UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934.

FOR THE QUARTERLY PERIOD ENDED ~~SEPTEMBER~~MARCH 3031, ~~2015~~2016

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 333-105778

MOPALS.COM, INC.

(Exact name of registrant as specified in its charter)

DELAWARE

05-0554486

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

109 Atlantic Avenue, Suite 308

Toronto, Ontario, CANADA, M6K 1X4

(Address of principal executive offices)(Zip Code)

(416) 362-4888

(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 periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

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 for such shorter period that the registrant was required to submit and post such files).

Yes ☒ 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 filer. See definition 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	☒

(Do not check if a 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 the Registrant’s common stock, as of the latest practicable date.

Class		Outstanding at ~~November~~May 23, ~~2015~~2016
Common Stock, $0.0001 par value		4852,~~500~~200,700

MOPALS.COM, INC.

(a Development Stage Company)

QUARTERLY REPORT ON FORM 10-Q

~~September~~March 3031, ~~2015~~2016

TABLE OF CONTENTS

PART I- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	5
Item 4.	Controls and Procedures	5

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	7
Item 1A.	Risk Factors	7
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	7
Item 3.	Defaults Upon Senior Securities	7
Item 4.	Mine Safety Disclosures	7
Item 5.	Other Information	7
Item 6.	Exhibits	8

SIGNATURES		9

Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	6
Item 4.	Controls and Procedures	6
PART II- OTHER INFORMATION
Item 1.	Legal Proceedings	7
Item 1A.	Risk Factors	7
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	7
Item 3.	Defaults Upon Senior Securities	7
Item 4.	Mine Safety Disclosures	7
Item 5.	Other Information	7
Item 6.	Exhibits	8
SIGNATURES		9

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements

Basis of Presentation

The accompanying condensed and interim consolidated financial statements are presented in accordance with U.S. generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal occurring adjustments) considered necessary in order to make the financial statements not misleading, have been included. Operating results for the three ~~and nine~~ months ended ~~September~~March 3031, ~~2015~~2016 are not necessarily indicative of results that may be expected for the year ending December 31, ~~2015~~2016.

The condensed consolidated interim financial statements of the Company appear elsewhere in this report beginning with the Index to Financial Statements on page F-1 and ending on F-1112.

MOPALS.COM, INC.

AND SUBSIDIARIES

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER 30~~MARCH 31, ~~2015~~2016

UNAUDITED

MOPALS.COM, INC. AND SUBSIDIARIES

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER 30~~MARCH 31, ~~2015~~2016 AND ~~2014~~2015

CONTENTS

Condensed Interim Consolidated Balance Sheets as at September 30, 2015 and December 31, 2014 (unaudited)	F-2
Condensed Interim Consolidated Balance Sheets as at March 31, 2016 & December 31, 2015 (unaudited)	F-2
Condensed Interim Consolidated Statements of Operations and Comprehensive Loss for the three and nine months ended September 30, 2015 and 2014 (unaudited)	F-3
Condensed Interim Consolidated Statements of Operations and Comprehensive (Loss) for the three months ended March 31, 2016 and 2015 (unaudited)	F-3
Condensed Interim Consolidated Statements of Cash Flows for the nine months ended September 30, 2015 and 2014 (unaudited)	F-4
Condensed Interim Consolidated Statements of Cash Flows for the three months ended March 31, 2016 and 2015 (unaudited)	F-4
Condensed Interim Consolidated Statement of Stockholders' Deficit for the nine months ended September 30, 2015 (unaudited)	F-5
Condensed Interim Consolidated Statement of Stockholders' Deficit for the three months ended March 31, 2016 (unaudited)	F-5
Notes to the Condensed Interim Consolidated Financial Statements (unaudited)	F-6 to F-11

F-1

MOPALS.COM, INC.

CONDENSED INTERIM CONSOLIDATED BALANCE SHEETS

Unaudited

	September 30,			December 31,
	March 31,			December 31,
	2015			2014
	2016			2015
ASSETS
Cash	$	~~252~~6,~~325~~079		$	~~143~~6,~~482~~079
Prepaid & Other Assets (Note 4)		~~257~~294,~~047~~591			~~243~~295,~~964~~253
Total Current Assets		~~509~~300,~~372~~670			~~387~~301,~~446~~332
Equipment, net (Note 5)		2013,~~185~~997			3216,~~713~~768
Total Assets	$	~~529~~314,~~557~~667		$	~~420~~318,~~159~~100
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Accounts Payable & Accrued Liabilities		~~281~~256,~~013~~502			~~255~~231,~~078~~726
Employee Tax Deductions Payable		~~786~~1,~~420~~009,252			~~500~~832,~~139~~831
MoCoins™ Liability		433,~~021~~394			12,~~855~~644
Share Based Accrual		14,924			14,924
Loans from Shareholder (Note 6)		1,~~466~~822,~~675~~117			1,~~125~~429,~~671~~055
Total Liabilities	$	23,~~553~~136,~~053~~189		$	12,~~897~~511,~~667~~180
Commitments and Contingencies (Note 7)
Capital Stock; par value $0.0001 (Note 8)		45,~~711~~220			45,~~580~~220
Shares Subscribed (Note 9)		-			1,503,775
Additional Paid In Capital		3,557,387			3,469,078
Share Subscriptions Receivable (Note 9)		-			(1,503,775	)
Deficit		(6,688,605	)		(6,147,574	)
Shares to be Issued (Note 8)		370			300
Foreign Currency Translation		304,476			480,196
Additional Paid In Capital		2,870,878			2,376,105
Total Stockholders’ Deficit	$	(2,821,522	)	$	(2,193,080	)
Deficit Accumulated During the Development Stage		(5,304,875	)		(3,998,186	)
Total Liabilities and Stockholders’ Deficit	$	314,667		$	318,100
Foreign Currency Translation		405,420			139,693
Total Stockholders’ Deficit	$	(2,023,496	)	$	(1,477,508	)
Total Liabilities and Stockholders’ Deficit	$	529,557		$	420,159
Going Concern (Note 3)
Commitments and Contingencies (Note 7)

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

F-2

MOPALS.COM, INC.

CONDENSED INTERIM CONSOLIDATED ~~STATEMENT~~ STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

Unaudited

	For the Three Months Ended			For the Three Months Ended			~~For the Nine Months Ended~~			~~For the Nine Months Ended~~
	September 30, 2015			September 30, 2014			September 30, 2015			September 30, 2014
	March 31, 2016			March 31, 2015
EXPENSES
Consultants & Contractors		406,973			194,109			948,580			667,563
Salaries, Consultants & Contractors	$	337,601		$	291,421
General & Administrative Expenses		8574,~~515~~511			18110,~~294~~459			~~279,140~~			~~205,468~~
Occupancy Costs		3427,~~858~~601			233,~~675~~362			~~103,468~~			~~102,943~~
Share Based Compensation (Note 10)		6,117			138,920			(36,198	)		376,388
Stock Based Compensation (Note 9)		97,658			98,927
Depreciation		3,~~744~~660			23,~~153~~821			~~11,698~~			~~10,449~~
Total Operating Expense & Loss before Income Taxes		~~537~~541,~~207~~031			~~356~~537,~~151~~990			~~1,306,689~~			~~1,362,811~~
Provision for Income Taxes		-			-			-			-
Net loss		(541,031	)		(537,990	)
Net loss from Operations		(537,207	)		(356,151	)		(1,306,689	)		(1,362,811	)
Foreign Currency Translation Adjustment, Net of Taxes		(175,720	)		(135,097	)
Other Income		-			150,000			-			150,000
Other Comprehensive Income		(175,720	)		(135,097	)
NET LOSS		(537,207	)		(206,151	)		(1,306,689	)		(1,212,811	)
Total Comprehensive Loss	$	(365,311	)	$	(402,893	)
Foreign currency translation adjustment, net of taxes		152,848			55,962			265,727			87,124
Loss per common share (Note 10):
Other Comprehensive Income		152,848			55,962			265,727			87,124
Basic and diluted:
Total Comprehensive Loss		(384,359	)		(150,189	)		(1,040,962	)		(1,125,687	)
Net (Loss) per common share	$	(0.01	)	$	(0.01	)
Loss per common share (Note 11):
Weighted Average Number of Shares Outstanding - Basic and diluted during the period		52,200,700			45,804,884
Basic and Diluted:
Net (Loss) per common share		(0.01	)		(0.00	)		(0.03	)		(0.02	)
Weighted Average Number of Shares Outstanding - Basic and Diluted During the Period		46,232,378			51,782,370			45,948,948			51,782,370

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

F-3

MOPALS.COM, INC.

