016, the Company issued 21,810,251 shares of its common stock at $0.003 per shares to extinguish convertible debt of $20,000.
On August 25, 2016, the Company issued 14,012,654 shares of its common stock at $0.002 per shares for proceeds of $18,023 pursuant to the equity investment agreement.
On August 26, 2016, the Company issued 13,000,000 shares of its common stock at $0.002 per shares to extinguish convertible debt of $11,440.
On August 29, 2016, the Company issued 24,809,160 shares of its common stock at $0.002 per shares to extinguish convertible debt of $22,750.
On September 1, 2016, the Company issued 14,378,705 shares of its common stock at $0.001 per shares to extinguish convertible debt of $12,653.
On September 12, 2016, the Company issued 14,378,705 shares of its common stock at $0.002 per shares to extinguish convertible debt of $11,934.
On September 20, 2016, the Company issued 14,378,705 shares of its common stock at $0.002 per shares to extinguish convertible debt of $12,509.
On September 22, 2016, the Company issued 14,378,700 shares of its common stock at $0.002 per shares to extinguish convertible debt of $12,509.
On September 28, 2016, the Company issued 10,000,000 shares of its common stock at $0.002 per shares to extinguish convertible debt of $8,700.
On September 29, 2016, the Company issued 10,000,000 shares of its common stock at $0.001 per shares to extinguish convertible debt of $8,100.
On September 30, 2016, the Company issued 10,500,000 shares of its common stock at $0.001 per shares to extinguish convertible debt of $8,505.
On October 10, 2016, the Company issued 14,992,016 shares of its common stock at $0.001 per shares to extinguish convertible debt of $8,995.
On October 13, 2016, the Company issued 12,348,300 shares of its common stock at $0.002 per shares to extinguish convertible debt of $7,409.
On October 24, 2016, the Company issued 10,000,000 shares of its common stock at $0.001 per shares to extinguish convertible debt of $5,800.
On October 26, 2016, the Company issued 10,500,000 shares of its common stock at $0.003 per shares to extinguish convertible debt of $6,090.
On October 27, 2016, the Company issued 20,000,000 shares of its common stock at $0.002 per shares to extinguish convertible debt of $11,600.
On November 2, 2016, the Company issued 21,383,488 shares of its common stock at $0.002 per shares to extinguish convertible debt of $13,215.
On December 6, 2016, the Company issued 15,000,000 shares of its common stock at $0.001 per shares to extinguish convertible debt of $10,335.
On December 16, 2016, the Company issued 18,000,000 shares of its common stock at $0.001 per shares to extinguish convertible debt of $12,402.
On December 21, 2016, the Company issued 10,000,000 shares of its common stock at $0.001 per shares to extinguish convertible debt of $10,335.
On December 22, 2016, the Company issued 23,508,431 shares of its common stock at $0.001 per shares to extinguish convertible debt of $11,214.
On December 29, 2016, the Company issued 17,000,000 shares of its common stock at $0.001 per shares to extinguish convertible debt of $8,190.
On January 5, 2017, the Company issued 29,508,431 shares of its common stock at $0.001 per shares to extinguish convertible debt of $14,076.
On January 10, 2017, the Company issued 17,167,631 shares of its common stock at $0.001 per shares to extinguish convertible debt of $8,189.
On January 13, 2017, the Company issued 18,389,203 shares of its common stock at $0.001 per shares to extinguish convertible debt of $8,772.
On January 19, 2017, the Company issued 10,000,000 shares of its common stock at $0.001 per shares to extinguish convertible debt of $4,770.
On January 27, 2017, the Company issued 25,000,000 shares of its common stock at $0.0009 per shares to extinguish convertible debt of $11,925.
On February 8, 2017, the Company issued 11,925 shares of its common stock at $0.0009 per shares to extinguish convertible debt of $11,925.
On February 23, 2017, the Company issued 30,000,000 shares of its common stock at $0.000318 per shares to extinguish convertible debt of $9,540.
On March 3, 2017, the Company issued 30,000,000 shares of its common stock at $0.000318 per shares to extinguish convertible debt of $9,540.
On March 14, 2017, the Company issued 33,040,508 shares of its common stock at $0.000318 per shares to extinguish convertible debt of $10,189.
On March 23, 2017, the Company issued 33,556,987 shares of its common stock at $0.000318 per shares to extinguish convertible debt of $10,671.
On March 28, 2017, the Company issued 38,610,493 shares of its common stock at $0.000318 per shares to extinguish convertible debt of $12,278.
On April 6, 2017, the Company issued 25,000,000 shares of its common stock at $0.000159 per shares to extinguish convertible debt of $3,975.
On April 11, 2017, the Company issued 52,146,700 shares of its common stock at $0.000138 per shares to extinguish convertible debt of $7,196.
During the period from January 1, 2010 to February 28, 2017 there were no other issuances of common stock.
The holders of our shares of common stock and persons who desire to purchase them in any trading market that might develop in the future should be aware there may be significant state law restrictions upon the ability of investors to resell our shares. Accordingly, even if we are successful in having the shares available for trading on the OTCQB, investors should consider any secondary market for the Company's securities to be a limited one. We intend to seek coverage and publication of information regarding the Company in an accepted publication which permits a "manual exemption”. This manual exemption permits a security to be distributed in a particular state without being registered if the company issuing the security has a listing for that security in a securities manual recognized by the state. However, it is not enough for the security to be listed in a recognized manual. The listing entry must contain (1) the names of issuers, officers, and directors; and, (2) an issuer's balance sheet, and a profit and loss statement for either the fiscal year preceding the balance sheet or for the most recent fiscal year of operations. We may not be able to secure a listing containing all of this information. Furthermore, the manual exemption is a non-issuer exemption restricted to secondary trading transactions, making it unavailable for issuers selling newly issued securities. Most of the accepted manuals are those published in Standard and Poor's, Moody's Investor Service, Fitch's Investment Service, and Best's Insurance Reports, and many states expressly recognize these manuals. A smaller number of states declare they “recognize securities manuals” but do not specify the recognized manuals. The following states do not have any provisions and therefore do not expressly recognize th manual exemption: Alabama, Georgia, Illinois, Kentucky, Louisiana, Montana, South Dakota, Tennessee, Vermont and Wisconsin.
We currently do not intend to and may not be able to qualify securities for resale in other states which require shares to be qualified before they can be resold by our shareholders.