CONDENSED INTERIM CONSOLIDATED ~~STATEMENT~~STATEMENTS OF CASH FLOWS

Unaudited

	For the Nine Months Ended			For the Nine Months Ended
	For the Three Months Ended			For the Three Months Ended
	September 30, 2015			September 30, 2014
	March 31, 2016			March 31, 2015
Cash Flows used in Operating Activities
Net (Loss)	$	(1541,~~306,689~~031	)	$	(1537,~~212,811~~990	)
Adjustments to reconcile net (loss) income to net cash from operating activities:
Depreciation		113,~~698~~660			103,~~449~~821
Stock-based compensation expense		~~(36~~88,~~198~~309	)		~~376~~98,~~388~~927
Increase (Decrease) in net assets:
(Increase) in Prepaid & Other Assets		(13,083	)		(149,675	)
(Decrease) in Prepaids & Other Assets		(9,853	)		(1,675	)
Increase in MoCoins™ liability		2,166			23,794
Increase (Decrease) in MoCoins™ liability		28,897			(158	)
Increase in Accounts Payable & Accrued Liabilities		390,216			92,167
Increase (Decrease) in Accounts Payable & Accrued Liabilities and Employee Tax Deductions Payable		128,246			(3,612	)
Net Cash Flows used in Operating Activities		(~~951~~301,~~890~~771	)		(~~859~~440,~~988~~687	)
Cash Flows from Financing Activities
Common shares Issued		326,704			-
Shares to be issued		-			70
Common shares subscribed		126,468			137,645
Additional Paid In Capital (Cash portion)		-			204,397
Increase in Shareholders’ Loan		160,986			221,652
Increase in Shareholder’s Loan		282,064			120,840
Net Cash Flows from Financing Activities		~~614~~282,~~158~~064			~~359~~325,~~297~~307
Cash Flows used in Investing Activities
Purchases of Capital Equipment		~~(2,856~~-	)		(161,~~693~~129	)
Net Cash Flows used in Investing Activities		~~(2,856~~-	)		(161,~~693~~129	)
Net Cash Flows	$	(~~340~~19,~~588~~707	)	$	(~~517~~116,~~384~~509	)
Effects of Exchange Rate on Cash		~~449~~19,~~431~~707			~~104~~38,~~428~~737
Cash and Cash Equivalents – Beginning of Period		143,482			437,650
Cash – Beginning of Period		6,079			143,482
Cash and Cash Equivalents – End of Period	$	252,325			24,694
Cash – End of Period	$	6,079		$	65,710
Supplemental Cash Flow Information
Interest Paid	$	-		$	-
Income Taxes Paid		-			-

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

F-4

MOPALS.COM, INC.

CONDENSED INTERIM CONSOLIDATED STATEMENT OF STOCKHOLDERS’ DEFICIT

Unaudited

					Shares					Shares			Additional			Accumulated Deficit			Accumulated other		Total
										Accumulated
	Common Stock				to be		Shares			Subscriptions			Paid in			during			Comprehensive		Shareholders
					Additional					other			Total
	Shares		Amount		Issued		Subscribed			Receivable			Capital			Development			Income		Deficit
	Common Stock				Paid in		Accumulated			Comprehensive			Shareholders
Balance, January 1, 2015		45,804,884	$	4,580	$	300	$	1,503,775		$	(1,503,775	)	$	2,376,105		$	(3,998,186	)	$	139,693	$	(1,477,508	)
	Shares		Amount		Capital		Deficit			Income			Deficit
Shares issued (Note 8)		1,306,816		131		-		-			-			326,573			-			-		326,704
Balance, January 1, 2016		52,200,700	$	5,220	$	3,469,078	$	(6,147,574	)	$	480,196		$	(2,193,080	)
Shares to be issued (Note 8)		-		-		70		-			-			204,398			-			-		204,468
Shares granted to employees (Note 9)		-		-		88,309		-			-			88,309
Stock based compensation		-		-		-		-			-			(36,198	)		-			-		(36,198	)
Issuance of director stock options		-		-		-		-			-			-
Write off of shares subscription receivable (Note (9)		-		-		-		(1,503,775	)		(1,503,775	)		-			-			-		-
Foreign currency translation		-		-		-		-			(175,720	)		(175,720	)
Foreign currency translation		-		-		-		-			-			-			-			265,727		265,727
Net Loss		-		-		-		(541,031	)		-			(541,031	)
Net Loss		-		-		-		-			-			-			(1,306,689	)		-		(1,306,689	)
Balance, March 31, 2016		52,200,700		5,220		3,557,387		(6,688,605	)		304,476			(2,821,522	)
Balance, September 30, 2015		47,111,700		4,711		370		-			-			2,870,878			(5,304,875	)		405,420		(2,023,496	)

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

F-5

MOPALS.COM, INC.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER 30~~MARCH 31, ~~2015~~2016

1.	NATURE OF OPERATIONS AND ORGANIZATION

~~Nature~~Mopals.com, Inc. ("Mopals" or the “Company”) was incorporated August 7, 2012 and was organized under the laws of ~~Operations~~the State of Nevada.

Mopals~~.com,~~’ operations are presently conducted through the Company’s wholly owned subsidiary, Mopals Canada Inc. ~~and~~(an ~~its~~Ontario, ~~subsidiaries~~Canada ~~("Mopals"~~company). The orplanned operations of the “Company”) ~~were~~consist ~~incorporated~~of ~~August~~becoming 7,a ~~2012~~social media rewards platform in Canada and ~~are~~the ~~organized~~United States. The Company is currently ~~under~~conducting development activities to operationalize certain technology that the ~~laws~~Company has developed so it can attract users to its platform. The Company also is in the process of raising additional equity capital to support the ~~State~~completion of ~~Nevada~~its development activities to begin the launch of its application.

Mopals’ operations are presently conducted through the Company’s wholly owned subsidiary, Mopals Canada Inc. (an Ontario, Canada company). The planned operations of the Company consist of becoming a social media rewards platform in Canada and the United States. The Company is currently conducting development activities to operationalize certain technology that the Company has developed so it can attract users to its platform. During the last year, the Company secured a facility in Toronto, Ontario, Canada, which houses all of its employees and development activities. The Company also is in the process of raising additional equity capital to support the completion of its development activities to begin the launch of its application.

The Company’s activities are subject to significant risks and uncertainties, including failing to secure additional funding to operationalize the Company’s current technology before another company develops similar technology and applications.

2.	BASIS OF PRESENTATION

These unaudited condensed interim consolidated financial statements should be read in conjunction with the annual ~~consolidated~~ financial statements for Mopals.com, Inc. for the most recently completed fiscal year ended December 31, ~~2014~~2015. These unaudited condensed interim consolidated financial statements do not include all disclosures required in annual financial statements, but rather are prepared in accordance with recommendations for interim financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). These unaudited condensed interim consolidated financial statements have been prepared using the same accounting policies and methods as those used by the Company in the annual ~~audited~~ consolidated financial statements for the year ended December 31, ~~2014~~2015, except when disclosed below.

The unaudited condensed interim consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) which are necessary to present fairly the financial position of the Company as at ~~September~~March 3031, ~~2015~~2016, and the results of its operations for the three ~~and nine~~ month periods ended March ~~September 30~~31, ~~2015~~2016 and ~~2014~~2015 and its cash flows for the ~~nine~~three month periods ended ~~September 30~~March 31, ~~2015~~2016 and ~~2014~~2015. Note disclosures have been presented for material updates to the information previously reported in the annual ~~audited~~ consolidated financial statements.

F-6

MOPALS.COM, INC.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER 30~~MARCH 31, ~~2015~~2016

2.	BASIS OF PRESENTATION (Continued)

a) Estimates

The preparation of these consolidated financial statements has required management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of the revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to accrued liabilities, income taxes and stock based compensation. The Company bases its estimates on historical experiences and on various other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates. As adjustments become necessary, they are reported in earnings in the period in which they become known.

In June 2014, the FASB issued the FASB Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation, which removes all incremental financial reporting requirements from GAAP for development stage entities, including the removal of Topic 915 from the FASB Accounting Standards Codification. The presentation and disclosure requirements in Topic 915 will no longer be required for the first annual period beginning after December 15, 2014. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. Early adoption is permitted. The Company adopted ASU 2014-10 during the year ended December 31, 2015, thereby no longer presenting or disclosing any information required by Topic 915.

3.	GOING CONCERN

These financial statements have been prepared assuming the Company will continue on a going-concern basis. The Company is in the development stage and has ~~incurred~~not yet realized profitable operations and has relied on non-operational sources to fund operations. The Company has suffered recurring losses and additional future losses are anticipated as the Company has not yet been able to generate revenue. The Company has incurred losses since inception and the ability of the Company to continue as a going-concern depends upon its ability to develop profitable operations and to continue to raise adequate financing. Accumulated losses from inception to ~~September~~March 3031, ~~2015~~2016 total $56,~~304~~688,~~875~~605 and the Company had a working capital deficiency of $2,835,519 as at March 31, 2016. In order for the Company to meet its liabilities as they come due and to continue its operations, the Company is solely dependent upon its ability to generate such financing. The Company will continue to seek additional forms of debt or equity financing, but it cannot provide assurances that it will be successful in doing so. These circumstances raise substantial doubt as to the ability of the Company to meet its obligations as they come due and accordingly, the appropriateness of the use of accounting principles applicable to a going concern. The accompanying condensed consolidated interim financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Such adjustments could be material.

4.	PREPAID AND OTHER ASSETS

	September 30,		December 31,
	March 31,		December 31,
	2015		~~2014~~2015
Prepaid Assets	$	~~122~~145,~~302~~521	$	~~122~~158,~~302~~894
Harmonized Sales Tax		~~134~~149,~~745~~070		~~121~~136,~~662~~359
Total	$	~~257~~294,~~047~~591	$	~~243~~295,~~964~~253

The Harmonized Sales Tax (“HST”) is a federal - provincial harmonized sales tax that applies to the supply of most property and services in Canada. Generally, HST registrants must charge and account for the HST on taxable supplies of property and services made in Canada. The HST rate in Ontario is 13%. Registrants collect the HST on most of their sales and pay HST on most purchases they make to operate their business. They can claim an input tax credit, to recover the HST paid or payable on the purchases they use in their commercial activities.

F-7

MOPALS.COM, INC.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER 30~~MARCH 31, ~~2015~~2016

5.	EQUIPMENT

The net book value of ~~property, plant &~~ equipment as of ~~September 30~~March 31, ~~2015~~2016 was as follows:

	Cost		Amortization		NBV
Computer hardware	$	19,764	$	10,888	$	8,876
Computer Hardware	$	21,577	$	14,735	$	6,842
Computer Software		24,~~166~~923		1620,~~721~~983		73,~~445~~940
Furniture & Equipment		7,~~466~~700		34,~~602~~485		3,~~864~~215
Total	$	5154,~~396~~200	$	3140,~~211~~203	$	2013,~~185~~997

The net book value of property, plant & equipment as of December 31, ~~2014~~2015 was as follows:

Cost

Amortization

NBV

Computer hardware

1920,~~961~~247

712,~~437~~308

127,~~524~~939

Computer Software

2723,~~462~~387

1317,~~027~~936

145,~~435~~451

Furniture & Equipment

87,~~620~~225

23,~~866~~847

53,~~754~~378

Total

5650,~~043~~859

2334,~~330~~091

3216,~~713~~768

Depreciation expense for the ~~nine~~three months ending March ~~September 30~~31, ~~2015~~2016 and ~~2014~~2015 was $113,~~698~~660 and $103,~~449~~821, respectively.

6. ~~ADVANCES~~LOANS FROM SHAREHOLDER

As of ~~September~~March 3031, ~~2015~~2016, the controlling shareholder and Chief Executive Officer of the Company had advanced $1,~~466~~822,~~675~~117 (December 31, 2015 - $1,429,055) to fund the working capital of the Company. The advances are unsecured, non-interest bearing and due on demand.

7.	COMMITMENTS & CONTINGENCIES

On February 10, 2014, the Company entered into a ~~new~~ lease agreement for office space. The schedule below outlines the expected remaining lease payments over the life of the lease.

2015 (remainder)	$	30,328
2016		99,660
2016		126,840
2017		139,542
2017		135,135
2018		47,466
2018		45,967

In the normal course of business, the Company becomes involved in various legal actions seeking compensatory and occasionally punitive damages, including actions brought on behalf of various purported classes of claimants and claims relating to employee and third-parties.

8.	CAPITAL STOCK

a) Authorized

100,000,000 Common Shares with a par value of $0.0001.

During the period ended September 30, 2015, two private investors delivered $326,704 to purchase 1,306,816 shares of the Company issued at $0.25 per share.

F-8

MOPALS.COM, INC.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER 30~~MARCH 31, ~~2015~~2016

89. ~~CAPITAL~~ STOCK-BASED ~~(Continued)~~COMPENSATION

b) The Company’s Stock ~~Options~~Option Plan is currently being established in order to enable the Company to attract and retain the services of highly qualified and experienced directors, officers, employees and consultants, and to give such persons an interest in the success of the Company and its subsidiaries. The options and awards will be granted at the discretion of the Board of Directors. The fair value of each option granted is estimated at the time of grant using the Black-Scholes option pricing model.

~~In July,~~During ~~2013,~~the ~~options~~year ~~were~~ended ~~issued~~December to31, ~~three~~2015, ~~directors~~the ~~who~~Company ~~signed Directors Agreements allowing them~~ agreed to ~~purchase~~grant ~~300~~2,109,000 common shares ~~each at~~to acertain ~~strike price of $0~~employees.25 ~~per~~Of ~~share.~~these ~~These~~common ~~were signed on July 1~~shares, ~~July 3~~675,000 ~~and~~vest ~~July~~over 612 ~~respectively. On December 7~~months, ~~2013~~750,000 anvest ~~additional~~over ~~director~~18 ~~was~~months ~~hired~~and ~~with~~ the ~~same~~remaining ~~option~~684,000 ~~plan~~vested immediately. OnThese ~~October~~shares ~~25,~~were ~~2014,~~valued anat ~~additional~~$527,250 ~~director~~based ~~was~~on ~~hired~~the ~~and~~current ~~granted~~ stock ~~options~~price ~~allowing~~at ~~him~~the todate ~~purchase~~of ~~400,000~~grant ~~common~~of ~~shares~~$0.25 ~~each~~and atan aestimate ~~strike~~forfeiture ~~price~~rate of 56%, of which $~~0.35~~385,756 ~~per~~was ~~share.~~recorded Asat ofMarch ~~September~~31, 302016 (December 31, 2015, ~~600~~- $214,~~000~~947) ~~of these~~as ~~options~~additional ~~had~~paid ~~been~~in ~~exercised.~~capital ~~These~~and ~~option~~recorded ~~plans~~as ~~also~~stock ~~contain~~based ~~options~~compensation ~~that~~on ~~will~~the ~~occur~~condensed inconsolidated ~~the~~interim statements ~~second~~of ~~and~~operations. ~~third~~During ~~years~~the ofyear ~~employment with~~ended ~~Mopals~~December 31, ~~the~~2015, ~~details~~50,000 ofcommon ~~the~~shares ~~total~~were ~~option~~issued ~~plans~~in ~~are~~accordance ~~outlined~~with ~~below:~~an employment agreement and valued at $12,500.

~~2013~~As at March 31, 2016, the Company had ~~Director~~1,194,000 ~~Agreement~~(December 31, 2015 - 704,000) vested share grants. As at March 31, 2016, the number of unvested share grants expected to vest (including the impact of expected forfeitures) was estimated at 1,425,000 (December 31, 2015 – 1,425,000). As at March 31, 2016, the total fair value of future expense to be recorded in subsequent periods (assuming no forfeiture occurs) is $268,994 (December 31, 2015 - $254,802). The weighted average time remaining for these share grants to vest is 0.85 years (December 31, 2015 – 0.86 years).

Year	Options		Strike Price
1		1,200,000	$	0.25
2		1,200,000	$	0.35
3		1,200,000	$	0.40

The following table summarizes the stock option activities of the Company:

2014 Director Agreement

	Number of Options			Weighted Average Exercise Price
Balance, December 31, 2014		3,050,000		$	0.36
Exercised		(600,000	)		0.30
Options Forfeited		(1,300,000	)		0.35
Balance, December 31, 2015 and March 31, 2016		1,150,000		$	0.41

Year	Options		Strike Price
1		400,000	$	0.35
2		500,000	$	0.55
3		500,000	$	0.65

c) Shares to be issued

On October 30, 2014, a private investor delivered $223,350 to purchase 1,000,000 shares of the Company issued at $0.25 per share. During the period ended September 30, 2015, two directors subscribed to purchase 700,000 common shares of the Company, 400,000 of these common shares were subscribed at $0.25 per share and 300,000 were subscribed at $0.35 per share. The two directors delivered gross proceeds of $126,468 and settled outstanding directors fees of $78,000. As of September 30, 2015, these shares had not been issued.

9. SHARE SUBSCRIPTIONS RECEIVABLE

On December 21, 2012, the Company agreed to issue 9,000,000 shares of the Company to private investors for subscriptions receivable of $2,250,000. On September 30, 2015, the Company wrote off the balance of the subscription receivable of $1,503,775 as the balance was deemed uncollectible.

10. STOCK-BASED COMPENSATION

The Company’s Stock Option Plan is currently being established in order to enable the Company to attract and retain the services of highly qualified and experienced directors, officers, employees and consultants, and to give such persons an interest in the success of the Company and its subsidiaries. The options and awards will be granted at the discretion of the Board of Director. The fair value of each option granted is estimated at the time of grant using the Black-Scholes option pricing model using the following weighted average assumptions:

2014 Options Granted

Fiscal Year ended December 31, 2014
Exercise Price	$	0.44
Risk-free interest rate		0.49	%
Expected term (years)		3.15
Expected volatility		243	%
Expected dividend yield		0	%

F-9

MOPALS.COM, INC.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER 30~~MARCH 31, ~~2015~~2016

109. STOCK-BASED COMPENSATION (Continued)

~~During the~~The ~~year ended December 31, 2014, the~~ Company’s ~~granted~~computation ~~100,000~~of ~~common~~expected ~~shares to certain employees. These common shares vest over~~volatility 12for ~~months.~~the ~~These~~periods ~~shares~~ended ~~were~~March ~~valued~~31, at2016 ~~$16,666~~is based on the ~~current~~Company’s ~~stock~~market close price atover the ~~date~~period ofequal ~~grant~~to ofthe ~~$0.25~~expected ~~and an estimated~~life ~~forfeiture rate~~ of ~~33%,~~the ofoptions. ~~which~~The ~~$14,086~~Company’s ~~was~~computation ~~accrued~~of atexpected ~~September~~life ~~30,~~reflects ~~2015~~actual ~~(December~~historical ~~31,~~exercise ~~2014~~activity ~~- $7,808)~~ and ~~recorded~~assumptions ~~as stock~~regarding ~~based~~future ~~compensation~~exercise onactivity ~~the~~of ~~consolidated~~unexercised, ~~statements~~outstanding ~~of operations~~options.

During the nine months ended September 30, 2015, the Company granted 50,000 common shares to a certain employee. These common shares vest over 12 months. These shares were valued at $8,333 based on the current stock price at the date of grant of $0.25 and an estimate forfeiture rate of 33%, of which $5,753 was accrued at September 30, 2015 and recorded as stock based compensation on the consolidated statements of operations.

All of the director stock options begin vesting immediately over 12 months and expire on the third anniversary of the grant date. The Company granted NIL stock options to directors during the nine month period ended September 30, 2015 (2014 – NIL). The following table summarizes the stock option activities of the Company:

	Number of Options			Weighted Average Exercise Price
Balance, December 31, 2013		1,200,000			0.25
Granted		1,850,000			0.44
Balance, December 31, 2014		3,050,000			0.37
Granted		-			-
Exercised		(600,000	)		0.30
Options Forfeited		(1,300,000	)		0.35
Balance, September 30, 2015		1,150,000			0.41

The Company’s computation of expected volatility for the periods ended September 30, 2015 is based on the Company’s market close price over the period equal to the expected life of the options. The Company’s computation of expected life reflects actual historical exercise activity and assumptions regarding future exercise activity of unexercised, outstanding options.

The Company’s expected dividend yield is 0%, since there is no history of paying dividends and there are no plans to pay dividends. The Company’s risk-free interest rate is the Canadian Treasury Bond rate for the period equal to the expected term.

The total number of options outstanding as at ~~September 30~~March 31, ~~2015~~2016 was 1,150,000 (December 31, ~~2014~~2015 – 31,~~050~~150,000).

As at ~~September~~March 3031, ~~2015~~2016, the Company had 1,150,000 (December 31, ~~2014~~2015 -– 1,~~450~~150,000) vested options. As at ~~September~~March 3031, ~~2015~~2016, the number of unvested options expected to vest (including the impact of expected forfeitures) had been estimated at ~~NIL~~nil (December 31, ~~2014~~2015 – ~~1,600,000~~nil). Aswith ata ~~September~~weighted ~~30,~~average ~~2015,~~contractual ~~the total fair value~~ life of ~~future~~n/a ~~expense~~years to(2015 be– ~~recorded~~n/a inyears) ~~subsequent~~and ~~periods (assuming~~exercise noprice ~~forfeiture~~of ~~occurs) is~~ $~~NIL~~n/a (~~December~~2015 ~~31, 2014~~ - $~~259,253~~n/a).

The Company recognizes compensation expense for the fair values of stock options using the graded vesting method over the requisite service period for the entire award.

The following table presents information relating to stock options outstanding and exercisable at March 31, 2016.

Options Outstanding						Options Exercisable
Number of Shares		Weighted Average Remaining Contractual Life (Years)		Weighted Average Exercise Price		Number of Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
	900,000		0.39	$	0.25		900,000	$	0.25		0.39
	250,000		2.07		1.00		250,000		1.00		2.07
	1,150,000		0.76	$	0.41		1,150,000	$	0.41		0.76

The Company recorded $97,658 for share-based compensation expense for the three month period ending March 31, 2016 (2015 - $98,927).

F-10

MOPALS.COM, INC.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER 30~~MARCH 31, ~~2015~~2016

10. ~~STOCK-BASED~~LOSS ~~COMPENSATION~~PER ~~(Continued)~~SHARE

The Company calculates basic loss per common share ~~following~~using ~~table~~net ~~presents~~loss ~~information~~divided ~~relating~~by tothe ~~stock~~weighted-average ~~options~~number of common shares outstanding. ~~and~~The ~~exercisable~~Company atcalculates ~~September~~diluted 30earnings per common share in the same manner as basic, ~~2015~~except we use the weighted-average number of diluted common shares outstanding in the denominator, when the stock options and warrants are not anti-dilutive.

Options Outstanding										Options Exercisable
		Three Months ended March 31, 2016				Three months ended March 31, 2015
Number of Shares				Weighted Average Remaining Contractual Life (Years)				Weighted Average Exercise Price		Number of Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Weighted average number of common shares outstanding			52,200,700				45,804,884
	900,000				0.90			$	0.25		900,000	$	0.25		0.90
Weighted-average number of diluted common shares outstanding			52,200,700				45,804,884
	250,000				2.58				1.00		250,000		1.00		2.58
	1,150,000				1.26			$	0.41		1,150,000	$	0.41		1.26

~~The Company~~11. ~~recorded~~INCOME ~~$6,118 and $(36,198) for share-based compensation expense (recovery) for the three and nine month periods ending September 30, 2015, respectively (2014 - $138,920 and $376,388, respectively).~~TAXES

11. LOSS PER SHARE

The Company calculates basic loss per common share using net loss divided by the weighted-average number of common shares outstanding. The Company calculates diluted loss per common share in the same manner as basic, except for the use the weighted-average number of diluted common shares outstanding in the denominator, when the stock options and warrants are not anti-dilutive.

	Three Months ended September 30, 2015		Three Months ended September 30, 2014		Nine Months ended September 30, 2015		Nine Months ended September 30, 2014
Weighted average number of common shares outstanding		45,974,423		51,782,370		46,176,719		51,782,370
Weighted-average number of diluted common shares outstanding		45,974,423		51,782,370		46,176,719		51,782,370

12. INCOME TAXES

The Company accounts for income taxes in accordance with ASC 740-20. ASC 740-20 prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates. The effects of future changes in tax laws or rates are not anticipated.

Under ASC 740-20 income taxes are recognized for the following: a) amount of tax payable for the current year, and b) deferred tax liabilities and assets for future tax consequences of events that have been recognized differently in the financial statements than for tax purposes.

As of ~~September~~March 3031, ~~2015~~2016, the Company did not have any amounts recorded pertaining to uncertain tax positions. Deferred taxes as at ~~September~~March 3031, ~~2015~~2016 and December 31, ~~2014~~2015 have not been recorded due to the fact that they are fully reserved. All tax years remain open to examination by the Internal Revenue Service and the Canada Revenue Agency.

~~13. SUBSEQUENT EVENTS Subsequent to September 30, 2015, the Company issued 1,389,000 common shares of the Company to certain employees and former directors.~~F-11

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following is management’s discussion and analysis of the consolidated financial condition and results of operations of Mopals.com, Inc. (“Mopals”, the “Company”, “we”, and “our”) for the three ~~and nine~~ month period ended ~~September~~March 3031, ~~2015~~2016. The following information should be read in conjunction with the consolidated interim financial statements for the period ended ~~September~~March 3031, ~~2015~~2016 and notes thereto appearing elsewhere in this ~~quarterly~~Quarterly ~~report~~Report on Form 10-Q (this “Report”).

Overview

Mopals.com, Inc. was incorporated under the laws of Delaware on February 6, 2003 as MagnaData, Inc. In February of 2005, articles of amendment were filed with the State of Delaware changing the name of our company to MortgageBrokers.com Holdings, Inc. and thereafter, operated as a mortgage brokerage in Canada. On March 26, 2013, articles of amendments were filed with the State of Delaware changing the name of our company to Mopals.com, Inc. pursuant to execution of an asset spin out and shareholder loan cancellation agreement and subsequent execution of a share exchange agreement. Pursuant to the terms of the share exchange agreement, the Company acquired 100% of the issued and outstanding equity securities of Mopals Inc., a Nevada private corporation, in exchange for the issuance of 50,000,000 shares of the Company’s common stock.

Mopals carries out all business through its wholly owned subsidiary, Mopals Canada Inc. Mopals Canada Inc. (formerly IQIC.com Inc.) was incorporated federally in Canada on August 7, 2012.

Mopals is a development stage internet and mobile based social media brand-loyalty Company. Mopals has launched the first version of our web and mobile software application for both the iOS and Android mobile device operating systems. It is our intent that the Mopals technology platform under development will allow consumers to earn incentives for their spending and referral behavior with retail businesses and allow retail businesses to build their customer base and enhance customer experiences through promotional programs. Using a unique digital currency, MoCoins™, members can be rewarded for making a purchase at participating retailers, buying and referring offers, creating and completing polls, liking brands, uploading photos, writing reviews, and inviting friends. Through MoPals™, social media influencers monetize their following. Similarly, retailers who use the MoPals™ platform have a means to engage and convert their current social media following to brand ambassadors who foster word-of-mouth advertising. Our members can earn reward incentives (MoCoins) for a number of online and ‘in-store’ behaviors within a consumer’s social network including rewards for promotional participation; ‘liking’, sharing or reviewing an experience at a business; referring business promotions; creating content driving polls; or referring friends to join the Mopals community. Mopals aims to be a leader in how brands inspire customer loyalty, driving online, brand enhancing behavior and sales. It is our aim that our technology platform will enable businesses to connect with their customers, giving them a cost effective means to encourage and reward brand enhancing behavior. It is our intent that our proprietary platform ‘Big Data IQ Engine’ under development will also allow businesses to receive Big Data insights and analytics associated with their consumer’s behavior from which they can use to provide targeted offers and marketing strategies.

It is Mopal’s plan to earn revenue from business subscriptions and ~~transactions~~transaction fees to receive ongoing consumer data and as well as from receiving a percentage of promotion-based sales revenue from participating businesses couponing engine.

In addition to the financial condition and results of operations of the Company, it is management’s belief that growth of our Company will also, in part, be demonstrated through the metrics of MoCoins points sold, the total number of consumers signed up and making use of the Mopals platform and the number of retail businesses who sign on to and offer promotions through the Mopals community.

As of ~~September~~May 3016, ~~2015~~2016, ~~our~~we ~~company~~ had ~~twelve~~one (121) full-time employee ~~employees~~ and ~~four~~ten (410) independent contractors. None of these employees are represented by collective bargaining agreements. The Company considers its relations with its employees and independent contractors to be in good standing.

The Company’s corporate offices are located at 109 Atlantic Avenue, Suite 308, Toronto, Ontario, CANADA, M6K 1X4. Our current contact information for our Ontario office is telephone number: (416) 362-4888. Our internet website can be found under the domain name: www.mopals.com.

Results of Operations

Three months ended ~~September~~March 3031, ~~2015~~2016 and ~~2014.~~2015

Mopals had no reported revenue in the ~~third~~ ~~quarter~~first quarter of 2016 and 2015.

The Company’s reported operating expenses during the three month period ended ~~September~~March 3031, ~~2015~~2016 were $~~537~~541,~~207~~031. Comparatively, the Company’s reported operating expenses during the three month period ended ~~September~~March 3031, ~~2014~~2015 were $~~356~~537,~~151~~990. The primary components that comprise our operating expenses during the three months ended ~~September~~March 3031, ~~2015~~2016 reporting period were ~~stock-based compensation,~~salaries ~~salary, consultant~~ and consultant/contractor ~~expenses~~fees, general and administrative expenses, occupancy costs and ~~occupancy~~stock-based ~~costs~~compensation which are explained in ~~more~~ detail as follows:

● ~~during~~62.4% ~~the three month reporting period ended September 30, 2015, the Company reported an expense~~ of ~~$6,117 associated with period employee stock-based compensation accruals versus $138,920 during~~ the ~~same~~operating ~~period~~expenses in ~~2014. ● during~~ the ~~three~~reporting ~~month~~ period ~~ended~~were ~~September 30, 2015, the Company reported expenses of $406,973~~ associated with salaries, contractor expenses and consulting fees ~~versus~~(2015 ~~$194,109~~– ~~during~~54.2%). ~~the~~● ~~same~~18.1% ~~period~~of inthe ~~2014.~~operating ~~The~~expenses ~~increase~~in ~~period~~the ~~over~~reporting period ~~was~~were associated with ~~the~~stock-based ~~hiring~~compensation of(2015 ~~sales~~– ~~human resources to gain market traction and revenue~~18.4%). ● ~~during~~14.4% of the ~~three~~operating ~~month~~expenses ~~period~~in ~~ended September 30, 2015,~~ the ~~Company~~reporting ~~reported~~period ~~expenses~~were ~~of $85,515~~ associated with general and administrative expenses ~~versus~~(2015 ~~$18,295~~– ~~during the same period 2014~~20. ~~The increase period over period is due to legal fees~~5%). ● ~~during~~5.1% ~~the~~of ~~three~~our ~~month~~operating ~~period~~expenses ~~ended~~in ~~September 30, 2015,~~ the ~~Company~~reporting ~~reported~~period ~~expenses~~were ofassociated ~~$34,858~~with ~~for~~ occupancy costs ~~versus~~associated ~~$2,675~~with ~~for~~an ~~the~~office ~~same~~lease ~~period~~(2015 ~~2014~~– 6.2%).

~~Nine months~~Liquidity ~~ended September 30, 2015~~ and ~~2014~~Capital Resources

~~Mopals~~ At March 31, 2016, we had no$6,079 ~~reported~~in ~~revenue~~cash, $149,070 in ~~the~~harmonized ~~first~~sales ~~nine~~tax ~~months~~receivable, $145,521 in prepaid assets and $13,997 in equipment, computer software, computer hardware and furniture for a total of $314,667 in assets. Comparatively as at December 31, 2015, we had $6,079 in cash, $136,359 in harmonized sales tax receivable, $158,894 in prepaid expenses, and $16,768 in equipment, computer hardware, computer software and furniture for a total of $318,100 in assets.

~~The~~At March 31, 2016, we had $256,502 in accounts payable ~~Company’s~~and ~~reported~~accrued ~~operating~~liabilities, ~~expenses~~$1,009,252 ~~during~~in ~~the~~employee ~~nine~~tax ~~month~~deductions ~~period~~payable ~~ended~~due ~~September~~to 30Canada Revenue Agency, ~~2015~~$14,924 ~~were~~in accruals for stock-based compensation associated with former discontinued operations, $33,394 in MoCoins payable and $1,~~306~~822,~~688.~~117 ~~Comparatively, the~~in loans payable to the Company’s ~~reported~~principal ~~operating~~shareholder ~~expenses~~for ~~during~~a ~~the~~total ~~nine~~of ~~month~~$3,136,189 ~~period~~in ~~ended~~liabilities. ~~September~~Comparatively ~~30,~~as ~~2014~~at ~~were~~December $131,~~362~~ 2015,~~811.~~ ~~The~~we ~~primary~~had $231,726 ~~components~~in ~~that~~accounts ~~comprise~~payable ~~our~~and ~~operating~~accrued ~~expenses~~liabilities, ~~during~~$832,831 ~~the~~in ~~nine~~employee ~~months~~tax ~~ended~~deductions ~~September~~payable ~~30,~~due ~~2015~~to ~~reporting~~Canada ~~period~~Revenue ~~were~~Agency, $14,924 in accruals for stock-based compensation, ~~salaries~~associated ~~and~~with ~~consultant/contractor~~former ~~fees~~discontinued operations, ~~general~~$2,644 ~~and~~in ~~administrative~~MoCoins ~~expenses~~payable, and ~~occupancy~~$1,429,055 in ~~costs~~loans ~~which~~payable ~~are~~to ~~explained in~~the ~~more~~Company’s ~~detail~~principal asshareholder ~~follows:~~for a total of $2,511,180 in liabilities.

●Management ~~during~~makes the ~~nine~~following ~~month~~comments ~~period~~regarding ~~ended September 30, 2015~~ the most ~~Company~~significant ~~reported~~factors aaffecting ~~negative expense of $36,198 associated with~~ the net of period stock-based compensation accruals and the reversal of option expenses associated with the resignations of former directors versus $376,388 for the same period 2014. ● during the nine month period ended September 30, 2015, the Company’s ~~reported~~liquidity ~~expenses of $948,580 associated with salaries, contractor expenses~~ and ~~consulting~~capital ~~fees versus $667,563 for the same period 2014. The increase period over period was associated with the hiring of sales human~~ resources ~~to gain market traction~~ and ~~revenue.~~their ●measured ~~during~~trends the nine month period ended September 30, 2015, the Company reported expenses of $279,140 associated with general and administrative expenses versus $205,468 during the same period 2014. The increase period over ~~period is due to legal costs. ● during~~ the ~~nine month~~ reporting period ~~ended September 30, 2015, the Company reported expenses of $103,468 associated with occupancy costs associated with an office lease versus $102,943 during the same period 2014.~~:

~~Liquidity~~The Company’s cash position did not change over ~~and~~the ~~Capital~~first ~~Resources~~three months of 2016 associated with the following:

At September 30, 2015, we had $252,325 in cash, $134,745 in harmonized sales tax receivable, $122,302 in prepaid expenses and other assets and $20,185 in equipment, computer software, computer hardware and furniture for a total of $529,557 in assets. Comparatively as at December 31, 2014, we had $143,482 in cash, $121,662 in harmonized sales tax receivable, $122,302 in prepaid expenses and other assets and $32,713 in equipment, computer software, computer hardware and furniture for a total of $420,159 in assets.

●	the Company used $301,771 in cash from operating activities over the first three months of 2016. As a development stage company, Mopals has no revenue yet while it is building its products and services, hires software development, marketing and sales staff and establishes market partners to launch our business; and,

●	the Company received $282,064 in cash from financing activities over the first three months of 2016 from our principal shareholder.

~~At September~~The ~~30,~~Company ~~2015,~~reported wea ~~had~~net ~~$281,013~~cash inflow ~~accounts~~loss ~~payable~~from ~~and accrued liabilities, $786,420 in accrued employee tax deductions payable~~operating toactivities ~~Canada Revenue Agency, $14,924 in accruals~~ for ~~stock-based~~the ~~compensation~~first ~~associated~~three ~~with~~months ~~former~~of ~~discontinued~~2016 ~~operations,~~of $4301,~~021 in~~771 ~~MoCoins~~with ~~payable~~a ~~and~~net ~~$1,466,675~~increase in ~~loans~~cash ~~payable~~flow tofrom ~~the~~financing ~~Company’s~~activities ~~principal shareholder for a total~~ of $2282,~~553,053 in liabilities.~~064 ~~Comparatively~~and asa atpositive ~~December~~effect ~~31,~~of ~~2014,~~exchange werate ~~had~~on ~~$255,078~~cash inof ~~accounts payable and accrued liabilities,~~ $~~500~~19,~~139~~707 induring ~~accrued~~the ~~employee tax~~same ~~deductions~~period ~~payable to Canada Revenue Agency, $14,924 in accruals~~ for ~~stock-based~~an ~~compensation~~overall ~~associated~~net ~~with~~cash ~~former~~flow ~~discontinued operations,~~of $~~1,855~~nil inout ~~MoCoins~~of ~~payable and $1,125,671 in loans payable to~~ the Company’s ~~principal~~during ~~shareholder~~the ~~for~~three amonth ~~total of $1,897,667 in liabilities~~period.

~~Management makes~~The ~~the~~Company ~~following~~needs ~~comments~~to ~~regarding~~raise ~~the~~additional ~~most~~capital ~~significant~~to ~~factors~~fund our ~~affecting~~development ~~the~~stage Company’s ~~liquidity~~activities and ~~capital~~to ~~resources~~ position the Company for a market launch of its planned products and ~~their~~services ~~measured~~or to ~~trends~~generate ~~over~~revenue before the ~~reporting~~existing ~~period:~~capital resources are depleted.

~~The~~In the event that the Company’s runs out of available working capital resources or experiences an unforeseen negative impact to cash ~~position~~flow, ~~increased~~our Company will need to rely upon the issuance byof 76common stock and additional capital contributions from shareholders and/or loans from shareholders and third-party lenders to meet its working capital needs.0% ~~over~~There is no certainty that shareholders will be able to provide capital contributions or loans to the ~~first~~Company. ~~nine~~There ~~months~~is ofno ~~2015~~certainty ~~primarily~~that ~~associated~~there ~~with~~will be a market for the ~~following:~~Company’s capital stock. There is no certainty that lenders will find the Company’s financial health and development stage suitable to provide debt financing.

	●	the Company used $951,890 in cash from operating activities over the first nine months of 2015. As a development stage company, Mopals has no revenue yet while it is building its products and services, hires software development, marketing and sales staff and establishes market partners to launch our business; and,
	●	the Company gained $614,158 in cash from financing activities over the first nine months of 2015 as we received funds from our principal shareholder in the amount of $160,986, we received $126,468 from options being exercise and we received $326,704 associated with the execution of a stock purchase agreement.

4Off-Balance Sheet Arrangements

The Company reported a net cash flow loss from operating activities for the first nine months of 2015 of $951,890 with a net increase in cash flow gain from financing activities of $614,158 and a net negative cash flow from the purchase of capital equipment of $2,856 during the same period for an overall net negative cash flow of $340,588 out of the Company during the nine month periodNone.

~~The Company~~Critical ~~needs~~Accounting ~~to raise additional capital to fund our development stage Company activities and or to generate revenue in excess of operating expenses before the existing capital resources are fully utilized.~~Policies

InThe financial statements and related public financial information are based on the ~~event~~application ~~that~~of accounting principles generally accepted in the ~~Company~~United ~~runs~~States ~~out~~(“GAAP”). GAAP requires the use of ~~available~~estimates, ~~working~~assumptions, ~~capital~~judgments ~~resources~~and orsubjective ~~experiences~~interpretations anof ~~unforeseen~~accounting ~~negative~~principles ~~impact~~that tohave ~~cash~~an ~~flow~~impact on the assets, ~~our~~liabilities, ~~Company~~revenue, ~~will~~and ~~need~~expense toamounts ~~rely~~reported. ~~upon~~These ~~the~~estimates ~~issuance~~can ofalso ~~common~~affect ~~stock~~supplemental ~~and~~information contained ~~additional~~in ~~capital~~our ~~contributions~~external ~~from~~disclosures ~~shareholders~~including information regarding contingencies, risk and~~/or~~ financial condition. We believe our ~~loans~~use ~~from~~of ~~shareholders~~estimates and ~~third-party~~underlying ~~lenders~~accounting assumptions adhere to ~~meet~~GAAP ~~its~~and ~~working~~are ~~capital~~consistently ~~needs~~and conservatively applied. ~~There~~We isbase our noestimates ~~certainty~~on historical experience and on various other assumptions that ~~there~~we ~~will~~believe to be ~~a market~~reasonable ~~for~~under the ~~Company’s~~circumstances. Actual ~~capital~~results ~~stock~~may ~~and~~differ ~~there~~materially isfrom nothese ~~certainty~~estimates ~~that~~under ~~lenders~~different assumptions or ~~shareholders~~conditions. ~~will~~We ~~find~~continue ~~the~~to ~~Company’s~~monitor significant ~~financial~~estimates ~~health~~made ~~suitable~~during tothe ~~provide~~preparation ~~further~~of ~~debt~~our ~~financing~~financial statements.

~~Off-Balance Sheet~~Going ~~Arrangements~~Concern

~~None~~The Company’s consolidated financial statements are presented on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.

~~Critical~~For the three months reporting period ended March 31, ~~Accounting~~2016, ~~Policies~~the Company reported a net loss from operations of $541,031 with a working capital deficiency of $2,835,519. Certain conditions noted below raise doubt about the Company’s ability to continue as a going concern.

~~The financial~~As ~~statements~~a ~~and~~development ~~related~~stage ~~public~~company, ~~financial information are based on~~ the ~~application~~Company’s ability ofto ~~accounting~~continue ~~principles~~as ~~generally accepted~~a ingoing ~~the~~concern ~~United~~is ~~States~~contingent ~~(“GAAP”).~~upon ~~GAAP~~its ~~requires~~ability ~~the~~to ~~use~~secure ofadditional ~~estimates,~~debt ~~assumptions,~~or ~~judgments~~equity ~~and~~financing. ~~subjective~~Management’s ~~interpretations~~plan ofis ~~accounting~~to ~~principles~~secure ~~that~~additional ~~have~~working ancapital ~~impact~~funds onthrough ~~the~~future ~~assets,~~debt ~~liabilities,~~or ~~revenue,~~equity ~~and expense amounts reported~~financings. ~~These~~ ~~estimates~~There ~~can~~is ~~also~~no ~~affect~~certainty ~~supplemental~~that ~~information~~there ~~contained in our external disclosures including information regarding~~will ~~contingencies,~~be ~~risk~~a ~~and~~market ~~financial~~for ~~condition.~~the WeCompany’s ~~believe~~capital ~~our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied~~stock. WeThere ~~base~~is ~~our~~also ~~estimates~~no oncertainty ~~historical experience and on various other assumptions~~ that weshareholders ~~believe~~will to be ~~reasonable~~able ~~under~~to ~~the~~provide ~~circumstances. Actual results may differ materially from these estimates under different~~future ~~assumptions~~capital contributions or ~~conditions.~~loans ~~We continue~~ to ~~monitor significant estimates made during~~ the ~~preparation of our financial statements~~Company.

~~Going~~The interim consolidated financial statements do not ~~Concern~~include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

~~The Company’s~~Item ~~consolidated~~3. ~~financial~~Quantitative ~~statements are presented on a going concern basis, which contemplates the realization of assets~~ and ~~satisfaction~~Qualitative ofDisclosures ~~liabilities~~About inMarket ~~the normal course of business.~~Risk

5Smaller reporting companies are not required to provide the information required by this item.

~~For the~~Item ~~nine~~4. ~~month~~Controls ~~reporting period ended September 30, 2015, the Company reported a net loss from operations of $1,306,689 with a net decrease in cash from operating, investing~~ and ~~financing activities of $340,588 during the same period. Certain conditions noted below raise doubt about the Company’s ability to continue as a going concern.~~Procedures

~~As a~~Evaluation development stage company, the Company’s ability to continue as a going concern is contingent upon its ability to secure additional debt or equity financing. Management’s plan is to secure additional working capital funds through future debt or equity financings and to generate revenue from the sale of ~~our~~Disclosure ~~products~~Controls and services. There is no certainty that there will be a market for the Company’s capital stock. Mopals had no reported revenue in the first nine months of 2015 and there is no certainty that the Company will be able to generate revenue through the sale of its products or services in the future.Procedures

~~The~~As of the end of the period covered by this report, ~~consolidated~~the Company’s principal executive officer and principal financial ~~statements~~officer doevaluated ~~not~~the ~~include~~effectiveness ~~any~~of ~~adjustments~~the toCompany’s disclosure ~~reflect~~controls and procedures (as defined in Rules 13a-15(e) and 15d -15(e) under the ~~possible~~Securities ~~future~~Exchange ~~effects~~Act of 1934, as amended (the “Exchange Act”)). Based on the ~~recoverability~~evaluation of the Company’s disclosure controls and procedures, the Company’s principal executive officer and ~~classification~~principal financial officer, with the participation of ~~assets~~the orCompany’s management, have concluded that the ~~amounts~~Company’s disclosure controls and ~~classification~~procedures were not effective as of ~~liabilities~~March 31, 2016, to ensure that information ~~may~~required ~~result~~to ~~from~~be disclosed by the ~~possible~~Company ~~inability~~in ofthe reports that we file or submit under the Exchange Act is (a) recorded, ~~Company~~processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (b) accumulated and communicated to ~~continue~~management, including the Company’s principal executive officer and principal financial officer, as aappropriate to ~~going~~allow ~~concern~~for timely decisions regarding required disclosure.

~~Item 3. Quantitative and Qualitative Disclosures About Market Risk~~5

~~Smaller~~Specifically, our management identified certain matters ~~reporting~~involving ~~companies~~internal ~~are~~control ~~not~~and ~~required~~our operations that it considered to ~~provide~~be material weaknesses. As defined in the ~~information~~Exchange ~~required~~Act, bya ~~this~~material weakness ~~item~~is 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 the registrant’s annual or interim financial statements will not be prevented or detected on a timely basis. The material weakness identified by our management as of March 31, 2016, is described below:

~~Item 4~~i. ~~Controls~~We did not maintain sufficient personnel with an appropriate level of technical accounting knowledge, experience and ~~Procedures~~training in the application of GAAP commensurate with our complexity and our financial accounting and reporting requirements. This control deficiency is pervasive in nature. Further, there is a reasonable possibility that material misstatements of the financial statements including disclosures will not be prevented or detected on a timely basis as a result.

~~Evaluation~~ As a result of ~~Disclosure~~the ~~Controls~~material ~~and~~weakness ~~Procedures~~identified above, our internal control over financial reporting was not effective as of March 31, 2016.

~~As of~~Changes the end of the period covered by this report, the Company’s principal executive officer and principal financial officer evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in ~~Rules~~Internal ~~13a-15(e)~~Control ~~and~~Over ~~15d~~Financial -15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based on the evaluation of the Company’s disclosure controls and procedures, the Company’s principal executive officer and principal financial officer, with the participation of the Company’s management, have concluded that the Company’s disclosure controls and procedures were not effective as of September 30, 2015, to ensure that information required to be disclosed by the Company in the reports that we file or submit under the Exchange Act is (a) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (b) accumulated and communicated to management, including the Company’s principal executive officer and principal financial officer, as appropriate to allow for timely decisions regarding required disclosure.Reporting

~~Specifically, our~~There ~~management~~have ~~identified~~been ~~certain~~no ~~matters~~changes ~~involving internal control and our operations that it considered to be material weaknesses. As defined~~ in the ~~Exchange~~Company’s ~~Act, a material weakness is a deficiency, or a combination of deficiencies, in~~ internal controls ~~control~~ over financial reporting ~~such~~during ~~that there is a reasonable possibility that a material misstatement of~~ the ~~registrant’s~~three ~~annual or~~month ~~interim~~period ~~financial~~ending ~~statements~~March ~~will not be prevented or detected on a timely basis. The material weakness identified by our management as of September 30~~31, ~~2015, is described below:~~2016.

i. We did not maintain sufficient personnel with an appropriate level of technical accounting knowledge, experience and training in the application of GAAP commensurate with our complexity and our financial accounting and reporting requirements. This control deficiency is pervasive in nature. Further, there is a reasonable possibility that material misstatements of the financial statements including disclosures will not be prevented or detected on a timely basis as a result.6

~~As a~~PART ~~result~~II: ofOTHER ~~the material weakness identified above, our internal control over financial reporting was not effective as of September 30, 2015.~~INFORMATION

~~Changes in~~Item ~~Internal~~1. ~~Control~~Legal ~~Over Financial Reporting~~Proceedings

~~There~~From time to time, the Company may become involved ~~have~~in ~~been~~litigation norelating ~~changes~~to claims arising out of its operations in the ~~Company’s~~normal ~~internal~~course ~~controls~~of ~~over~~business. ~~financial~~Other ~~reporting~~than ~~during~~as disclosed above, we are not involved in any pending legal proceeding or litigation and, to the ~~nine~~best ~~month~~of ~~period~~our ~~ending~~knowledge, ~~September~~no governmental authority 30is contemplating any proceeding to which we are a party or to which any of our properties is subject, ~~2015~~which would reasonably be likely to have a material adverse effect on the Company.

6Item 1A. Risk Factors

~~PART~~Smaller reporting companies are not required to provide ~~II:~~the ~~OTHER~~information ~~INFORMATION~~required by this item.

Item 1 2. ~~Legal~~Unregistered ~~Proceedings~~Sales of Equity Securities and Use of Proceeds

~~From time to time, the Company may become involved in litigation relating to claims arising out of its operations in the normal course of business~~None. Other than as disclosed above, we are not involved in any pending legal proceeding or litigation and, to the best of our knowledge, no governmental authority is contemplating any proceeding to which we are a party or to which any of our properties is subject, which would reasonably be likely to have a material adverse effect on the Company.

Item 1A 3. ~~Risk~~ ~~Factors~~Defaults Upon Senior Securities

~~Smaller reporting companies are not required to provide the information required by this item~~None.

Item 2 4. ~~Unregistered~~Mine ~~Sales~~Safety ~~of Equity Securities and Use of Proceeds~~Disclosures

InNot ~~July 2015, two private investors delivered $326,704 to purchase 1,306,816 shares of the Company issued at $0~~applicable.~~25 per share.~~

Item 3 5. ~~Defaults~~Other ~~Upon Senior Securities~~Information

None.

~~Item 4. Mine Safety Disclosures~~7

~~Not~~Item ~~applicable~~6. Exhibits

Item 5. Other Information

Exhibit No.		Description

31.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of Sarbanes Oxley Act of 2002

32.1+		Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes Oxley Act of 2002

101.INS		XBRL Instance Document

101.SCH		XBRL Taxonomy Schema

101.CAL		XBRL Taxonomy Calculation Linkbase

101.DEF		XBRL Taxonomy Definition Linkbase

101.LAB		XBRL Taxonomy Label Linkbase

101.PRE		XBRL Taxonomy Presentation Linkbase

~~None~~+ In accordance with SEC Release 33-8238, Exhibits 32.1 is furnished and not filed.

~~Item 6. Exhibits~~SIGNATURES

Exhibit No.		Description
31.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of Sarbanes Oxley Act of 2002
32.1+		Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes Oxley Act of 2002
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Schema
101.CAL		XBRL Taxonomy Calculation Linkbase
101.DEF		XBRL Taxonomy Definition Linkbase
101.LAB		XBRL Taxonomy Label Linkbase
101.PRE		XBRL Taxonomy Presentation Linkbase

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, there unto duly authorized.

+ In accordance with SEC Release 33-8238, Exhibits 32.1 is furnished and not filed.

	MOPALS.COM, INC.

Dated: May 23, 2016	By:	/s/ Alex Haditaghi
		Alex Haditaghi
		Chief Executive Officer,
		Chief Financial Officer,
		President, Secretary and Director
		(Duly Authorized Officer, Principal Executive Officer and Principal Financial Officer)

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, there unto duly authorized.

	MOPALS.COM, INC.
Dated: November 23, 2015	By:	/s/ Alex Haditaghi
		Alex Haditaghi
		Chief Executive Officer,
		Chief Financial Officer,
		President, Secretary and Director
		(Duly Authorized Officer, Principal Executive Officer and Principal Financial Officer)

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